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M&A Announcement

May 5, 2023

Peter Stierli
Head of Communication, Siegfried

Dear all, on behalf of the Siegfried team, I would like to welcome you on this very special and remarkable day in the 150 years history of Siegfried. With me in the room is Wolfgang Wienand, our CEO, and Reto Suter, our CFO. We will start with a presentation about yesterday's announcement and then followed by a Q&A session. For this Q&A session, you can raise your hands, and I will then unmute you, and you can ask your question. You can also submit your question during the chat. I would like to inform you that this call will be recorded. Without further ado, I would like to hand over to Wolfgang.

Wolfgang Wienand
Former CEO, Siegfried

Yeah. Thank you very much, Peter, warm welcome from my side. It will be a great pleasure for the whole team here in the room to present to you what we have been working on over the last month and eventually have been able to successfully execute yesterday evening, which is that we, Siegfried, acquired a 95% majority stake in DiNAMIQS, and we will talk about that company to establish a best-in-class development and manufacturing organization for gene therapies. Before we actually dive into further details, please read the safe harbor statement carefully, take note with regard to forward-looking statements made during this session, either by Peter, Reto, or myself. DiNAMIQS, a Siegfried company.

Besides this being a cool logo, I think, telling a lot of what we have acquired and of course, what we wanna do with the asset, which is about DNA, it's about remaining DINAMIQ, we decided not to, from the very start, make that a Siegfried company also in terms of branding, for a number of reasons which we will be happy to discuss with you later in the presentation. For those of you, maybe being new to us, a brief look back at our corporate strategy EVOLVE, which we discussed intensively and decided in 2017. From then onwards, step by step, are executing along our ambitions and along our plans.

I'm happy to repeat how we look at the landscape and what you can expect from us here at Siegfried in terms of further developing our company and making use of as many as possible growth opportunities, be it through organic investments into what we are, who we are today, or through M&A to add what we are and who we are today, or even reach out further into new areas. Three segments, in a certain way, even modular, which is something we like a lot about our strategy because we are not depending on the logical sequence of this step needs to come first, otherwise, the second step doesn't make sense. Modular strategy. First of all, grow our existing core. Making us stronger where we are already strong.

Today, we are one of the leading CDMOs, and we are the largest, the leading small molecule CDMO in the space of drug substances and drug products. We are masters of complex chemistry, very strong in oral inhalation, solid dosage forms, sterile liquid dosage forms, and we are one of the very few companies in our space being able to credibly offer integrated drug substances and drug product services. While it's cool to be where we are, we would be ready anytime to actually acquire, assuming that there is an attractive asset becoming available.

Otherwise, we continue to invest organically as we are just right now doing in Minden, where we spent CHF 100 million, and in Evionnaz, where we just had groundbreaking, I think two weeks ago, into a new center of excellence, world-class process development capabilities on one of our flagship sites in Valais, where we spent CHF 25 million. There's the second bucket, which I call adding adjacencies. Which is probably more about technologies and strengthening our current offering and filling gaps, of which there are actually not so many left, but still there are attractive opportunities also in that area, which is about formulation of, and aseptic fill-finish of Large Molecules, which is essentially implemented. I will refer to that later in the presentation again.

We might even be able to take that off the list because we did it already. Particle technology is about lyophilization, spray drying, micronization, very interesting for us, which is why we invested into micronization, but would be ready to acquire technologies in that space as well. Drug product delivery systems as a kind of a hook to actually feed our large commercial quant capacities in the Drug product areas and also antibody-drug conjugates. Last area, our ambition to actually reach out and push our company forward even beyond where we are strong already into new areas where the CDMO model will be attractive in the future and would offer opportunities for us at Siegfried and our shareholders as well.

Antibodies, which we would probably, in the meantime, call more the conventional biologic space, drug substances in this case, because drug product we already master. Cell and gene therapy and biovectors, which is highlighted here for obvious reasons. DiNAMIQS is actually the entry into this new area, and we will talk about that in a minute. Our takeaway here is based on our modular corporate strategy EVOLVE, you can expect from us to be able to continue to drive profitable growth through organic investments or like in this case, through M&A and DiNAMIQS being the perfect fit to the strategy that we are presenting to you since now a number of years and step by step, checking boxes on it.

A brief look at the playing field, which we have entered yesterday evening. Let's start with the overall pharmaceutical market, which in itself is a very attractive area, and it's a privilege to run a company in that space because it provides. If you do things right, it provides numerous opportunities to create value.

8% year-on-year growth, at least if we look at the time frame as shown here on that slide, 2020 through 2028, still dominated by the Small Molecule space, which still is the lion's share of the pharmaceutical market, very strong in terms of new drug approvals, 60%-70% over the last five years or so, also a very rich pipeline going forward with an overall very robust and attractive growth dynamic of slightly below 6%, which in terms of absolute additional business becoming available every year, obviously is a great place to be, and we are happy, very happy to be one of the leaders in that very space. There is the conventional Biotech 1.0, we call it, biologic space, with proteins, monoclonal antibodies, growing at slightly below 9%.

In a very important part, obviously in this space as well, which is why we decided that we wanted to enter it and invested into it and have been able to successfully capture opportunities in the aseptic finished drug product space over the past years. We'll briefly reflect upon that later on as well. There's this dark blue, starting small but getting big part of the pharmaceutical landscape, which is Biotech 2.0, new biologic modalities, the cell and gene space, growing from its low base, obviously, at 40%-50% CAGR over year. That is essentially the growth dynamic which we entered with the recent acquisition. Let's have a deeper look in that very segment of the market.

In our case, DiNAMIQS, at least as of today, is about adeno-associated viral vectors, AAV. AAV CDMO services already today are substantial in terms of market size, and they are, as the underlying market, of course, as well, forecasted to show very healthy growth rates based on a high number of clinical candidates in the pipeline using AAV. A few figures here. The viral vector CDMO market in $ million, grew by, I think should be 70% between 2022 to 2023 to more than $700 million and is expected to grow at almost 20% CAGR over the next years to become a very substantial market in itself above $4 billion.

Within that market, which of course applies different technologies when it comes to how the viral vector or even just the vector which you need in cell and gene therapies is constructed within that market, the AAV technology has the lion's share with almost 40%. Viral vector manufacturing, which is always the second question, which is about, okay, important technology, attractive market growth rates, who's doing it? I mean, who's developing and who's manufacturing in the end? The question, how much is outsourced and how much is kept inside by the innovative pharmaceutical companies? Here you can see a survey in the industry which says that more than 60% in 2021, so two years ago, has been outsourced to CDMOs, to experts since yesterday like us.

This ratio is expected to grow over the next years to 68% and further. Reason being that if you look at the pipeline, I mean, that is the classical playing field for Biotech startups, right? Of course, innovation is coming from Big Pharma as well. But I mean, also here, the small companies are more innovative, are creating more leads, are creating more candidates, and they, by nature, looking at their funding and where they want to invest it, they don't want to invest into brick and mortar. They need partners, like us to actually develop superior processes and eventually provide the material that they then need to actually prove efficacy of their modalities in clinical trials.

Very healthy trend, kind of similar to what we have seen in the small molecule space over the last of 25 years and in the biologic space over the last probably 10 or 15 years. Strategically, something where we thought, which is why we put it on our strategic agenda, this would be a great area for us as Siegfried to play in. Viral vectors, they are different technologies. I think that's an important insight, and we need to be aware of that, and we will talk about that later as well. AAV, the technology that we acquired yesterday evening, is dominating currently the pipeline of a gene therapy trials with approximately 42% of all viral vector technologies used in clinical development.

A healthy space, growing, very attractive growth DiNAMIQS, of from which we, over the next years, will be able to benefit based on what we decided to do yesterday. DiNAMIQS, briefly on the asset itself. It is, I will talk about location later, a Swiss biotech company in the Bio-Technopark at Schlieren, a great ecosystem. Let's start with, let's say, the technical setup. DiNAMIQS has been founded and built out as a one-stop shop for preclinical to clinical services, development services, analytical development services, and also small-scale manufacturing services with cutting-edge scientific expertise.

What's actually great to do due diligence, and I participated myself, being a scientist, at least originally myself, a chemist, a PhD, and talking to those people was really a pleasure because on any of the areas that we will briefly go through here on that slide, you could see. I mean, of course, different characters, different styles, but people who really love what they do, and not only love what they do, but are truly great scientists. Let's briefly go through it. Molecular biology, of course, that's the start of all. I mean, understanding the issue, which in the case of certain gene therapies, is genetically rooted.

The innovation of the pharmaceutical companies with which they then come to us, their most precious asset, is understanding the root cause of a certain genetic disease, I mean, providing genetic information which is capable of curing it. The issue starts, which is about, I mean, how to manufacture and how to bring that genetic information into the human body, which is done through vectors, bio vectors. Cassette optimization, very important because that is about yield and about noise of your product, impurities in a way. It's about manufacturing. I mean, how efficient are you? What they do there so far is from flask reactors in the lab to 50-liter high-end pilot-scale capacity, building out the downstream processing up to 500 liters, which is what we, as Siegfried now, will establish in Zürich.

The clinical phase I to II is what they actually started to endeavor into and what we will then high speed with the full power of Siegfried further execute, which is building a high-end commercial manufacturing, GMP compliant for upstream processing, which is about, I mean, creating the biological modality and the downstream processing, which is kind of fishing it out of the mixture of the fermentation of the fermentation media. Eventually, and that is a great thing also strategically supporting our ambition to create integrated supply. Eventually, this is aseptically filled into vials, which is something we can do already today on our manufacturing sites in Hameln and in Irvine, California. All that is accompanied by strong analytical development capabilities because, I mean, it's hard to describe small molecules, but compared to that, small molecules are a piece of cake.

Understanding what actually is the product, how it looks like, and specifying it is the must-win battle in that space, and we have great people at DiNAMIQS who are capable of doing that. We, together with that strong team, will now build out commercial capacities and make the whole range of services, from preclinical to clinical to commercial manufacturing, available to the whole pharmaceutical universe. Now over to Reto, because, besides science, we of course, spend a lot of time on how to structure the deal in the best possible way so that, first of all, we have reasonable entry costs. Second of all, we have aligned interests with the seller, and also make it operational, doable for us. Over to Reto, so that he guides us through our thinking.

Reto Suter
CFO, Siegfried

Yeah. No, absolutely. Very happy to do that. What you see here is some structural elements around the transaction that we signed and closed yesterday. Two structure chart, basically. The one to the left describes the situation prior to the transaction, so yesterday. The one to the right describes the situation after the transaction, so the situation as of today as we speak. The transaction scope, so the parent matter of the transaction was this company, DiNAMIQS. You see it in the box there, which in the previous structure was a fully owned subsidiary of DINAQOR, which in itself is a therapeutic company developing its own gene therapies. In the old setup, you had DiNAMIQS, receiving corporate services from DINAQOR, and DiNAMIQS in turn provided development and manufacturing services to DINAQOR in turn.

Even in that structure, DiNAMIQS already serves and served third-party customers, biotech, but also large pharmaceutical customers. How does the structure look like as of today? Of course, Siegfried now, after the purchase of 95% of the shares, is the 95% shareholders of DiNAMIQS. For the remainder, the 5% which still is owned by DINAQOR, there's put call options for the acquisition after five years following the closing. DiNAMIQS will enter into manufacturing and supplying agreement with DINAQOR arm's length, so basically replicating the situation as before. DINAQOR will, for a very limited time period, continue to provide services, we call them transitional services, until Siegfried is will take over and provide these services then under a service level agreement to DINAQOR. As mentioned already by Wolfgang and, as also depicted on slide three of the presentation, DiNAMIQS will continue to operate under the brand name DiNAMIQS.

Wolfgang Wienand
Former CEO, Siegfried

Yeah. Thanks, Reto. The reason being, Reto myself can briefly reflect on that. I mean, we acquired a truly strong team. Cool people. Ladies and gentlemen, they actually are happy to join the Siegfried family. They, I think, like the culture. We got to know them throughout the due diligence process already quite well. At the same time, it became clear to us. We, we do have a strong entrepreneurial spirit at Siegfried, but we, I mean, are kind of a large corporate already, right? Those people, we wanna give the necessary freedom so that they continue to thrive. Really push the scientific borders forward, because that is still needed in that, in that space, and we might reflect upon that later.

At the same time, we want and will provide all the necessary support which they need because they don't I mean, they're not able to on their own, build a GMP facility. I mean, they're not able on their own to approach any customer. We are. We can go to any customer in this world, and based on our reputation, will have the opportunity to actually pitch any offer, any services to the whole world. And they will be able to learn a lot from us as well when it comes to how to provide strong services, how to build trust. Which is why we decided to actually, for the time being, let DiNAMIQS operate largely independent, with the executive committee reporting to myself, of course, there's a board as well.

By doing so, we are convinced that we will get the best of both worlds. A large, still very flexible entrepreneurial framework of Siegfried, and the spirit of, let's say, a small, agile, flexible company, with a small team. That's, let's say the team structure here. Let's maybe briefly talk about the ecosystem. I mean, first of all, I mean, there are, of course, a few places, not so many, but there are a few places in the world where the boundaries of biotech are really pushed forward. Of course, West Coast, in the US, where we do have a presence with our Irvine facility, which actually targets exactly those customers with their aseptic, difficult to make fill-finish services.

There's, of course, Boston, and there are some other places, probably Heidelberg, but clearly also Zurich and Schlieren. The Bio-Technopark is a prime ecosystem for biotech innovation and biotech ventures in Switzerland, and it is on the doorstep of Siegfried. It is 40 kilometers away. Based on that proximity, we will be able to actually also by close interaction and support to really let this opportunity flourish, which would have been much more difficult for us as a first step into that space if that acquisition opportunity would have been 5,000 kilometers away. I mean, a brief look on the building here. I mean, these, some of you might know, those high rises, which are technical buildings with lab spaces, many other biotech startups, working there.

We at Siegfried will own a few floors or rent a few floors in this building and in another building for the lab space and further build out commercial manufacturing in this area. I mean, what will we specifically bring to DiNAMIQS? Corporate functions, obviously, things like ERP systems, structure, and quality, but not overwhelming, not killing the spirit, of course. Quality, GMP capabilities, very important. Engineering, something where actually our teams are great at. Again, go to market. Shaping the offering based on our CDMO experience, based on our reputation as one of the leading CDMOs in the world. We will, together with the team, kick doors of our pharma customers and offer this additional service.

Talking about what we did yesterday, I think it's important to explain it to you, and I very much hope that we have been able to. Of course, there is the question, okay, great, and there's a facility where we will create commercial capacities, those capacities mid to long term probably offer a revenue potential for us at Siegfried of a mid to probably even high double-digit million CHF annual revenue amount. I mean, can that be it?

The answer here is, probably not. If the things evolve as we expect them to evolve in terms of overall market demand, CDMO, technology, this is for us only the first step into that space, and we are ready mentally and also looking at the funds available to further build out DiNAMIQS as our nucleus for further growth. I would like to briefly reflect upon how we entered the space of biologics over he past five 5 to six. On the left-hand side in blue, SM, Small Molecules, LMS, Large Molecules, DS, Drug Substances, DP, Drug Products. We have been strong after, I mean, execution of our Transform strategy and also the first steps in EVOLVE.

We have built a company which has leading capabilities and capacities in the Small Molecule space, but had technologies but not really fully exploited it in the space of aseptic fill-finish of Large Molecules, biologics. This is why we said, "Look, that organic step we wanna take, we want to invest into additional equipment and into the expertise of our people." It was a conscious decision in 2017, which actually made us strong in the field of aseptic fill-finishing of biologics and put us, by the way, into the position to challenges of BioNTech and Novavax and actually others put in front of us when they asked us if we would be able to, within eight months, ramp up capacities and contribute to the fight against the coronavirus pandemic and manufacture commercial volumes of both vaccines. We successfully did.

Really created a strong footprint in the biologic space already in drug products. Now, with DiNAMIQS and our intention and ability to build out this expertise and also the capacity, we have made the step in line with our strategy into the large molecule space, which we have shown here as a light blue. Let me explore what does it mean being a core and what do I mean when I say we will scale it out and markets development. Scaling out can mean we take what we do there, what we have learned there, what we have established there commercially and add additional capacity. Because Schlieren clearly is a great place when it comes to innovation and doing the first steps.

In terms of long-term competitiveness, large-scale manufacturing, they're probably better places in terms of cost structure. We would be ready to actually build out based on the expertise, based on the know-how, based on the customer relationships built through DiNAMIQS and Schlieren to build out capacity, actually on other sites of Siegfried or on new sites and create a global footprint also in this setting going forward. We also need to keep in mind. We briefly talked about different technologies, AAV being the most important one currently, but still having a competition between different technologies. We at DiNAMIQS will continue to also invest into cutting-edge science, which means working on other bio vectors, work, for example, antivirals, also potentially looking at mRNA.

It is really a modular optional nucleus platform for us, which we will not only commercially exploit based on AAV, but where we will continue to actually also work on technological solutions for the cell and gene space going forward. With that, I actually come to the close out slide. Siegfried's journey and, I mean, we, the team yesterday made another step, and we are now together with you talking about this step. Our ambition is unchanged. Any steps that we will make strategically according to EVOLVE is geared towards to consistently deliver profitable growth by either investing into the network or by executing value adding M&A. On the left-hand side, you see what we always had as an ambition, M&A in core areas and beyond. DiNAMIQS clearly is beyond.

In our view, this approach of an initial small-scale acquisition of a highly capable technology platform later on is just discussed, followed by flexible build on investments into capabilities, technologies and capacities in line with actual market needs, provide significant value upside for us at Siegfried and for our customers, and all that at reasonable entry costs. I mean all that as always, ends up in the reiteration of our 2023 guidance. Siegfried expects low to mid-single digit sales growth in local currencies, probably at the upper end, with a Core EBITDA margin of 20% or higher, with a positive midterm outlook confirmed. With that, I'll hand over back to Peter, and I'm sure that you will have a number of questions. Peter and myself, of course, as always, very much looking forward to provide the best answers possible.

Peter Stierli
Head of Communication, Siegfried

Great. Thanks, Wolfgang. We'll now move over to the Q&A session. You can ask your question by raising your hand. I will call your name, and you can unmute your mic. Please note that in this Q&A session, we will mainly focus on the announcement from yesterday and the transaction. If you have any other questions, feel free to contact us directly after that call. All right. With that, I would like to give hand over the word to Gary Stevenson. You can now, Gary, unmute your mic and ask your question

Gary Stevenson
Financial Trader, Citi

Brilliant. Thank you, Peter, and thanks everyone for taking the question, and for the presentation as well. Firstly, just wanted to ask about the rationale for the deal being of this size. It's relatively small, I guess, compared to what we've seen other CDMOs do to access the viral vector space. As you mentioned, it's a first step. You did have the balance sheet for a larger deal, so I was wondering kind of why you picked the scale of DiNAMIQS. Is it a question more of financial discipline and strategic fit with the option for further growth in the future? You know, you've got the clinical scale now, you're ramping that up into commercial scale, and you mentioned the potential for bolt-ons.

Is it perhaps due to the greater risks that are associated with gene therapy products and moving the modality from clinical scale more into the commercial space, which has been slower than initially expected. The second question, given you mentioned increased optimism in the guidance range, I'll ask on that as well, please. Just wondering if that optimism on the top-line outlook also flows through to the margin. Linked to that, if you could just provide some additional detail on really what the drivers are of that increased optimism in performance. Is it mostly Drug Substance, or is there some Drug Product outperformance in there too?

Wolfgang Wienand
Former CEO, Siegfried

Um-

Gary Stevenson
Financial Trader, Citi

A third brief question, which is just, you mentioned cell and gene development is more focused on smaller biotechs. Really just wanted to ask about your views on the current weakness we're seeing in biotech funding, whether this is a concern now or how manageable you think that is moving forward. Thank you.

Wolfgang Wienand
Former CEO, Siegfried

Yeah. Thank you very much, Gary. I think actually, maybe even Paul, for sure, three great questions. Let's maybe start with the first one. Start with a disclaimer. We will of course not comment at the strategy and the deals which competitors actually executed. We will rather talk about why we did what we did. I would think that from the difference in approach, which is a conscious difference, you might conclude what our preferences actually are. I mean, maybe starting with the shortest version. I mean, I personally would not exchange or trade this deal against any other deal made by any competitor in that space before. First statement. Second statement, it is exactly the kind of deal that we have been looking for to enter that space.

Now maybe the rationale for my statements, which is, it is a young space. It's a great space. It is really going to the core of certain diseases where the pharmaceutical industry would have issues to address them otherwise. Small molecules are great, they can do great stuff, but certain diseases, won't be addressable, through small molecules. In our conviction, that space is here to stay, and that's great news for human mankind, I believe. Second of all, it's still a very young space. It is young in terms of, technology supplied. It is young in terms of e-efficiency achieved, and it is young in terms of how to pay for that. Yeah?

We thought that creating a highly competent or acquiring or making accessible to us a highly competent nucleus, which in itself doesn't mean we would exhaust our funds in the very first step already. Having the scientific expertise to really provide solutions to the space and remain flexible in terms of what, in the end, in 5 or 10 years from now, maybe the winning technologies might be, is the right approach in that very space. It was not lack of alternatives. It was intentionally done like that. What do I mean when I, when I talk about, I mean, open questions in this space?

I mean, I'm actually not convinced that a $2 million cost for a healthcare treatment a year is sustainable in the sense of making those treatments available to an as large number of patients as possible worldwide. It little bit reminds me of the early phase of the monoclonal antibody market developments, right? Where it was extremely expensive as well. That is then the second logical step. That is an area where technology needs to provide solutions and will provide solutions. Solutions in the sense of which vector to use, and also solutions in the sense of reducing, by factors, by factors of 10-10s, so lock factors, reducing manufacturing costs. Otherwise the world will have a hard time to finance those therapies. Yeah?

Here, the CDMO technology science people like those at DiNAMIQS will have to provide solution to make it successful, with the solution not being quite clear yet. Which is why we thought, let's go to the core where the solutions need to come from, and we are convinced that DiNAMIQS can be such core. The money to be spent later on, as soon as we precisely know where the largest potential actually is. That money we have, because we didn't spend it upfront by paying CHF 1 billion or so, right? We will then, based on that flexible nucleus, step by step, build it out and create long-term opportunities for growth for Siegfried. That was the answer to the first question, and I hope that this makes sense to you, Gary, and to all of you.

The second question you might re-- That was about the guidance. Maybe Reto, you would like to take that over?

Reto Suter
CFO, Siegfried

Yeah, sure. No, no, of course. Very, very happy to do that. Gary, you know, just to be very clear, we did not change the guidance. You know, this is still the original guidance. However, in the wording expressed more confidence that, you know, our first half results will support us for the full year ending up at the upper end of the current guidance for revenue growth.

Wolfgang Wienand
Former CEO, Siegfried

For profitability as well.

Reto Suter
CFO, Siegfried

For profitability as well. I mean, you ask for the reason, of course, you know, exactly a third of the year has now passed. Four months are already in, and obviously that is as such, of course, de-risking.

Wolfgang Wienand
Former CEO, Siegfried

Third question. I mean, my answer was too long, Gary. I forgot your third-

Gary Stevenson
Financial Trader, Citi

Biotech funding

Wolfgang Wienand
Former CEO, Siegfried

Biotech funding, yes. I mean, you might ask the question, why have we been able to, first of all, identify the opportunity and execute this opportunity as, how I would call it, reasonable entry costs? Because it's not peak time anymore, right? Probably one or two years ago, a deal of that kind, at that valuation would never have been possible, yeah? Sometimes it's about timing as well. And of course, that relates to the reduction of Biotech funding. For us, in our view, that's a temporary thing, and we need time anyway to build out this nucleus. And we are sure that for attractive innovations in the biotech space, there will be money available. Also today, there is money available.

We have seen the customers of DiNAMIQS, and things are moving forward. As long as you're able to provide scientific technological solutions within a comprehensive, I mean, high value, high quality CDMO offering, there will not be a shortage of inflow of projects also at DiNAMIQS. Those attractive assets in the biotech industry will, according to our view, always get funding. Now I think, I hope that we checked all boxes of your questions, Gary.

Gary Stevenson
Financial Trader, Citi

Yes. Thank you. That's very clear. Just given you mentioned the confidence also in profitability on the guidance, I know that the current guidance is more of a floor rather than a range. Perhaps you could just help us framing that comment, maybe with reference to 20% as the bottom of that range and the 22.2% margin that you posted for FY 2022. If you can just give any directional comments there, that would be helpful. Thank you.

Reto Suter
CFO, Siegfried

No, again, same guidance, but more optimistic, so towards the upper end of that.

Wolfgang Wienand
Former CEO, Siegfried

Yeah. We wanna leave it there.

Reto Suter
CFO, Siegfried

Yeah.

Gary Stevenson
Financial Trader, Citi

Thank you. Very clear. Thank you.

Peter Stierli
Head of Communication, Siegfried

Great. The next question is from Charles Weston. Charles, please go ahead with your question. You can unmute yourself now.

Daniel Jelovcan
Senior Healthcare Analyst, Zürcher Kantonalbank

Thank you. Can you hear me?

Peter Stierli
Head of Communication, Siegfried

Yes.

Wolfgang Wienand
Former CEO, Siegfried

Hi, Charles.

Reto Suter
CFO, Siegfried

Hi, Charles.

Charles Weston
Senior Healthcare Analyst, RBC

Oh, great. Hello. Hi. Thank you. Yeah, reiterate the thanks for the presentation. I've three questions as well, please. First of all, could you just touch on some of the characteristics of the existing business that you've acquired, specifically around staff numbers, asset value, forward order book, and perhaps also just in terms of the capacity and capabilities when you acquired the Novartis site, you said that there would be a few years before you could market that as a customer-facing CDMO? Can you start marketing DiNAMIQS capabilities from the get-go? I'll sort of leave it there for that one.

Wolfgang Wienand
Former CEO, Siegfried

Yeah. Yes. DiNAMIQS has ongoing CDMO businesses. It is currently somewhat restricted by the asset base that they have or rather that they don't have. In terms of preclinical, early clinical phase developments, they are able to sell that services already. However, the lack of being able to also offer later on GMP services and commercial quantities potentially, of course, limits their capabilities to actually create even stronger inflow. What they did so far is a good starting point for us because they have been able to establish customer relationships with both sets of customers, small biotech startups and, but even also based on their strong expertise, even with large pharma.

Our assumption, our conviction actually is that we at Siegfried can really complement and add exactly what is missing, which is GMP capabilities, which is funding, which is necessary to build the commercial capacities, and we can even strengthen the access or, I mean, open doors for that services at all pharmaceutical customers. So far, that is what we try to express also in the press release, is in terms of the Siegfried group, overall financial impact short-term is small, limited. A lower single-digit CHF million revenues top line, and essentially negligible impact on our profits. That will change mid to long term.

Let's say looking at the nucleus itself, which is for us, again, only a first step, but looking at the nucleus itself and assuming that the build out has been executed and we will execute it with starting up the facility and making it operational in 2025, the revenue potential of that operation then is high double-digit million CHF, and in our expectation, clearly accretive in terms of Core EBITDA margin.

Charles Weston
Senior Healthcare Analyst, RBC

Yeah. Sorry, can you share the staff number that you

Wolfgang Wienand
Former CEO, Siegfried

Absolutely

Charles Weston
Senior Healthcare Analyst, RBC

that came with the business?

Wolfgang Wienand
Former CEO, Siegfried

It's a low double-digit number of experts. I mean, the vast majority today really scienceAnd PhDs. Later on, that will shift, of course, still to strong experts. You don't have to be a PhD to be an expert, but will then be about also people running the operations.

Charles Weston
Senior Healthcare Analyst, RBC

Okay. Thank you. Just a small one for the second, please. Was it a competitive bid situation, or was it an existing relationship that you had?

Wolfgang Wienand
Former CEO, Siegfried

Yeah, I would, I guess my answer would be, it probably was kind of a typical Siegfried deal. I mean, our deals essentially have always been competitive, but for different reasons in the different occasions, we have always been able, in those processes where we have been successful, to somehow create a competitive advantage for us, which typically we try not to make overpay, right? For different reasons. Here I would say it is probably a strong relation that we have been able to build on a personal level to the seller.

It was also about us being incredibly able to tell and convince the seller that we will build something strong, something great, because the seller, owner of let's say DINAQOR, essentially, they rely and will rely, have to rely on the capabilities of DiNAMIQS to actually make their business thrive. That was important. They didn't want to sell just for the highest price, but to the right partner with whom they believed, and they believe rightfully so, we'll be able to work over years. I think the third part really is relating to the deal structure. We have been ready to offer this option, in a way, to the seller, which means, based on the attractive valuation that we have been able to negotiate, which is fair, but still attractive. Reasonable entry costs, I called it.

You still have 5%, which means if we are successful, we will be, at least 5%, are kind of an earn-out, for the selling party. I think that was probably also an attractive part in our offer, which in the end helped to, let us execute that deal yesterday.

Charles Weston
Senior Healthcare Analyst, RBC

Thank you. Just lastly, please, are there any specific technological differentiation that they offer? It seems like companies sort of advertise great titers, full capsid ratios.

Wolfgang Wienand
Former CEO, Siegfried

Yeah.

Charles Weston
Senior Healthcare Analyst, RBC

-things like that. Is there anything particularly stand out, differentiated, within DiNAMIQS at the moment there?

Wolfgang Wienand
Former CEO, Siegfried

Yeah, I would probably, I mean, these are obviously the right KPIs or operational KPI or scientific KPIs that you mentioned. I would probably add downstream yield as another important factor. It is about both yield of active ingredient. It actually started with cassette optimization at the very early stage, what kind of plasmid they should design and use. That team, I mean, let that shine up a little bit. I mean, that team, these five guys in this case, I mean, have been able to credibly show to us that they are strong on any of these areas. The track record that they have been able to show to us in terms of yield improvement was not in %.

I mean, you can measure anything in %, but that you had to measure in logs, and they have been able to actually push that forward, and they will continue to do so. It is a yield game of active ingredients because that's the only way to drive down costs. And we are convinced that these people have been able to build a pretty strong set of capabilities to provide that.

Charles Weston
Senior Healthcare Analyst, RBC

Okay. Thanks for taking my questions.

Peter Stierli
Head of Communication, Siegfried

We have one more question. One last question from Daniel Jelovcan. Good morning, Daniel.

Daniel Jelovcan
Senior Healthcare Analyst, Zürcher Kantonalbank

Good morning. Do you hear me?

Wolfgang Wienand
Former CEO, Siegfried

Yeah.

Charles Weston
Senior Healthcare Analyst, RBC

Yes. Hi, Daniel.

Daniel Jelovcan
Senior Healthcare Analyst, Zürcher Kantonalbank

Great. Hello. Congrats on the deal. Quite a good entrance in this attractive market. To play the devil's advocate, I mean, all big pharma companies are now in cell and genes, more or less. One big of them based in Basel recently said that they have quite a lot of capacity for cell and gene, and they actually offer CMO service to other even competitors because there's so much capacity.

Wolfgang Wienand
Former CEO, Siegfried

Yeah.

Daniel Jelovcan
Senior Healthcare Analyst, Zürcher Kantonalbank

-which is a bit a contrarian view because you read mostly that there is very scarce capacity.

Wolfgang Wienand
Former CEO, Siegfried

Yeah.

Daniel Jelovcan
Senior Healthcare Analyst, Zürcher Kantonalbank

If you can answer maybe that first question. I take one by one, if that's okay.

Wolfgang Wienand
Former CEO, Siegfried

Yeah. Thank you, Daniel, thanks for the congratulations. Of course, we take the devil's advocate question as well. I mean first of all, I mean, we can confirm what you just said. I mean, the notion in the industry is that in terms of steel reactor capacity, the notion is that there is right now, or might be right now, overcapacity, which is the very reason why we didn't acquire an asset with 10 500 liter reactors, right? We acquired what is not in overcapacity, which is scientific technological expertise to actually solve the current challenges in that industry, which is about efficiency of the processes.

You might remember that in the early stages of the monoclonal antibody industry, 10 years ago, the companies operated 20,000, 30,000, 50,000 liter reactors for the very reason of low efficiency, low yield. This has come down also by logs. Now you can use single-use reactors of 1,000 liter or 5,000 liter with the same output. We didn't want to spend our funds into, I mean, if we would compare it, into 10,000 liter reactors, but we wanted to spend our funds into what really will make the difference, which is the scientific and technological know-how to come up with high yield processes. We wanted to have the opportunity to build only that capacity which is actually needed.

500 liter, 250 liter, below 50 liters, that's what they have, we clearly need. Yeah? Then over time, we will see how the balance will be in process yield, and resulting from that, plus market demand, how that translates into reactor capacity requirements. Then we will invest what is needed, and we will not invest into over capacity. That is actually one of the beauties of that approach, which is why independent from DiNAMIQS, we always wanted to do it exactly like that.

Daniel Jelovcan
Senior Healthcare Analyst, Zürcher Kantonalbank

Excellent. That's good to hear. The second question is, I mean, if you look at your competitors, let's say the one, also in Switzerland, I mean, they just came out of break even at the EBIT level a few quarters ago.

Wolfgang Wienand
Former CEO, Siegfried

Yeah.

Daniel Jelovcan
Senior Healthcare Analyst, Zürcher Kantonalbank

With quite decent sales already.

Wolfgang Wienand
Former CEO, Siegfried

Yeah.

Daniel Jelovcan
Senior Healthcare Analyst, Zürcher Kantonalbank

If you look at another front competitor in the U.K., in Oxford...

Wolfgang Wienand
Former CEO, Siegfried

Yeah.

Daniel Jelovcan
Senior Healthcare Analyst, Zürcher Kantonalbank

They are still loss-making.

Wolfgang Wienand
Former CEO, Siegfried

Yeah.

Daniel Jelovcan
Senior Healthcare Analyst, Zürcher Kantonalbank

Will it be logically must be dilutive, also a few years for the group level, right? Or do I miss something?

Wolfgang Wienand
Former CEO, Siegfried

Yeah. I mean, according to our business case, not. That's, that's clear. The business case, and that is also true, Daniel, is not carried by the first three, four years, right? During that time, which we probably would still call in a certain way an induction period and an investment period, not necessarily only in the monetary sense, but in the sense of really building out the nucleus to make it a strong platform so that we can then actually as a leading, scientifically leading player, benefit from this leading demand, of which we are essentially sure that it will be there.

I mean, this is how we look at that investment case. We kind of translated that view into that of revenue impact being insignificant, single-digit at most in the short term, and also the impact on the whole group view, the impact on our profits being that negligible in this first short-term period. Then according to our view, that will change. If you, I mean, believe in that comparison, as it did for the strong players in the monoclonal antibody space, 10 or so years ago.

Daniel Jelovcan
Senior Healthcare Analyst, Zürcher Kantonalbank

Mm-hmm. Okay, great. In terms of technology, today, the most are, you know, adherent cell approaches. Do you also go to suspension cell manufacturing or how is the strategy there?

Wolfgang Wienand
Former CEO, Siegfried

I mean, let's say the scientific expertise is there, and it was important for us. Or let me maybe start differently. I mean, I personally believe that it would be a mistake to write a business case today, which also in 10 years from now assumes that it's just gonna be AAV what Siegfried DiNAMIQS would be doing either in Schlieren or somewhere else. This technological openness and flexibility and ability to adapt because they are working on that was important for us because technologically we believe that we need this optionality because this game is not yet over.

Daniel Jelovcan
Senior Healthcare Analyst, Zürcher Kantonalbank

Okay. Thanks very much.

Wolfgang Wienand
Former CEO, Siegfried

Thank you, Daniel.

Peter Stierli
Head of Communication, Siegfried

Great. There is no question. With that, I would like to thank you for having taken the time participate in this call. As always, if you have more question, please feel free to contact us directly anytime. With that, we are closing the call, and I wish you a wonderful weekend.

Wolfgang Wienand
Former CEO, Siegfried

Thank you very much.

Daniel Jelovcan
Senior Healthcare Analyst, Zürcher Kantonalbank

Thank you.

Wolfgang Wienand
Former CEO, Siegfried

Bye.

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