INVESTOR PRESENTATION

NOVACAP

April 11, 2016

1 Novacap

COMPANY OVERVIEW

STRATEGY

KEY FINANCIALS

TRANSACTION SUMMARY

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14

11

3

COMPANY OVERVIEW

1

Novacap3

Novacap at a glance

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▲ Focused on 5 key end-markets including Pharma. & Healthcare (e.g. Aspirin,

Paracetamol, Ketamine), Cosmetics & Flavours & Fragrances (e.g. Salicylic

Acid), Food & Feed (e.g. Sodium Bicarbonate), Environment (Ferric Chloride)

and Home Care (Sodium Bicarbonate)

▲ Structured across 3 divisions (Pharma. & Cosmetics, Performance Chemicals and Mineral Specialties)

▲ A solid European platform with attractive catchment areas complemented by

well-established Asian industrial and commercial presence and increasing US

footprint

▲ Novacap benefits from more than 750 customers across more than 80 countries

Novacap is a leading global pharmaceutical and essential chemicals company

Novacap

Net Revenues EUR 634m

Contribution EUR 223m

EBITDA EUR 91.5m

Breakdown of contribution

by end-market (2015A)

Breakdown of EBITDA by

business division (2015A)Key figures1 (2015A)

Pharma. &

Cosmetics

47%

Performance

Chemicals

17%

Mineral

Specialties

36%

Pharma &

Health

37%

Food & Feed

13%Cosmet. & F&F

8%

Home Care

7%

Environment

2%

Chemical int

15%

Automotive

9%

Construction

7%

1 Figures are proforma, they include retroactively YangZi,

Puyuan and Uetikon acquired on 1st July 2013, 1st March

2015 and 15th June 2015 respectively

Investment rationale

▲ Diversified portfolio

― Breadth of the product portfolio

― Variety of end-markets for each product

― A growing exposure to the more resilient end-markets (pharma., cosmetics, home care)

▲ Strong barriers to entry

― Regulated markets requiring extensive know-how for Pharma. & Cosmetics

― Markets with local catchments areas for Mineral Specialities and Performance Chemicals

▲ A leadership position in all of its markets

― Global leader in aspirin and salicylic acid

― No.2 in Europe in paracetamol and sodium bicarbonate

▲ International player

― 14 Production sites in Europe and Asia and an international commercial network

― More than 750 customers across more than 80 countries

▲ Strong potential for future growth

― Through development of new applications for existing products and downstream integration

― Through innovations notably thanks to valuable foundations and expertise from inorganic chemistry to

organic synthesis

― Large number of bolt-on potential and transformational acquisitions in pharmaceutical and cosmetics

sectors

▲ A very strong and entrepreneurial management team with a successful track record and recognized for its ability to transform the group

― From €45.6m EBITDA in 2010 (9.7% of net revenues) to €91.5m PF EBITDA in 2015 (14.4% of net revenues)

5 Novacap

Key

products

Functiona-

lity

Final

product

Calcium Chloride

Food ingredient

Hydrochloric Acid

Starches and gelatines

Salicylic Acid

Moisturizer

Methyl Salicylate

Flavouring agent

Salicylic Acid

Anti-inflammatory

Isopropanol Solvent

Octyl Salicylate

UV filter

Key

products

Functiona-

lity

Final

product

ParacetamolAspirin

Analgesics

Ketamine Anesthesics

Sodium Bicarbonate

Dialysis

Sodium Bicarbonate

Whitening agent

Methyl Salicylate

Antiseptic

Isopropanol Disinfection

Sodium Bicarbonate

Leavening agent

Novacap produces and distributes essential chemicals used in everyday products

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Pharma &

Healthcare

Food &

Feed

Cosmetics,

Flavours &

Fragrances

Food &

FeedHome care

Environment

Automotive

Key

products

Functiona-

lity

Final

product

Soda Ash Water softener

Sodium Silicate

Emulsifier

Sodium Bicarbonate

Flue gas treatment

Ferric Chloride,

ChlorhydricAcid

Watertreatment

PhenolPolycarbo-

nate

Sodium Carbonate

Flat glass

Sodium Silicate

Additive for green tires

Novacap

End-

markets

End-

markets

End-

markets

A leadership position in all of its markets

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Source: Company Information

Notes: 1 Based on annual production capacity except for Paracetamol. 2 Paracetamol is a global market , however, on a global basis, this includes lower regulated producers which Novacap does not compete with given it operates in the highly regulated markets.

Division Product Market Position1 Geography

Pharmaceutical

& Cosmetics

Salicylic Acid #1 Global

Para-aminophenol #2Global

Aspirin #1Global

Proprietary #1Global

Paracetamol #2 Europe2

Mineral

Specialties

Soda Ash #3 Western Europe

Sodium Bicarbonate #2 Europe

Performance

Chemicals

Phenol #1 / #4 France / Europe

Isopropanol #3 Europe

Novacap

Global geographical footprint

81 operated by Solvay

Source: Company Information

2015A PF Net Revenue by Geography

Brazil• Paulinia1

Thailand• Bangpoo

China• Wuxi• Taixing• Zhenjiang

France

Commercial Offices

France, Germany, Italy, USA, Hong Kong, Japan, Spain

Production Sites:

Pharmaceutical & Cosmetics

Mineral Specialties

Performance Chemicals

Novacap

YangZi

Uetikon

• Nancy (La Madeleine)• Pagny-sur-Meuse• Roussillon• Grand-Serre

• Pont-de-Claix• Saint-Fons• Nogent-l’Artaud

La MadeleineRoussillon

Germany• Lahr

14 facilities worldwide, c. 1,600 employees and a global commercial network

Americas

7%

Asia

15%Africa and Pacific

2%

Rest of Europe

51%

France

25%

A skilled and entrepreneurial management team

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Note: 1 Include General Secretary, HR, IT/IS, Purchasing, Internal Audit and Risk Management, Insurance.

▲ Seasoned Management team with significant industry experience

▲ Enlarged Executive Committee sharing common vision for the Group

▲ Significant reinforcement of top management

▲ Set up of an Asian structure to monitor past and future developments

Novacap

Laurent Castor

VP Perf. Chemicals

Division

Pierre Luzeau

CEO

&VP Pharma.

& Cosmetics Division

Marc de RoquefeuilVP Business

Services Division1

Thierry Dervieux

CFO

Jean-Louis Martin

Industrial Director

Vincent Milhau

Strategy & Dev. Director

Raymond Sinnah

VP Mineral Specialties

Division

Vanessa Michoud

Legal and Compliance

Director

Marie-AlexPremier

VP Financial & Strategic

Planning

Alexandra Nowak

HR Director

JenniferLau

VP Zone Asia Pacific

Guy Delorme

Company Secretary

STRATEGY

2

10 Novacap

Accelerate the strategy in place to drive Novacap’s success going forward

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1 “CMO” is defined as Custom Manufacturing Organization (or Custom Synthesis), provides pharma labs with technical expertise and production capabilities to manufacture custom products

Source: Company information

• Uetikon, CMO1 and small scale specialty API (Pharma. & Cosmetics)

• Acquisition of Puyuan, cost competitive SA/MS capacity

Launch of Homosalate (Pharma. & Cosmetics)

• Acquisition of Woellner France, sodium silicate (Mineral Specialties)

• Acquisition of YangZi, PAP upstream integration for APAP Paracetamol (Pharma. & Cosmetics)

Capacity expansion on Alpha Methyl Styrene (Performance Chemicals)

• Acquisition of Nocacyl, leading analgesic producer (Pharma. & Cosmetics)

New ferric chloride production unit (Performance Chemicals)

Debottlenecking and yield of IPA (Performance Chemicals)

Start-up of the 3rd sodium bicarbonate unit (Mineral Specialties)

2015

2014

2013

2012

2011

▲ Achieve significant EBITDA growth through organic innovations, acquisitions and strong partnerships

▲ Drive innovation through established platform to fuel downstream developments

▲ Increase sale footprint outside Europe (US, Emerging markets)

▲ Increase contribution in 5 key end-markets, characterized for their strong resilience to growth prospects

▲ Preserve lean organizational structure with prompt decision making and entrepreneurial spirit

Novacap

Organic growth • External growth

A unique set of co-investors

12 Novacap

&

the management

Eurazeo will bring its experience and its international network to the company

Mérieux Développement will contribute its expertise in the pharma industry

Mérieux Développement is an evergreen fund specialized in the healthcare and

nutrition sectors, conducting private equity and venture capital transactions

Ardian will remain a minority shareholder and the management will be

reinvesting into the company therefore reaffirming their confidence in the

development of Novacap

KEY FINANCIALS

3

13 Novacap

80,1

85,4

91,5

2013A 2014A 2015A

Historical financial development

14 Novacap

Proforma1 EBITDA evolution (€m)

10,9% 11,8% 14,4%% net

revenues

▲ Strong EBITDA margin growth mainly driven by:

▲ Significant growth of Pharmaceutical & Cosmetics deriving from favourable market conditions (higher selling prices

coupled with a drop in raw materials cost), higher volumes, and improved product and customer mix

▲ Growth in Mineral Specialties due to higher proportion of more profitable products (sodium bicarbonate and sodium

silicate) and operational improvements

+6,6%

+7.1%

Note: 1 Figures are proforma, they include retroactively YangZi, Puyuan and Uetikon acquired on 1st July 2013, 1st March 2015 and 15th June 2015 respectively

TRANSACTION SUMMARY

4

15 Novacap

Transaction summary

16 Novacap

ValuationEUR 654m enterprise value (7.1x 2015A EBITDA) + an additional earn-out of up

to 30m€ to be paid in 2018 based on financial performance

Amount to be invested

by Eurazeoc. EUR 160m

Shareholding

post transaction

Eurazeo 67%

Ardian 18%

Mérieux Développement 9%

Management 6%

Financing Estimated leverage at closing of c. 4.6x 2015A EBITDA

Closing Expected around June 2016

Conclusion

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Market leader

with high recognition

Growth in

resilient marketArdian

Mérieux Développement

expertise

Eurazeo

networkExpansion in

new geographies

Novacap

Strong

management team

reinvestment