BMO Capital Markets, 2016 Farm to Market Conference

CONFIDENTIAL AND PROPRIETARY

Any use of this material without OCP’s specific permission is strictly prohibited

0

BMO Capital Markets, 2016 Farm to Market Conference

May 19th 2016

OCP

Safe Harbor Statement

This presentation has been prepared by OCP S.A. (“OCP”) strictly for discussion purposes, and contains certain statements that are, or may be

deemed to be, “forward-looking statements” within the meaning of the safe harbor provisions set forth in the U.S. Private Securities Litigation

Reform Act of 1995. Such statements include, but are not limited to, liabilities, strategic, industrial, commercial plans and expected future financial

and operating results such as revenue growth and earnings. They are based on the current beliefs, expectations and assumptions of OCP’s

management as of the date on which they are made in connection with past and/or future financial results, and are subject to significant

uncertainties and risks, which OCP shall not be held liable for. These risks and uncertainties include, but are not limited to, risks and uncertainties

arising from the future success of current and strategic plans and future financial and operating results and reserves; changes in such plans and

results; any difficulty that OCP may experience with the realization of benefits and anticipated levels of capital expenditures for the year of 2016 and

beyond; the current and future volatility in the credit markets and future market conditions; OCP’s strategy in connection with customer retention,

growth, product development and market position; industry trends; volatility in commodity prices; changes in foreign currency, interest and

exchange rates; international trade risks; changes in government policy and developments in judicial or administrative proceedings in jurisdictions

which OCP is subject to; changes in environmental and other governmental regulation, including regulatory investigations and proceedings; any

natural events such as severe weather, fires, floods and earthquakes or man-made or other disruptions of OCP’s operating systems, structures or

equipment; the effectiveness of OCP’s processes for managing its strategic priorities; and OCP’s belief that it has sufficient cash and liquidity and/or

available debt capacity to fund future financial operations and strategic business investments. Actual results may differ from those set forth in the

forward-looking statements contained in this presentation, and OCP undertakes no obligation to publicly update any of its forward-looking

statements, whether written or oral, that may be made from time to time, whether as a result of new information, future developments or otherwise.

This presentation includes financial information which, for ease of presentation, has been translated into U.S. Dollars, and these translated

figures have not been audited. For the purpose of such translated figures, OCP used the following exchange rate table, which sets forth the year

average and year-end USD/MAD exchange rates for the following periods:

USD/MAD

déc-15 déc-14

Period End 9.9008 9.0419

Average 9.7627 8.4072

1

OCP: Global Leadership

#1 Producer of Phosphate in all its forms

Large and Quality Reserve Base

Low Cost Position in Phosphate Rock and

Phosphate-based Fertilizers

Distinctive Integrated Model Enabling Flexible

Production Management Across the

Phosphate Value Chain

Diversified Regional Exposure and Balanced

International Footprint

Experience Gained in Over 90+ Years of

Phosphate Production

Strong Industry Fundamentals

Global

Producer

Global Trade

Market Share

Phosphate Rock #1 29%

Phosphoric Acid #1 54%

Phosphate-based Fertilizers #2 16%

OCP by Numbers

Leadership Positions

2

In US$bn 2014 2015

Phosphate Rock revenues 1.2 1.3

Phosphoric Acid revenues 1.0 1.2

Phosphate-based Fertilizers revenues 2.2 2.0

Other 0.5 0.4

Group revenues 4.9 4.9

EBITDA 1.4 1.8

EBITDA Margin % 28% 37%

Source: Company information, IFA, USGS

Expertise from a near century of phosphate production

Start of mining

operations in

Khouribga

Launch of the Jorf

Lasfar chemical

platform

19201921

1932

1965

1976

1980

1984

2010

2011Acquisition of

Phosboucraa

2013

Launch of

Youssoufia site

Launch of

Benguerir site

Launch of capital

expenditure

program

Opening of rep.

offices in Brazil and

Argentina

2008

2014

JV with Jacobs

Engineering

JV with DuPont

de Nemours

Creation of OCP as a Moroccan State

office

Launch of the Safi

chemical platform

2015

3

Source: OCP

Creation

of OCP AfricaLaunch of

Slurry Pipeline

Credit ratings /

Inaugural bond

issuance

Heringer : 10%

stake

acquisition

Exclusive access to largest phosphate reserves globally

4

Global Phosphate Rock Reserve Estimates (bn tons)

___________________________Source: USGS, January 2016

Exclusive access approximately 75% of currently known global phosphate reserves

50bn tons of

economically

exploitable phosphate

reserves are:

Equivalent to

several hundred

years of global

consumption at

current demand

levels

Estimates by USGS

United States

1.1

Peru

0.8 Brazil

0.3

Algeria

2.2

South Africa

1.5

KSA

0.2

Jordan

1.3 Egypt

1,2

Israel

0.1

Syria

1.8Iraq

0.4

Russia

1.3

China

3.7

Australia

1,0

Global

Reserves

69

Morocco

50

5

Morocco (Khouribga)

Phosphate Rock Export Cash Costs1

Cash cost – Site CostUS$ per metric tonnes

Price band of past 3 years

Source: CRU 20151 Including only exporting producers & Excluding Chinese producers

Low cost position supports profitability throughout

cycles: Phosphate Rock

6

Fertilizer Production Cash Costs (DAP)

Cash cost – Site CostUS$ per metric tonnes of products

Source: CRU 2015

Price band of past 3 years

OCP - Jorf Lasfar

Low cost position supports profitability throughout

cycles: Fertilizers

Segment Mining Chemicals

Value Chain Integration

2014 Global Trade

Volumes Market Share

Rock

29%

Phosphoric Acid1 Fertilizers

54% 16%

7

Source: IFA, Company information and publicly available data of peers

Strategic presence across entire phosphate value chain

8

Diversified portfolio and geographic exposure

Revenue by Product1

Phosphate Rock29,4%

Phosphoric Acid

26,1%

Phosphate-based

Fertilizers44,5%

___________________________Source: Company information.Note: 2015 average MAD / USD exchange rate: 9.76271. Based on 2015 revenue, excludes contribution from Other segment, which comprises resale of sulfur and other ancillary products.2. Which represents 32.8% for export sales

Export sales by Geography

Sales by Customer in 2014

Rock

49 customers

31 countries

47 customers

21 countries

126 customers

54 countries

Acid Fertilizers

2015 Total Revenue US$ 4,891 m

Asia & Oceania27,2%

South America15,6%

Europe32,7%

North America13,4%

Africa11,2%

9%

5%

5%

5%

3%

3%

3%

3%

2%2%

Others~60%

Top 10

clients ~33%2

TEXT

Phosphate Market: Opportunities & Challenges

Industry underpinned by sustainable long-term trends

10

___________________________Source: FAO, IFA.

Available Arable Land per Capita is Declining

0,23

0,210,20

0,190,18

0,0

0,1

0,2

0,3

2010 2020E 2030E 2040E 2050E

0

2 000

4 000

6 000

8 000

10 000

Mt

World crop

production in

2050

7,505

Expansion of

arable land

Crop rotationWorld crop

production in

2005-2007

Increase in

yields (fertilizers,

mechanization,

GMOs, irrigation,

etc.)

+77%

+14%+9%

Agricultural Production Expected to Rise

Through Yield Growth

Grain production evolution by 2050 (Mt)

80% increase in global crop production required within next 40 years

Agricultural yield improvement through the use of fertilizers is the major

driver to address the imbalance between food demand and supply

Africa is expected to be the new frontier for agriculture, and a big

consumer of fertilizer in the future

Demand growth for Phosphate Fertilizers by 2028:

+10.5 Mt P2O5 (IFA/Argus FMB)

OCP additional capacity expansion up to 2025: 6.8 Mt P2O5

4,094

P2O5 Demand should increase ~4 MT in 2019 and ~11

Mt in 2029M

ed

ium

Te

rm

2014

-20

19

Lo

ng

Te

rm

2014 -

2029

Processed phosphate demand evolution

(Mt P2O5)

OCP share in demand evolution

(Mt P2O5)

42,9

30

35

40

45

50

55 54.1

+11.2

1.6%

20292014

2,6

1,4

1,5

3,5

2,2

5,6

4,9

Other

Europe

Africa

Delta 14-29

11.2

OCP

Known add.

capacityIndia

Latin America

10.5

India

42,9

30

35

40

45

50

2014

+4.1

1.8%

2019

Conservative

scenario

2019

Argus

48.9

2.5%

47.0

1,6

0,6

1,8

3,4

OCP

Known add.

capacity

Additional Capacity by

2019

5.2

India

Other

Delta 14-19

4.1

1.1

0.4

Latin America

Africa

Europe0.4

Source: Argus fertilizer outlook 2029, IFA, include all processed phosphate.

11

OCP add. Capacity by

2029

Specific factors to drive recovery in Indian demand

Growing demand for food led by increasing population

size and rising purchasing power

Continuous government support to Indian Farmers and

promotion of balanced fertilization should be supportive

for P&K consumption

Acid has a structural presence in India due

to existing production capacity

It will remain critical for India as a

negotiation tool vs. key DAP suppliers

(China and Maaden)

Product flexibility enables OCP to remain a

key supplier in India

OCP has secured a strong position in acid

thanks to its partnerships

OCP can avoid price competition in DAP

through acid (less competition)

Acid contributes to OCP’s leadership in

India

Indian growth to recover quickly after subsidy reforms …OCP has built a strong position thanks to its product flexibility

0,00

1,00

2,00

3,00

4,00

5,00

6,00

7,00

8,00

9,00

Evolution of Indian P2O5 demand

(MT P2O5)

+6%py

+5%py

OCP1,0

JIFCO0,3

ICS0,2

PCS0,2

TIFERT0,1

Others0,2

India’s P2O5 imports

(2015, MT P2O5)

India’s acid imports

(2015, MT P2O5)

7.3

1.9

Rock

34%

DAP

40%

Acid

26%

Conclusion

Source: DoF, CRU, OCP India office

12

INDIA: OCP poised to capture recovering demand

16 days

9-12 days

Geographical situation

Diversified product portfolio

Local presence along with

distribution and logistics

partnership

4

5

6

7

8

Latin America Phosphates Fertilizers consumption

(in MT P2O5)

Steady increase in demand following 2015

slowdown in Brazil. Expectations for better

farmer economics to support strong

consumption fundamentals

2013

2.3

2012

2.0

2011 2015

1.1

2014

1.7

1.4

OCP fertilizers’ sales in Latin America (in MT)

Reduced OCP exports

reflect prevailing market

conditions and

geographical arbitrage

opportunities.

13

LatAm agriculture needs more phosphate-based fertilizer

products…And OCP is well positioned to meet Latin American needs

Source: IFA, CRU, OCP

Latin America: Major growth market proximate to OCP

711 826627

413

175 243329

309

0%

10%

20%

30%

40%

50%

60%

70%

80%

90%

100%

2012 2013 2014 2015

Rock Fertilizers

Evolution of P2O5 consumption in North America OCP is well positioned to supply the US market

Corn, soybeans and wheat are the major crops produced in the

US

US P2O5 consumption is expected to increase by 1% by 2020

Consumption is becoming increasingly reliant on imports, to

compensate for the decrease in US production (along with lower

US exports)

Specific factors will drive US demand and imports

Since 2012, OCP has doubled its fertilizer exports as it transitions

from phos. rock to fertilizer shipments

OCP enjoys access to the US market within 13 days at a highly

competitive freight (vs. Russia in 20 days, and China in 33

days)

OCP is the major exporter with a 35% MS in imports

Export volumes are locked in through contracts with

distributors/producers (PCS, Agrium, Innophos, Koch..)

Supply of various fertilizer products such as specialty fertilizers

and feed phosphates

OCP has competitive advantages to reach the market

OCP sales to NA

(kT P2O5)

0500

1 0001 5002 0002 5003 0003 5004 0004 500

US P2O5 consumption evolution

Local Production Imports

CAGR 0.8% CAGR 1.0%CAGR -0.5%kT P2O5

Consumption

Source: CRU, USDA, OCP Analysis1 Fertilizers include DAP, MAP, TSP and NP-S. Production is based on available data from CRU i.e. DAP, MAP and TSP

14

USA: Well positioned to serve North America

Europe presents growth opportunitiesOCP maintains a sustainable and competitive

position in Europe thanks to its assets

4 820

3 335

5 070

5 318

3 000

3 500

4 000

4 500

5 000

5 500

2000 2002 2004 2006 2008 2010 2012 2014 2016 2018 2020

Phosphate Fertilizer Consumption (kt P2O5) Europe is an attractive market

Europe relies heavily on P2O5 imports (excl.

Russia & Finland)

Europe imports all categories of phosphate

products (rock, acid & fertilizers)

Europe is a fragmented region which provides

higher netbacks compared to RoW

OCP benefits from competitive advantages:

Flexibility & competitive time-to-market

(small-sized parcel deliveries requirements)

Competitive freight & no import duty (unlike

Russia, US, China & Saudi Arabia)

Ability to comply with high quality fertilizer

requirements in Europe (AFCOME,

REACH,…)

Europe accounted for 27% of OCP 2015’s

turnover

Partnership with Prayon: a global leader in

technical Phosphate & specialities

OCP is tied-up with key regional players

(Fertiberia, Borealis…)

OCP30%

Other70%

OCP market share

Rock47%

Acid20%

Fert.33%

P2O5 imports (Mt)

4.6

Source: CRU outlook 2016

15

EUROPE: A high yield region for OCP

…For which OCP is uniquely positioned

298

647

994

2013 2014 2015

> x3

Fertilizer exports to Sub-Saharan Africa

(kt product)

Africa is poised for the next green revolution…

2,32,2

2,12,0

1,91,81,8

0,0

0,5

1,0

1,5

2,0

2,5

20162015 202020182017 20192014

+4%

Conservative consumption forecasts (CRU)

(kt P2O5)

This is a conservative estimate and OCP believes the real potential is much higher. Indeed Africa applies1 ~6 kg

P2O5/Ha, 6 times lower than RoW (33 Kg P2O5/Ha) AND holds almost 60% of world’s uncultivated arable land2

Source: CRU, OCP1 IFA consumption & FAO arable lands2 Mckinsey 2010 report « What’s driving Africa’s growth »

16

AFRICA: First mover advantage across the continent

2011 2012 2013 2014 2015

Feeds NP-S NPK Micronutrients Water Soluble Fertilizers

New product development allows OCP to:

• Diversify its product portfolio

• Improve profitability

• Penetrate new markets

0

140

393

796

Take-off

Diversification ~ x9

Share in FOB Fert.

revenue 0% 2% 5%13%

# New products9

1321

0

24%

28

1,193

NP-S

NP 20-20-0

NPS 13-45-5S

NPS 19-38-7S

standard

NPS 19-38-7S Amine

NPS 12-46-7S

NPS 12-48-5S

NPK

NPK 16-11-20

NPK 17-16-12

NPK 10-20-10-6S

NPK 12-24-12

NPK 14-24-12

NPK 15-15-15

NPK 10-14-16

Micronutriments

NPK 10-10-10-6S-0.1B-

0.5Zn

NPK 14-18-18-6S-1B

NPK 14-23-14-5S-1B

NPK 15-15-15-6S-1B

NPK 15-15-15-10S

NPK 16-9-24-2MgO

NPS 12-40-7S 0.5Zn TAP

NPS 12-46-1Zn

NPS 13-45-5S 1Zn

NPS 13-45-5S 1Zn TAP

NPS 19-38_7S 0,1Zn

MAP 11-51-1Zn

Feeds

DCP

MDCP

Engrais solubles

MAP 11-62

28 new formulas in 5 yearsOCP sales of new finished products (Kt product)

Source: OCP

17

Specialty products underpin OCP’s resilience

Text

OCP’s Unique Strategy

19

CAPACITY LEADERSHIP COST LEADERSHIP

1

INDUSTRIAL & COMMERCIAL FLEXIBILITY

2

3

Strategy based on three distinct pillars

Tripling Fertilizer CapacityMeaningful Cost Reduction

Investment program overview

Mine Ports / Logistics

Doubling Mining Capacity

3 new mines: additional capacity of ~26 MT of rock

4 new beneficiation plants, 3 in Khouribga, and one at Gantour total

capacity of ~57 MT of rock

Slurry pipelines:

• Khouribga – Jorf Lasfar (operational)

• Gantour – Safi (upcoming)

Efficient logistical integration from mining to downstream

Development of world class integrated chemical platforms

Additional 6.8mt P2O5 integrated new fertilizer units in a modular manner along with common support infrastructure

Expansion of logistical infrastructure (raw materials, storage, port, utilities…)

Integrated Phosphate hubsSlurry Pipeline3 new Mines & 4 new beneficiation plants

Chemical

FertilizersTransportation

Increased scale across the value chain will strengthen OCP’s strategic position as the global leader in the market

___________________________Source: Company information.

20

4.76.06.6

11.812.0

0.0

4.54.64.8

9.7

3.04.7

6.68.0

11.8

2017

2014

2010

Capex plan and capacity evolutionOCP reinforces its position in the global fertilizer

market (MT 1)

Source: OCP, Integer, CRU

1 Major player for each country

21

AFC

Unit 3

Unit 2

Unit 4

2012 2013 2014 2015 2016 2017 2018

Unit 4

Unit 3

Unit 2

Unit 1

12 Mt

9 Mt

10 Mt

11 Mt

Capacity expansion to strengthen long-term position

OCP’s focus and key takeaways

Global leader in a

long-term growing

industry

Resilient financial

performance and

well-defined

growth strategy

A sound financial

policy

#1 in phosphate rock and phosphoric acid; #2 in phosphate-based fertilizers

Low cost position with exclusive access to the largest rock reserves globally

Integrated business model and balanced regional portfolio increases resilience with

respect to seasonal and regional supply / demand fluctuations

Favourable long term growth outlook underpinned by strong market fundamentals

Diversification towards downstream fertilizers has reduced earnings volatility

Modular expansion program to maintain strategic presence across the phosphate value

chain

Focus on partnerships in key markets to strengthen geographic positioning

Healthy balance sheet – leverage below target of 2.5x Net Debt to EBITDA

Significant undrawn committed lines and cash are available as additional liquidity

resources

Well defined dividend policy based on profitability

22

Scale effect Production

optimization

Production

flexibility

Improved Cash Cost

position


Text

APPENDIX

36%

27%

23%

25%

14%

15%

7%

2%

14%

23%

8%

8%

2014

2015

South America Europe North America East Asia & Oceania Africa South Asia & Middle East

DAP price

$/T FOB

Acid exports

kT P2O5

+34$

(2015)

Acid contract negotiation over 6 months (instead of 3)

limited the impact of rupee devaluation (MGA price is

equivalent to a DAP price of $520/T)

India began to replenish its fertilizer

inventories, which were at an all time

low in 4Q14

0

50

100

150

200

250

300

350

400

450

500

340

360

380

400

420

440

460

480

500

520

540

Jan-14 Feb-14 Mar-14 May-14 Jun-14 Jul-14 Sep-14 Oct-14 Dec-14 Jan-15 Mar-15 Apr-15 May-15 Jul-15 Aug-15 Sep-15 Nov-15 Dec-15

OCP acid exports to Asia Fertilizers exports DAP FOB Morocco DAP FOB Tampa

DAP price1 evolution and OCP monthly exports of processed phosphates

OCP’s yearly fertilizer export mix

Source: CRU, OCP1 Arithmetic average of the Minimum and Maximum Weekly Prices

24

Commercial & industrial flexibility underpinned 2015

results

261 411

305

479469

541321

377

Q1

Q2

Q3

Q4

2 015

1,809

2 014

1,356

+33%

1,046 1,137

1,320 1,326

1,375 1,355

1,187 1,073

-1%

Q1

Q2

Q3

Q4

2 015

4,891

2 014

4,929

28%

37%EBITDA Margin

In US$m In US$m

1,094

1,425

+30%

2 015 2 014

In US$m

873

1,266

+23%

2 015 2 014

+18%

In US$m

Revenues EBITDA

EBIT Adjusted Cash Flow from Operating Activities1

1 Adjusted for the transfer of OCP’s internal pension fund

25

OCP’s 2015 financial results


Average:

$0.6bn

2015 gross debt = US$ 5.2bn

US$bn

0,5 0,4

0,3 0,2

0,2 0,2 0,1 0,2

0,2

2,8

0,9

0,7

0,7

2015 2016 2017 2018 2019 2020 2021 2022 >2022

Bank Debt amortization Domestic bond

International bond Cash and cash equivalents

Current financial assets Undrawn credit line

Debt Profile Snapshot¹ ² Liquidity Snapshot and Debt Maturity Schedule

Bank loans38%

Domestic bond issue4%

International bond issue53%

Finance lease liabilities

3%

Sovereign-guaranteed bank

loans1%

Other1%

1 As at 31 December 2015, “Other” includes current financial debts, bank overdraft and accrued interests2 USD/MAD exchange rates as follows: 31/12/2015 9.916

26

OCP’s conservative debt management


20

40

60

80

100

120

140

janv.-14 avr.-14 juil.-14 oct.-14 févr.-15 mai-15 août-15 déc.-15

Steel Fuel Iron Corn Soybean Phosphate rock FOB Morocco

Changes in prices since Jan 2014Base 100

Source: CRU, Reuters

Commodity prices

+40%

+20%

0%

-20%

-40%

-60%

-80%

HIGHER RESILIENCE FOR PHOSPHATE COMPARED TO OTHER

COMMODITIES

27

PHOSPHATE ALSO OUTPERFORMED OTHER NUTRIENTS

28

Source: CRU, P-value is equivalent to the Commercial Gross Margin (CGM) = DAP Fob Morocco prices minus Raw material costs (Sulphur

and Ammonia)

Nutrient values (base 100 in Jan 2014)

107

61

93

20

40

60

80

100

120

140

Jan-14 Apr-14 Jul-14 Oct-14 Feb-15 May-15 Aug-15 Dec-15

P-value Urea Potash

CHINESE SUPPLY: REDUCED COMPETITIVENESS TO DRIVE

CONTRACTION IN DAP/MAP EXPORTS, AS IS THE CASE FOR

UREA

Chinese urea exports decreased due to

lower international prices…

… high production costs in phosphate has already and will pursue

driving down exports

297 156 149

508

827

443 96 22

42

389

589

316

0

200

400

600

800

1000

1200

1400

1600

2011 2012 2013 2014 2015 2016

Milliers

1Q DAP/MAP exports (kT)

Jan-Feb March

DAP production cash cost (USD/T)

400

300

200

100

0

500

Other DAP plants

Chinese plants

Production costs have

risen steadily, driven by

increasing labour,

logistic, energy costs,

and extraction of low

grade rock.

The impact on exports is

immediate (-46% in

Jan-Feb export) and

several production cuts

within marginal & non-

marginal producers.

(March estimation based

on Jan-Feb variation)

Source: CFMW (monthly exports), CRU: Urea prilled FOB China

Source: GTIS

Source: CRU, OCP Analysis

100

150

200

250

300

350

-

500

1 000

1 500

2 000

2 500

Urea export and pr i ce sens i t iv i ty

Export Urea Prilled FOB China

2014 2015

Urea exports started to decrease on y-o-y as from

prices decline in july’15

Documents

BMO Capital Markets, 2016 Farm to Market Conference