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Investor Presentation September 2018
NASDAQ and TSX: NEPT Headquartered in Laval, Quebec, Canada
SIDOTI & COMPANY Fall 2018 Conference
CAUTIONARY NOTE AND FORWARD-LOOKING STATEMENT This presentation is confidential and is being supplied to you solely for your information and may not be reproduced or distributed to any other person or published, in whole or in part, for any purpose. No reliance may be placed for any purpose whatsoever on the information contained in this presentation or the completeness or accuracy of such information. No representation or warranty, express or implied, is given by or on behalf of Neptune Wellness Solutions Inc. (the “Corporation” or “Neptune”), or its shareholders, directors, officers or employees or any other person as to the accuracy or completeness of the information or opinions contained in this presentation, and no liability is accepted for any such information or opinions. Statements in this presentation that are not statements of historical or current fact constitute ‟forward-looking statements” within the meaning of the U.S. securities laws and Canadian securities laws. Such forward-looking statements involve known and unknown risks, uncertainties, and other unknown factors that could cause the actual results of Neptune to be materially different from historical results or from any future results expressed or implied by such forward-looking statements. In addition to statements which explicitly describe such risks and uncertainties, readers are urged to consider statements labeled with the terms "believes," "belief," "expects," "intends," "anticipates," "will," "should," or "plans" to be uncertain and forward-looking. Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date of this presentation. Forward-looking information in this presentation includes, but is not limited to, information or statements about our ability to successfully develop, produce, supply, promote or generate any revenue from the sale of any cannabis-based products in the legal cannabis market. The forward-looking statements contained in this presentation are expressly qualified in their entirety by this cautionary statement and the ‟Cautionary Note Regarding Forward-Looking Information” section contained in Neptune’s latest Annual Information Form (the ‟AIF”), which also forms part of Neptune’s latest annual report on Form 40-F, and which is available on SEDAR at www.sedar.com, on EDGAR at www.sec.gov/edgar.shtml and on the Investors section of Neptune’s website at www.neptunecorp.com. All forward-looking statements in this presentation are made as of the date of this presentation. Neptune does not undertake to update any such forward-looking statements whether as a result of new information, future events or otherwise, except as required by law. The forward-looking statements contained herein are also subject generally to other risks and uncertainties that are described from time to time in Neptune public securities filings with the Securities and Exchange Commission and the Canadian securities commissions. Additional information about these assumptions and risks and uncertainties is contained in the AIF under ‟Risk Factors”.
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Disclaimer
CAUTION REGARDING NON-IFRS FINANCIAL MEASURES
The Corporation uses two adjusted financial measures, Adjusted Segment Earnings Before Interest, Taxes, Depreciation and Amortization (EBITDA) called non-IFRS operating segment loss when a segment is in a loss position, and Adjusted Earnings Before Interest, Taxes, Depreciation and Amortization (EBITDA) called non-IFRS operating loss when the Corporation is in a loss position, to assess its operating performance. These non-IFRS financial measures are directly derived from the Corporation’s financial statements and are presented in a consistent manner. The Corporation uses these measures for the purposes of evaluating its historical and prospective financial performance, as well as its performance relative to competitors. These measures also help the Corporation to plan and forecast for future periods as well as to make operational and strategic decisions. The Corporation believes that providing this information to investors, in addition to IFRS measures, allows them to see the Corporation’s results through the eyes of management, and to better understand its historical and future financial performance.
Securities regulations require that companies caution readers that earnings and other measures adjusted to a basis other than IFRS do not have standardized meanings and are unlikely to be comparable to similar measures used by other companies. Accordingly, they should not be considered in isolation. The Corporation uses Adjusted Segment EBITDA (or non-IFRS operating segment loss when in a loss position) and Adjusted EBITDA (or non-IFRS operating loss when in a loss position) to measure its performance from one period to the next without the variation caused by certain adjustments that could potentially distort the analysis of trends in our operating performance, and because the Corporation believes it provides meaningful information on the Corporation’s financial condition and operating results. Neptune’s method for calculating Adjusted Segment EBITDA (or non-IFRS operating segment loss) and Adjusted EBITDA (or non-IFRS operating loss) may differ from that used by other corporations.
Neptune obtains its Adjusted Segment EBITDA (or non-IFRS operating segment loss) measurement by adding depreciation and amortization and stock-based compensation to segment income (loss) from operating activities before corporate expenses. Neptune obtains its Adjusted EBITDA (or non-IFRS operating loss) measurement by adding to net income (loss), net finance costs, depreciation and amortization and by subtracting income tax recovery. Other items such as stock-based compensation and legal fees related to royalty settlements that do not impact core operating performance of the Corporation are excluded from the calculation as they may vary significantly from one period to another. Excluding these items does not imply they are non-recurring.
Disclaimer
3
Investment highlights
4
Established nutritional products supplier entering legal cannabis oil market • Leverages core competencies in science, extraction, formulation,
regulation and global commercialization • State-of-the-art cannabis oil extraction and lab facility • Ongoing profitable nutritional business
Multi-billion cannabis oil market in early high growth stage • Multiple medical, health and wellness applications developing • Expanding global demand for extraction and formulation • Competition fragmented, significant barriers to entry
Executing on 3 elements towards business readiness: site infrastructure, regulatory and commercial agreements • Phase I complete; Phase II underway • Expect to be operational once licenced issued • Initial commercial agreements in place
Near- and longer-term growth strategies in place • Near-term: B2B products • Long-term: B2B, B2C, differentiated science-based wellness products • Year 1 volumes expected to cover Cannabis Business operation costs
and generate positive EBITDA for the cannabis business
Strong cash position to execute growth initiatives
5
VISION Provide great products
and solutions that deliver optimal health and wellness.
OPPORTUNITY Focused on markets,
characterized by large size and growth.
STRATEGY Leverage our scientific and innovative
expertise to create and provide our global customers with the best wellness
products and solutions.
$1.6B CAD
$1.8B CAD
$6.0BCAD
Medical Recreational
Canadian Legal Cannabis*
North America Nutrition Solutions **
* **
2021 Canadian market projections , CANACCORD, March 2017 2016 market size for North America – NEPT estimates
6
CANNABIS BUSINESS
7
Objective: to be the world's leader in
extraction, purification and formulation of value-added and
differentiated cannabis products
Cannabis is consumed for many reasons …
8
WELLNESS MEDICAL NEED
Relieve pain Treat health problems
Manage health problems Avoid prescription meds
RELAXATION
Relax Feel peaceful
PSYCHOACTIVE
Have fun
Neptune‘s Target Applications
Sleep better Manage anxiety/stress Improve quality of life
Canadian legal cannabis consumption in medical and wellness expected to soar …
9 *Source: Canaccord Genuity, March 13, 2017 , Excludes global opportunities
~$8B estimated by 2021*
0
100
200
300
400
500
600
700
2017 2018 2019 2020 2021
Adult Use
Medical285
415
515
575
60
MT
Medical Cannabis
and CBD Oil CBD Oil only
Global opportunity will be primarily in medical & wellness products
10 State-by State
Governance Canada: Regulations come into force October 17, 2018 for Retail/Recreational
No Current
Opportunity
NEPTUNE’S POSITION WITHIN THE VALUE CHAIN
11
Raw Materials
Neptune
11
Hemp / Marijuana
Extraction and Purification
Formulated Delivery Forms
B2B* Branded Ingredients
and Formulated Products
B2C Neptune Branded
consumer products
Customers/Retail/Consumers
*Current focus
Distribution
Current Focus Within Cannabis Value Chain Leverages Core Competencies within the Largest Segment - Extracts
12
FLOWER Smoked
EXTRACT Cannabinoids can
be extracted from the plant and
then used in a wide range of
health and wellness products
60%* 40%*
Gel capsules
Vape pens
Edibles
Topicals
Beverages
*BDS –US Market data (California) June 29th, 2018
3-Phase Plan to Expand Processing Capacity as Global Markets Develop
13
Phase I II III
Investment $4.8M
Site security & compliance CO2
$5M Purification & isolation
Solvent
As global
demand requires
Availability Now Complete March 2019
Our Phase I Investment is Now Complete!
14
Security Fence GMP Facility Surveillance System
Phase II investment is now underway!
Phase I Licence Process Moving in Parallel with Commercial and Manufacturing Initiatives
Intake and Initial Screening
Application form
Business plan
Security clearance applications
Record-keeping methods
15
Detailed Review and Initiation of Security Clearance Process
Application is reviewed to:
Meet the requirements of the ACMPR*
Assess risks to public health, safety and security
Establish that there are no grounds for refusing the application
Issuance of Licence to Produce (B2B) Issued once:
Security clearance is passed
Functional building onsite
Application meets all regulatory requirements and confirmation of readiness received from Health Canada
Submission of evidence package
Licensed to produce issued
Inspection and issuance of Sales Licence (B2C)
Licensed Producer (LP) notifies Health Canada (HC) as activities begin
HC will schedule an inspection to verify that the LP meets the requirements of the ACMPR for sales licence
*ACMPR: Access to Cannabis for Medical Purposes Regulations
NEPTUNE GOAL
May 2017 January 2018 Q3/Q4 2018 Q4 2018/Q1 2019
Bringing Decades of Wellness and Nutrition Product Experience to the Cannabis Industry
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Oil extraction engineering/expertise
GMP certified facility
Forms and delivery system
Regulatory affairs
Quality control
Clinical research
Global distribution
Experienced management team
Leveraging Core Competencies
Neptune Continues to Lever its Competencies Towards Differentiation
Patent
Two applications have been filed with the United States Patent and Trademark Office (USPTO) for patents related to potentially highly effective extraction of cannabis material
17
Ongoing Pharmacokinetic Studies
2 proprietary formulations to improve CBD and THC absorption
1. Phospholipid rich omega-3 from krill
2. MaxSimil® : patented omega-3 fatty acid delivery
Research Agreement
Co-development agreement with Tetra Bio-Pharma Inc. for purified cannabinoid oil-based formulations targeting pain and inflammation for the natural health products and pet veterinary markets
Multi-Phase Path to Growth
Immediate Commercialization
18
Global Expansion
• Extraction, purification and formulation of value added differentiated forms
• B2B extraction services
• Capsules, beverages, edibles, tinctures
• Branded ingredients
B2B
• Extraction, purification and formulation of value added differentiated product forms
• B2B extraction services
• Capsules, beverages, edibles, tinctures
• Branded ingredients
B2B B2C
• Launch Neptune differentiated science-based wellness products
• M&A
• Licensing
Near Term Longer-Term
Clear Demand for Extraction and Formulations Capabilities
19
MULTI-YEAR SUPPLY AGREEMENT
CANOPY GROWTH
• Provide Canopy Growth with extraction capacity
• Non-exclusive agreement
• Minimum annual commitments
• Ready to begin production upon licencing
Expanding Processing Capacity to Supply Growing Demand
20
Booked and projected opportunities to date resulting in solid initial volume expectations
Year 1 volumes expected to cover Cannabis Business operation costs and be EBITDA positive
Estimated site capacity utilization in 12 months period from initial commercialization (MT Cannabis)
Pursuing additional commercial agreements
20
21
NUTRITION BUSINESS
Providing Value Added Differentiated Nutrition Products and Services Based Upon Science
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A Pathway to Sell Specialty Ingredients Specialty
Ingredients
A Pathway to Sell Turnkey Solutions
Our progress and investment in people, processes and products continue -
including via research
Turnkey Nutrition Solutions
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A value added differentiated omega-3 where our investment in supporting science continues …
StudiesPre-Clinical /
Case Study Clinical Phase Commercial
Targeted
Completion Date
Absorption (PK Comparative Study)
Absorption (Population w/ Digestive Conditions)
Bioavailability (Omega-3 Index Studies)
2019 Q2
Liposoluble Delivery System (K2, CoQ10, Curcumin, CBD, etc.)
2019 Q2
Cardiovascular Health (Inflammation
and Cholesterol)
2019 Q3
Healthy Aging (Mitochondrial and Athletes Performance)
2019 Q3
Microbiome 2019 Q2 Pre-clinical Completed, Human Clinical Study Ongoing
Cystic Fibrosis Clinical Study Completed
Human Clinical Studies Ongoing
Human Clinical Study Ongoing
Human clinical study planning
Human PK Completed
Pre-Clinical Studies Completed, Human Clinical Study Ongoing
Investment highlights
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Established nutritional products supplier entering legal cannabis oil market • Leverages core competencies in science, extraction, formulation,
regulation and global commercialization • State-of-the-art cannabis oil extraction and lab facility • Ongoing profitable nutritional business
Multi-billion cannabis oil market in early high growth stage • Multiple medical, health and wellness applications developing • Expanding global demand for extraction and formulation • Competition fragmented, significant barriers to entry
Executing on 3 elements towards business readiness: site infrastructure, regulatory and commercial agreements • Phase I complete; Phase II underway • Expect to be operational once licenced issued • Initial commercial agreements in place
Near- and longer-term growth strategies in place • Near-term: B2B products • Long-term: B2B, B2C, differentiated science-based wellness products • Year 1 volumes expected to cover Cannabis Business operation costs
and generate positive EBITDA for the cannabis business
Strong cash position to execute growth initiatives
25
Thank You
www.neptunecorp.com
NASDAQ/TSX: NEPT
APPENDIX
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Consolidated Financial Position
27
(in thousands of CAD $) June 30, 2018 Mar. 31,
2018
Cash, cash equivalents and restricted short-term investments
22,865 26,697
Total Debt 4,320 4,661
Total Equity 81,465 86,534
Q1 investment in Cannabis Business including capital expenditures = $3.5m
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Q1-2019 Consolidated Financial Results - DETAILS
Nutraceutical Cannabis Corporate
$ $ $ $ % of sales
Total Revenues 5,168 - 5,168
Gross margin on sales 1,223 - 1,223 25%
Total gross margin as per FS 1,493 - 1,493
R&D expenses, net of tax credits and grants (87) (1,589) (1,676) 32%
SG&A (Nutraceutical and Cannabis) (959) (496) (1,455) 28%
Corporate G&A expenses - - (2,397) (2,397) 46%
Adjusted EBITDA or non-IFRS operating loss 633 (1,302) (1,588) (2,257) -44%
Income taxes 83 83
Net loss (4,100) -79%
Nutraceutical Corporate
$ $ $ % of sales
6,531 6,531
2,209 2,209 35%
2,443 2,443
(393) (393) 6%
(1,225) (1,225) 19%
- (1,595) (1,595) 24%
1,597 (974) 623 10%
20 20
(1,149) -18%
(b) Q1-2018 excludes Acasti's results.
(a) Nutraceutical and cannabis are the two reportable segments of the Corporation. The corporate column represents
unallocated costs which are corporate G&A expenses, net finance costs and income taxes.
Total Revenues
Gross margin on sales
Total gross margin as per FS
R&D expenses, net of tax credits and grants
Net loss
SG&A (Nutraceutical)
Corporate G&A expenses
Adjusted EBITDA or non-IFRS operating loss
Income taxes
Consolidated
(in thousands of CAD $)
Q1-2019 (a)
Consolidated
Q1-2018 (b)
(in thousands of CAD $)
29
Equity Structure
as of June 30, 2018
Common shares 79,237,689
Deferred Stock Units 570,752
Options 10,186,869
Warrants 750,000
Total diluted shares 90,745,310
Insiders ownership (Shares and DSU): approx.10%
Executive team
Jim Hamilton
President , CEO & Board Member
30
Mario Paradis, CPA, CA
VP & Chief Financial Officer
Michel Timperio New Ventures
• Responsible of BD for last 16 years for Neptune
François-Karl Brouillette
Vice President, Science & Innovation Nutrition Business
• Holds a Master degree in Organic Chemistry
• + 15 years in Natural Health Product Industry
• Former owner of Biodroga Inc.
Marc Vaugeois Vice President, Sales Nutrition Business
• + 25 years in health & nutrition industry
• Former owner of Biodroga Inc.
Jackie Khayat
Vice President, Bus. Development
• 15 years in Nutraceutical and Healthcare sales
experience
• Science degree in Nutrition and now completing her Executive MBA at Concordia University
• Formally of 3M Canada
• Former CFO Atrium Innovation acquired by Nestlé for $2,3B
• Senior Director PricewaterhouseCoopers
• Former President of DSM Nutritional Products USA
• 30 years wellness products industry experience
Jean-Daniel Bélanger Vice President, Legal & Corporate Affairs
• Former securities law firm partner
• Member of Quebec Bar since 2006
Board of directors
John Moretz
Chairman of the Board
31
Hélène F. Fortin
Director
Katherine Crewe
Director
Dr. Ronald Denis
Director
Rick Schottenfeld
Director
Schottenfeld Group LLC