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Morningstar : aandeel in de kijker is Sanofi (6/2/2014) | Vlaamse Federatie van Beleggers

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Market Cap (USD Mil) 129,426

52-Week High (USD) 55.94

52-Week Low (USD) 44.50

52-Week Total Return % 5.5

YTD Total Return % -9.4

Last Fiscal Year End 31 Dec 2012

5-Yr Forward Revenue CAGR % 2.4

5-Yr Forward EPS CAGR % 2.8

Price/Fair Value 0.75

2011 2012

2013(E) 2014(E)

Price/Earnings 8.2 11.4 14.5 12.8

EV/EBITDA 10.4 12.0 10.3 9.3

EV/EBIT 11.8 13.6 16.8 13.6

Free Cash Flow Yield % 10.0 6.8 5.0 6.6

Dividend Yield % 1.8 3.6 3.3 3.8

2011 2012

2013(E) 2014(E)

Revenue 35,058 35,957 33,563 34,947

Revenue YoY % 9.4 2.6 -6.7 4.1

EBIT 7,357 7,670 6,324 7,789

EBIT YoY % -6.9 4.3 -17.6 23.2

Net Income, Adjusted 8,794 8,101 6,571 7,429

Net Income YoY % -4.6 -7.9 -18.9 13.1

Diluted EPS 4.48 4.15 3.35 3.80

Diluted EPS YoY % -6.1 -7.4 -19.2 13.3

Free Cash Flow -4,882 6,597 5,080 6,948

Free Cash Flow YoY % -177.0 -235.1 -23.0 36.8

Alnylam Under Review as Sanofi Alliance Brings Commercial Expertise and Cash

See Page 2 for the full Analyst Note from 13 Jan 2014

Damien Conover, CFA Director

damien.conover@morningstar.com +1 (312) 696-6052

Alex Morozov, CFA Director

alex.morozov@morningstar.com 31 20 751 1351

Research as of 13 Jan 2014 Estimates as of 07 Nov 2013 Pricing data through 04 Feb 2014 Rating updated as of 04 Feb 2014

Investment Thesis 22 Aug 2013

Sanofi's wide lineup of branded drugs and vaccines and robust pipeline create strong cash flows and a wide economic moat.

Growth of existing products and new product launches should help offset patent losses.

Sanofi's existing product line boasts several top-tier drugs, including long-acting insulin Lantus. The drug's ability to work well for an entire day sets Lantus apart from other insulins. In addition, the drug appears to have overcome reports of a cancer side effect that surfaced in mid-2009, and we expect it will post strong growth for several years. Further, given the complexity in marketing and manufacturing insulin, we don't expect major generic competition following the drug's 2015 patent loss. Besides Lantus, Sanofi's vaccines, consumer products, and animal health treatments should also continue to post strong growth as these products are less susceptible to patent losses.

Sanofi has compiled a robust group of late-stage pipeline products that complement its existing lineup and should help mitigate patent losses. We expect continued strength in the multiple sclerosis area with potential blockbusters Aubagio and Lemtrada emerging from the late-stage pipeline. In addition, diabetes drug Lyxumia looks to be a strong complement to the company's well-entrenched diabetes franchise.

The company also harnesses its research and development group to bring new drugs to emerging markets. While pricing in emerging markets is not usually as strong as in developed markets, the company can still leverage its investment in developing new drugs for developed markets by bringing the drugs to emerging markets.

The rapid economic growth in emerging markets has created new geographic markets for Sanofi's drugs.

A history of acquisitions and robust cash flow from operations means Sanofi could take advantage of further growth opportunities through external collaborations. While we expect that Sanofi's acquisitions will slow in the near term following the Genzyme deal, we expect that over the long term Sanofi will continue to make acquisitions in the branded pharmaceutical and biotechnology

Sanofi develops and markets pharmaceuticals with a concentration in oncology, cardiovascular disease, central nervous system disorders, diabetes, and vaccines. The company offers a diverse array of drugs with its highest revenue generator, Lantus, representing over 10% of total sales.

About 25% of total revenue comes from the United States and 25% from Europe. Fast-growing emerging markets represent the majority of the remainder of sales.

Profile Vital Statistics

Valuation Summary and Forecasts

Financial Summary and Forecasts

The primary analyst covering this company does not own its stock.

Currency amounts expressed with "$" are in U.S. dollars (USD) unless otherwise denoted.

Historical/forecast data sources are Morningstar Estimates and may reflect adjustments.

(EUR Mil)

Contents

Investment Thesis Morningstar Analysis

Analyst Note

Valuation, Growth and Profitability Scenario Analysis

Economic Moat Moat Trend Bulls Say/Bears Say Credit Analysis

Financial Health Capital Structure Enterprise Risk Management & Ownership Analyst Note Archive Additional Information Morningstar Analyst Forecasts Comparable Company Analysis Methodology for Valuing Companies

Fiscal Year:

Fiscal Year:

1

2 2 2 2 3 4

5 5 6 7 8 - 9 13 15

(2)

Morningstar Analysis

Alnylam Under Review as Sanofi Alliance Brings Commercial Expertise and Cash 13 Jan 2014

We're putting Alnylam under review following the announcement of a broader alliance with Sanofi for the firm's RNA-based genetic medicines. Not only will Sanofi pay $700 million for a 12% equity stake in Alnylam (translating to an $80 per share purchase price), but also it will take a much more active role in the development and commercialization of Alnylam's rapidly growing rare- disease pipeline. We expect to significantly raise our fair value estimate for Alnylam, after incorporating cash payments from Sanofi as well as stronger commercial potential for ALN-TTRsc, now that Sanofi will share in development and commercialization of the product in key markets. For Sanofi, we don't expect any major fair value estimate changes based on the deal, although the increased investment in the pipeline strengthens Sanofi's pipeline and moat. Overall, we think the deal is an excellent fit for both firms and the structure--allowing Alnylam to continue to function as an independent company--will help preserve Alnylam's innovative culture.

The general terms of the deal allow Alnylam to retain rights to its genetic medicines in North America and Europe, while Sanofi will have opt-in rights to commercialize products in the rest of the world. The first opt-in will be for patisiran;

the firms had already formed an Asia-focused collaboration for the amyloidosis drug, which recently entered Phase III of development. However, Sanofi will take a more active role in Alnylam's second amyloidosis program, ALN-TTRsc, where it will have codevelopment and cocommercialization rights in North America and Europe. In addition, Sanofi can choose between global rights to porphyria program ALN- AS1 and codevelopment/commercialization rights to hemophilia program ALN-AT3; we expect the decision to be made following proof of concept data, likely in 2015. Finally, Sanofi will have global rights to one additional future program.

Valuation, Growth and Profitability 30 Oct 2013 We are maintaining our fair value estimate of $65 per share (using an exchange rate of EUR 0.73 per $1 as of Oct. 30).

We project a five-year average annual revenue growth rate of 5%, largely driven by Lantus, new products, and the Genzyme acquisition offsetting products losing patents.

Following a sharp patent cliff in 2013, Sanofi faces relatively mild patent losses, and diverse operations in vaccines, animal health, consumer products, and emerging markets should lead to steady growth over the long term. Also, as the firm continues to cut costs, we expect minor margin improvement. Further, we estimate the company's weighted average cost of capital at 8%, which is in line with the company's peer group.

Scenario Analysis

The key uncertainties for Sanofi are Lantus' growth potential and the potential success of the company's pipeline. In a more bullish scenario, we increased our Lantus projections by 10% and increased the pipeline contribution by 50%.

Under this scenario, our fair value estimate would increase to $70. Conversely, if we assume greater generic competition to Lantus, causing the drug to drop 60% from our projections, the fair value estimate would fall to $59.

Economic Moat

Patents, a powerful distribution network, economies of scale, and diverse operations support Sanofi's wide moat.

Patent protection keeps Sanofi's competitors at bay for

several years while the company charges prices that enable

returns on invested capital significantly above its cost of

capital. A powerful sales force gives Sanofi access to drugs

developed externally, as smaller companies typically need

a partner to help market the new drug. Also, Sanofi's unique

entrenched position in the insulin market further reduces

the threat of generic competition even after patents expire

due to the high upfront costs needed to achieve the

economies of scale for low cost insulin production. Further,

(3)

the company's diverse operations in vaccines and consumer health care add two moaty segments that are supported by low cost production and branding power, respectively. Also, Sanofi's large geographic exposure to many countries (including emerging markets) provides a wide safety net compared with the peer group.

Moat Trend

While many big pharma firms are facing declining moat trends, Sanofi's diverse operations, strong exposure to emerging markets, and entrenchment in the insulin and rare-disease biologic markets keep the company's moat trend stable. As is the case with other pharmaceutical firms, Sanofi faces several industry headwinds, including an increasingly risk-sensitive FDA, stronger buyer power from managed-care companies, and an even more price-sensitive U.S. government. Unlike its peers, Sanofi's businesses in vaccines, animal health care, and consumer products help offset challenges to the drug group. The company's leading position in emerging markets should also help mitigate some of the competitive pressures in the U.S. The company's leadership in the insulin and rare-disease biologic markets exposes Sanofi to less-pronounced generic threats; we

believe eventual generic competition will not destroy

branded sales to the same extent as generic small

molecules, given the marketing and manufacturing

complexity associated with these drugs.

(4)

Bulls Say/Bears Say

Bulls Say Bears Say

3 Several products in the company's pipeline address diseases where there are no current treatments or use a novel mechanism of action, which should allow for strong pricing power.

3 The FDA rejection of the new competing insulin degludec should mean Sanofi will have the best-in- class insulin in the most important market for several years.

3 With an industry leading position in the insulin market, Sanofi's Lantus is poised for robust growth as the diabetic patient population grows due to increasing obesity trends and more sedentary lifestyles.

3 Sanofi's strong entrenchment in China could come under duress as Chinese officials are aggressively reviewing pharmaceutical marketing practices.

3 The patents on Lantus expire between 2014 and 2015 and while significant generic competition is not expected due to complexities of insulin manufacturing, a major push by generic firms could be detrimental to a key product for Sanofi.

3 Although Lantus has only been associated with an

increased incidence of cancer, new studies could

emerge showing a stronger causality link between

Lantus and cancer.

(5)

2013(E) 2014(E) 2015(E) 2016(E) 2017(E)

Cash and Equivalents (beginning of period) 6,559 9,655 11,641 14,058 16,520

Adjusted Available Cash Flow 2,368 3,417 3,786 3,803 4,081

Total Cash Available before Debt Service 8,927 13,072 15,427 17,861 20,601

Principal Payments -3,667 -3,124 -6,637 -2,650 -1,192

Interest Payments -610 -545 -445 -390 -360

Other Cash Obligations and Commitments

Total Cash Obligations and Commitments -4,277 -3,669 -7,082 -3,040 -1,552

EUR Millions

% of Commitments

Beginning Cash Balance 6,559 33.4

Sum of 5-Year Adjusted Free Cash Flow 17,453 89.0

Sum of Cash and 5-Year Cash Generation 24,012 122.4

Revolver Availability — —

Asset Adjusted Borrowings (Repayment) — —

Sum of Cash, 5-Year Cash Generation, Revolver and Adjustments 24,012 122.4

Sum of 5-Year Cash Commitments -19,620 —

SNY Sector Universe

Business Risk 2 4.9 5.1

Cash Flow Cushion 7 5.4 6.1

Solvency Score 3 4.4 5.0

Distance to Default 2 3.3 3.8

Credit Rating AA- A- BBB+

Five Year Adjusted Cash Flow Forecast (EUR Mil)

Credit Analysis

Cumulative Annual Cash Flow Cushion

Cash Flow Cushion Possible Liquidity Need

Adjusted Cash Flow Summary

Credit Rating Pillars Peer Group Comparison

Source: Morningstar Estimates

Note: Scoring is on a scale 1-10, 1 being Best, 10 being Worst

Financial Health & Capital Structure

Although Sanofi has done a good job of deleveraging its balance sheet following its $20 billion purchase of Genzyme in 2011, we believe its credit trajectory has a negative bias.

At the end of June, Sanofi held EUR 14.7 billion in debt (1.2 times trailing 12-month EBITDA) and EUR 8.7 billion in cash and investments on its balance sheet. Only EUR 4.2 billion of that cash and investments is considered a current asset, though, while the balance is in noncurrent financial assets, including a 16% stake in Regeneron valued at EUR 2.7 billion at the end of June. Sanofi management has indicated a willingness to boost its stake in Regeneron to about 30%, which would cost another EUR 3 billion at recent prices and exchange rates. If Sanofi takes that step, we would not be surprised to see it try to fully acquire Regeneron in the long run, which could be a downgrade catalyst for Sanofi.

Additionally, Sanofi management may be interested in purchasing L'Oreal's stake in Sanofi (about EUR 9 billion), should it come to market in early 2014. Based on potential investment activities during the next year (raising the stake in Regeneron to 30% and buying back L'Oreal's stake in Sanofi), we do not anticipate downgrading Sanofi's credit rating. However, if a full acquisition of Regeneron appears likely in the near term or Sanofi doesn't plan to deleverage significantly after those potential investment activities, we would probably cut our credit rating.

Significant debt maturities include EUR 4.0 billion due

within the next year, which is just covered by the firm's

current cash position. Current debt maturities include EUR

1.6 billion in commercial paper borrowings (or $2.1 billion

on the firm's $10 billion U.S. program); Sanofi also has a

EUR 6 billion commercial paper program in France with no

outstanding liabilities. If it needs additional liquidity, Sanofi

can access EUR 10 billion in available credit facilities. Of

the remaining EUR 11 billion of its outstanding debt, another

nearly EUR 8 billion comes due before 2018. We estimate

Sanofi will generate about EUR 7 billion in free cash flow

(6)

Credit Analysis

annually through 2017. So although about half of that is earmarked for dividends each year, we expect Sanofi will have plenty of excess cash flow and financial resources to tap to cover its existing debt obligations.

Enterprise Risk

Sanofi faces the standard risks in the pharmaceutical

industry, including delayed approvals or nonapprovals from

regulatory agencies, an increasingly tough managed-care

environment, and patent losses. In addition, since a large

percentage of sales come from Lantus, the company faces

additional product specific risks from upcoming competitive

launches from Eli Lilly and Novo Nordisk.

(7)

Name Position Shares Held Report Date* InsiderActivity

NA NA NA NA NA

Top Owners % of Shares

Held % of Fund Assets Change

(k) Portfolio Date

Dodge & Cox Stock Fund 1.04 2.71 — 31 Dec 2013

Vanguard Windsor II Fund 0.49 1.51 12,466 30 Sep 2013

Franklin Income Fund 0.38 0.63 — 30 Sep 2013

Dodge & Cox Balanced Fund 0.20 1.94 — 31 Dec 2013

Robeco US Premium Equities 0.11 1.84 327 31 Dec 2013

Concentrated Holders

Fidelity Select Pharmaceuticals Port 0.07 7.68 — 31 Dec 2013

Chou Europe — 7.41 — 30 Sep 2013

STEREUR — 6.63 — 31 Dec 2013

Kinetics Medical Fund — 5.69 — 30 Sep 2013

pb Healthcare Fund — 5.09 — 31 Dec 2013

Top 5 Buyers % of Shares

Held % of Fund Assets

Shares Bought/

Sold (k) Portfolio Date Barrow, Hanley, Mewhinney & Strauss LLC. 0.81 1.74 16,267 30 Sep 2013

Robeco Investment Management, Inc. 0.33 1.09 1,697 30 Sep 2013

Hotchkis & Wiley Capital Management LLC 0.18 1.11 1,152 30 Sep 2013

Honeywell International, Inc. 0.04 1.35 1,042 30 Sep 2013

Neuberger Berman LLC 0.10 0.15 928 30 Sep 2013

Top 5 Sellers

Montag & Caldwell, LLC 0.27 2.79 -2,491 30 Sep 2013

Fidelity Management and Research Company 0.28 0.06 -1,678 30 Sep 2013

Managed Account Advisors LLC 0.13 0.27 -1,150 30 Sep 2013

Dreyfus Corp. 0.01 0.03 -827 30 Sep 2013

Lazard Asset Management LLC 0.04 0.13 -751 30 Sep 2013

Management 22 Aug 2013

Management & Ownership

Management Activity

Fund Ownership

Institutional Transactions

*Represents the date on which the owner’s name, position, and common shares held were reported by the holder or issuer.

Sanofi's increasingly wise deployment of capital has led us to increase the company's stewardship rating to exemplary.

Since Chris Viehbacher took over as CEO in late 2008, the company's major acquisitions and use of capital have generated strong returns and increased its competitive position. From an acquisition standpoint, the Medley, Chattem, Merial, and Genzyme acquisitions all have generated returns on capital employed above the weighted average cost of capital within fewer than four years.

Additionally, the Genzyme acquisition shows how Sanofi avoided overpaying for the company (a typical Big Pharma error) by using contingent value rights, or CVR, to appease Genzyme. Further, Viehbacher's decision to significantly cut underperforming pipeline drugs early in his tenure has led to a much stronger pipeline and less wasted capital along the way. Based on a strong and growing track record, we believe Viehbacher will redeploy the enormous amounts of cash flow generated by the company toward increased dividend payments and value-creating acquisitions.

Regarding management background, Viehbacher brings

strong management credentials with 20 years of experience

at GlaxoSmithKline in finance and general management. In

addition, Viehbacher ran Glaxo's French business

operations in the mid- and late 1990s, giving him a strong

understanding of Sanofi's home country. In May 2010, Serge

Weinberg took over as chairman of the board from veteran

Jean-Francois Dehecq. While Weinberg lacks a robust

pharmaceutical background, we like the splitting of the CEO

and chairman roles to avoid conflicts of interest. The board

comprises 16 members, 10 of whom are considered

independent.

(8)

Analyst Notes

Sanofi Posts Weak 3Q Due to Vaccine Supply Issues, but Solid Lantus Growth Sets Up Robust Outlook 30 Oct 2013 Sanofi reported third-quarter results that fell slightly below both our expectations and those of consensus, partly due to a vaccine manufacturing issue. However, Sanofi appears to have resolved the manufacturing issue and we don't expect any major changes to our fair value estimate, which represents a premium to the current stock price. We continue to believe the investment community underappreciates Sanofi's insulin Lantus (18% of total sales), which posted 21% year-over-year growth in the quarter, further validating our bullish stance on the drug. As Sanofi's patent losses finally begin to diminish, we expect continued Lantus strength will lead to robust long-term growth.

On the pipeline, the company is making strides, which increases our confidence in the company's wide moat. We remain most bullish on next-generation insulin U300 and cholesterol-lowering drug alirocumab as both drugs will likely enter very large markets with leading efficacy and clean side effect profiles, which should set up strong pricing power. Additionally, the company's emerging multiple sclerosis franchise should further propel long-term growth as a large portion of these patients fail on current treatments and are seeking new drugs. While Biogen's Tecfidera will likely take the majority of new MS patients, we believe Sanofi's unique MS drugs Aubagio and Lemtrada will take over 10% of a $15 billion market by 2020.

Turning to the quarter, increased generic competition and vaccine supply interruptions caused an amplified impact on the bottom line. While the top line was largely flat year over year, the bottom line fell 9%. However, since the vaccine interruption seems temporary and the majority of the patent losses have annualized, we expect a return to growth on both the top and bottom lines in 2014, led by the company's insulin franchise. We expect Lantus and the eventual

transition to next-generation insulin U300 will drive 8%

annual EPS growth over the next three years.

(9)

Growth (% YoY)

3-Year

Hist. CAGR 2010 2011 2012

2013 2014

5-Year Proj. CAGR

Revenue 5.4 4.2 9.4 2.6 -6.7 4.1 2.4

EBIT -0.6 1.1 -6.9 4.3 -17.6 23.2 8.5

EBITDA -0.6 1.0 -6.1 3.8 19.2 10.9 9.8

Net Income -1.4 8.9 -4.6 -7.9 -18.9 13.1 2.7

Diluted EPS -1.7 9.2 -6.1 -7.4 -19.2 13.3 2.8

Earnings Before Interest, after Tax -2.9 6.3 6.1 -18.8 -18.7 17.5 3.6

Free Cash Flow 67.7 353.3 -177.0 -235.1 -23.0 36.8 5.2

Profitability

3-Year

Hist. Avg 2010 2011 2012

2013 2014

5-Year Proj. Avg

Operating Margin % 22.3 24.7 21.0 21.3 18.8 22.3 24.3

EBITDA Margin % 25.3 27.8 23.8 24.1 30.8 32.8 33.0

Net Margin % 25.5 28.8 25.1 22.5 19.6 21.3 21.6

Free Cash Flow Margin % 8.1 19.8 -13.9 18.4 15.1 19.9 19.5

ROIC % 14.1 16.8 14.0 11.4 9.0 10.6 11.1

Adjusted ROIC % 24.2 29.7 23.4 19.6 15.5 17.4 18.7

Return on Assets % 6.1 6.6 6.7 5.0 3.5 4.9 5.8

Return on Equity % 10.3 10.8 11.3 8.8 6.1 8.4 9.6

Leverage

3-Year

Hist. Avg 2010 2011 2012

2013 2014

5-Year Proj. Avg

Debt/Capital 0.18 0.13 0.22 0.20 0.21 0.20 0.19

Total Debt/EBITDA 1.48 0.93 1.85 1.68 1.53 1.31 1.20

EBITDA/Interest Expense 16.63 19.07 15.14 15.68 16.94 21.02 27.44

2011 2012

2013(E) 2014(E)

Price/Fair Value 0.79 0.95

Price/Earnings 8.2 11.4 14.5 12.8

EV/EBITDA 10.4 12.0 10.3 9.3

EV/EBIT 11.8 13.6 16.8 13.6

Free Cash Flow Yield % 10.0 6.8 5.0 6.6

Dividend Yield % 1.8 3.6 3.3 3.8

Cost of Equity % 8.0

Pre-Tax Cost of Debt % 3.2

Weighted Average Cost of Capital % 7.7

Long-Run Tax Rate % 24.8

Stage II EBI Growth Rate % 3.5

Stage II Investment Rate % 35.0

Perpetuity Year 20

EUR Mil Firm Value (%) Per Share

Value

Present Value Stage I 55,289 40.9 41.77

Present Value Stage II 29,417 21.8 22.22

Present Value Stage III 50,345 37.3 38.03

Total Firm Value 135,051 100.0 102.02

Cash and Equivalents 6,559 — 4.96

Debt -14,531 — -10.98

Preferred Stock — — —

Other Adjustments -5,435 — -4.11

Equity Value 121,644 91.90

Projected Diluted Shares 1,324

Fair Value per Share

Morningstar Analyst Forecasts

Forecast Fiscal Year Ends in December

Financial Summary and Forecasts

Valuation Summary and Forecasts

Key Valuation Drivers

Discounted Cash Flow Valuation

Additional estimates and scenarios available for download at http://select.morningstar.com.

The data in the table above represent base-case forecasts in the company’s reporting currency as of the beginning of the current year. Our fair value estimate may differ from the equity value per share shown above due to our time value of money adjustment and in cases where probability-weighted scenario analysis is performed.

(USD)

(10)

2010 2011 2012

2013 2014

Revenue 32,035 35,058 35,957 33,563 34,947

Cost of Goods Sold 8,717 10,902 11,118 10,874 11,006

Gross Profit 23,318 24,156 24,839 22,690 23,940

Selling, General & Administrative Expenses 7,567 8,536 8,947 8,723 8,930

Research & Development 4,401 4,811 4,922 4,885 4,915

Other Operating Expense (Income) -83 -4 -108 -243 -243

Depreciation & Amortization (if reported separately) 3,529 3,456 3,408 3,000 2,550

Operating Income (ex charges) 7,904 7,357 7,670 6,324 7,789

Restructuring & Other Cash Charges 1,943 1,626 1,333 500 250

Impairment Charges (if reported separately) — — — 550 523

Other Non-Cash (Income)/Charges — — —

Operating Income (incl charges) 5,961 5,731 6,337 5,274 7,016

Interest Expense 467 552 553 610 545

Interest Income 105 140 93 73 88

Pre-Tax Income 5,599 5,319 5,877 4,737 6,559

Income Tax Expense 1,242 455 1,134 1,146 1,627

Other After-Tax Cash Gains (Losses) — — —

Other After-Tax Non-Cash Gains (Losses) — — —

(Minority Interest) 1,110 1,311 224 -90 -2

(Preferred Dividends) — — —

Net Income 5,467 6,175 4,967 3,501 4,931

Weighted Average Diluted Shares Outstanding 1,305 1,327 1,320 1,324 1,321

Diluted Earnings Per Share 4.19 4.65 3.76 2.64 3.73

Adjusted Net Income 9,215 8,794 8,101 6,571 7,429

Diluted Earnings Per Share (Adjusted) 7.06 6.63 6.14 4.96 5.62

Dividends Per Common Share 1.62 1.62 1.62 1.62 1.84

EBITDA 6,961 6,731 7,337 9,281 10,684

Adjusted EBITDA 8,904 8,357 8,670 10,331 11,457

Morningstar Analyst Forecasts

Income Statement (EUR Mil)

Fiscal Year Ends in December Forecast

(11)

2010 2011 2012

2013 2014

Cash and Equivalents 6,516 4,297 6,559 9,655 11,641

Investments — — —

Accounts Receivable 6,507 8,042 7,507 8,276 8,617

Inventory 5,020 6,051 6,379 6,405 6,483

Deferred Tax Assets (Current) — — —

Other Short Term Assets 2,000 2,401 2,355 2,355 2,355

Current Assets 20,043 20,791 22,800 26,691 29,096

Net Property Plant, and Equipment 8,155 10,750 10,578 10,746 10,938

Goodwill 31,932 38,079 38,073 37,523 37,001

Other Intangibles 12,479 23,639 20,192 17,192 14,642

Deferred Tax Assets (Long-Term) 3,051 3,633 4,377 4,246 4,118

Other Long-Term Operating Assets 924 807 —

Long-Term Non-Operating Assets 8,680 2,466 4,387 4,387 4,387

Total Assets 85,264 100,165 100,407 100,785 100,182

Accounts Payable 2,800 3,183 3,190 2,830 2,865

Short-Term Debt 1,565 2,940 3,812 3,812 3,812

Deferred Tax Liabilities (Current) — — —

Other Short-Term Liabilities 5,722 7,441 6,858 6,858 6,858

Current Liabilities 10,087 13,564 13,860 13,500 13,535

Long-Term Debt 6,695 12,499 10,719 12,000 11,250

Deferred Tax Liabilities (Long-Term) 3,808 6,011 5,932 4,746 3,796

Other Long-Term Operating Liabilities 9,714 11,682 11,036 11,036 11,036

Long-Term Non-Operating Liabilities 1,672 20 1,388 1,388 1,388

Total Liabilities 31,976 43,776 42,935 42,670 41,005

Preferred Stock — — —

Common Stock — — —

Additional Paid-in Capital 53,097 56,219 57,338 57,663 57,663

Retained Earnings (Deficit) — — — 318 1,649

(Treasury Stock) — — — -270

Other Equity — — —

Shareholder's Equity 53,097 56,219 57,338 57,981 59,043

Minority Interest 191 170 134 134 134

Total Equity 53,288 56,389 57,472 58,115 59,177

Morningstar Analyst Forecasts

Balance Sheet (EUR Mil)

Fiscal Year Ends in December Forecast

(12)

2010 2011 2012

2013 2014

Net Income 5,649 5,693 4,967 3,591 4,932

Depreciation 1,000 1,000 1,000 1,007 1,118

Amortization — — — 3,000 2,550

Stock-Based Compensation — — —

Impairment of Goodwill 4,129 4,553 3,907 550 523

Impairment of Other Intangibles — — —

Deferred Taxes -631 -1,378 -916 -1,055 -822

Other Non-Cash Adjustments -111 -34 -455

(Increase) Decrease in Accounts Receivable -82 -257 368 -769 -341

(Increase) Decrease in Inventory -378 -232 -445 -26 -78

Change in Other Short-Term Assets — — —

Increase (Decrease) in Accounts Payable 28 -87 67 -360 35

Change in Other Short-Term Liabilities 155 61 -322

Cash From Operations 9,759 9,319 8,171 5,938 7,916

(Capital Expenditures) -1,573 -1,782 -1,612 -1,175 -1,311

Net (Acquisitions), Asset Sales, and Disposals -1,733 -13,590 -282

Net Sales (Purchases) of Investments 131 359 358

Other Investing Cash Flows -208 312 -51

Cash From Investing -3,383 -14,701 -1,587 -1,175 -1,311

Common Stock Issuance (or Repurchase) -303 -1,001 -177 325 -270

Common Stock (Dividends) -3,138 -1,372 -3,487 -3,183 -3,599

Short-Term Debt Issuance (or Retirement) 310 -145 -448

Long-Term Debt Issuance (or Retirement) -1,476 5,428 -167 1,281 -750

Other Financing Cash Flows -40 -17 -72 -90 -2

Cash From Financing -4,647 2,893 -4,351 -1,667 -4,620

Exchange Rates, Discontinued Ops, etc. (net) 44 1 24

Net Change in Cash 1,773 -2,488 2,257 3,096 1,986

Morningstar Analyst Forecasts

Cash Flow (EUR Mil)

Fiscal Year Ends in December Forecast

(13)

Company/Ticker Price/Fair

Value 2012

2013(E) 2014(E)

2012

2013(E) 2014(E)

2012

2013(E) 2014(E)

2012

2013(E) 2014(E)

2012

2013(E) 2014(E)

Pfizer Inc PFE USA 1.05 10.8 14.2 14.2 7.3 8.7 9.4 11.6 7.5 16.3 2.2 2.2 2.5 3.1 4.0 4.1

Novartis AG NVS USA 0.98 12.1 14.4 14.3 11.4 16.8 16.7 2.8 2.5 3.4 3.1

Merck & Co Inc MRK USA 1.03 10.7 15.2 15.3 7.3 10.3 10.2 15.4 20.6 17.6 2.3 3.2 3.4 2.6 3.5 3.6

Average 11.2 14.7 14.6 9.6 9.5 10.3 14.6 14.1 16.9 2.4 2.7 2.8 3.0 3.8 3.6

Sanofi SNY US 0.75 11.4 14.5 12.8 12.0 10.3 9.3 14.7 20.1 14.5 1.7 1.7 1.6 2.7 2.9 2.7

Company/Ticker Total Assets

(Mil) 2012

2013(E) 2014(E)

2012

2013(E) 2014(E)

2012

2013(E) 2014(E)

2012

2013(E) 2014(E)

2012

2013(E) 2014(E)

Pfizer Inc PFE USA — USD 14.8 18.7 9.4 22.5 18.7 14.0 17.8 25.0 10.1 7.8 11.3 4.6 3.6 3.0 2.8

Novartis AG NVS USA — USD 16.7 14.7 15.6 19.6 16.1 16.3 14.1 12.3 13.4 7.9 7.0 8.0 3.1 3.5

Merck & Co Inc MRK USA 106,132 USD 17.0 11.9 13.3 31.2 18.9 17.6 11.5 9.1 10.8 5.8 4.5 5.2 4.1 3.2 3.2

Average 16.2 15.1 12.8 24.4 17.9 16.0 14.5 15.5 11.4 7.2 7.6 5.9 3.6 3.1 3.2

Sanofi SNY US 100,407 EUR 11.4 9.0 10.6 19.6 15.5 17.4 8.8 6.1 8.4 5.0 3.5 4.9 3.6 3.3 3.8

Company/Ticker Revenue

(Mil) 2012

2013(E) 2014(E)

2012

2013(E) 2014(E)

2012

2013(E) 2014(E)

2012

2013(E) 2014(E)

2012

2013(E) 2014(E)

Pfizer Inc PFE USA 58,986 USD -12.5 -12.8 -2.8 -1.0 -4.7 -0.7 0.0 -4.4 0.3 -19.7 58.4 -53.711.1 0.3

Novartis AG NVS USA 57,561 USD -3.3 2.2 2.8 8.5 -0.7 6.1 -5.6 -3.8 7.7 -25.0 -23.3 39.4 10.9 1.0 7.7

Merck & Co Inc MRK USA 47,267 USD -1.6 -6.1 -1.3 9.7 -9.8 4.1 1.4 -7.7 -1.0 -142.8 -303.6 4.3 9.7 1.0

Average -5.8 -5.6 -0.4 5.7 -5.1 3.2 -1.4 -5.3 2.3 -62.5 -89.5 -3.3 10.3 4.4 4.0

Sanofi SNY US 35,957 EUR 2.6 -6.7 4.1 4.3 -17.6 23.2 -7.4 -19.2 13.3 -235.1 -23.0 36.8 13.3

Comparable Company Analysis

These companies are chosen by the analyst and the data are shown by nearest calendar year in descending market capitalization order.

Valuation Analysis

Returns Analysis

Growth Analysis

Price/Earnings EV/EBITDA Price/Free Cash Flow Price/Book Price/Sales

ROIC % Adjusted ROIC % Return on Equity % Return on Assets % Dividend Yield %

Revenue Growth % EBIT Growth % EPS Growth % Free Cash Flow Growth % Dividend/Share Growth %

Last Historical Year

Last Historical Year

(14)

Company/Ticker Net Income

(Mil) 2012

2013(E) 2014(E)

2012

2013(E) 2014(E)

2012

2013(E) 2014(E)

2012

2013(E) 2014(E)

2012

2013(E) 2014(E)

Pfizer Inc PFE USA 16,476 USD 80.8 82.0 80.5 43.4 46.0 44.0 30.5 33.3 34.0 27.9 29.7 28.3 26.7 53.0 25.1

Novartis AG NVS USA 12,811 USD 67.4 71.7 71.9 24.0 27.3 27.8 21.0 20.4 21.0 22.3 21.3 22.0 20.1 13.7 18.8

Merck & Co Inc MRK USA 11,743 USD 65.2 74.9 75.0 37.0 36.2 36.8 22.3 21.4 22.6 24.8 23.8 23.3 17.1 17.1 20.2

Average 71.1 76.2 75.8 34.8 36.5 36.2 24.6 25.0 25.9 25.0 24.9 24.5 21.3 27.9 21.4

Sanofi SNY US 8,101 EUR 69.1 67.6 68.5 24.1 30.8 32.8 21.3 18.8 22.3 22.5 19.6 21.3 18.2 14.2 18.9

Company/Ticker Total Debt

(Mil) 2012

2013(E) 2014(E)

2012

2013(E) 2014(E)

2012

2013(E) 2014(E)

2012

2013(E) 2014(E)

2012

2013(E) 2014(E)

Pfizer Inc PFE USA 37,460 USD 46.1 41.7 43.1 31.6 29.4 30.1 6.4 23.2 20.2 1.5 1.6 1.6 2.3 2.1 2.2

Novartis AG NVS USA 19,726 USD 28.6 23.4 19.8 22.2 19.0 16.5 19.1 22.5 26.4 1.4 1.0 0.9 1.8 1.7 1.7

Merck & Co Inc MRK USA 20,569 USD 38.8 46.3 44.5 28.0 31.7 30.8 24.5 20.1 18.6 1.2 1.4 1.3 2.0 2.1 2.1

Average 37.8 37.1 35.8 27.3 26.7 25.8 16.7 21.9 21.7 1.4 1.3 1.3 2.0 2.0 2.0

Sanofi SNY US 14,531 EUR 25.3 27.3 25.5 20.2 21.4 20.3 15.7 16.9 21.0 1.7 1.5 1.3 1.8 1.7 1.7

Company/Ticker Market Cap

(Mil) 2012

2013(E) 2014(E)

2012

2013(E) 2014(E)

2012

2013(E) 2014(E)

2012

2013(E) 2014(E)

2012

2013(E) 2014(E)

Pfizer Inc PFE USA 203,765 USD 6.60 9.07 8.07 2.64 3.58 3.12 2.39 3.35 2.88 7.29 13.90 11.43 38.6 28.2 64.9

Novartis AG NVS USA 189,720 USD 3.32 2.81 3.92 1.16 1.29 1.43 0.88 0.98 1.11 1.37 1.39 1.93 63.4 71.5 67.1

Merck & Co Inc MRK USA 156,352 USD 7.62 8.43 8.15 2.30 2.78 2.65 1.94 2.40 2.28 5.43 12.23 11.57 82.9 108.1 95.1

Average 5.85 6.77 6.71 2.03 2.55 2.40 1.74 2.24 2.09 4.70 9.17 8.31 61.6 69.3 75.7

Sanofi SNY US 129,426 USD 4.97 7.29 8.81 1.65 1.98 2.15 1.18 1.50 1.67 1.72 2.53 3.05 63.9 90.9 73.0

Comparable Company Analysis

These companies are chosen by the analyst and the data are shown by nearest calendar year in descending market capitalization order.

Profitability Analysis

Leverage Analysis

Liquidity Analysis

Gross Margin % EBITDA Margin % Operating Margin % Net Margin % Free Cash Flow Margin %

Debt/Equity % Debt/Total Cap % EBITDA/Interest Exp. Total Debt/EBITDA Assets/Equity

Cash per Share Current Ratio Quick Ratio Cash/Short-Term Debt Payout Ratio %

Last Historical Year

Last Historical Year

(15)

3 Moat Valuation 3 Three-Stage Discounted Cash Flow 3 Weighted Average Cost of Capital 3 Fair Value Estimate 3 Scenario Analysis 3 Uncertainty Ratings 3 Margin of Safety 3 Consider Buying/Selling 3 Stewardship Rating

their fair value. A number of components drive this rating: (1) our assessment of the firm’s economic moat, (2) our estimate of the stock’s intrinsic value based on a discounted cash-flow model, (3) the margin of safety bands we apply to our Fair Value Estimate, and (4) the current stock price relative to our fair value estimate.

The concept of the Morningstar Economic Moat™ Rating plays a vital role not only in our qualitative assessment of a firm’s investment potential, but also in our valuation process.

We assign three moat ratings—none, narrow, or wide—as well as the Morningstar Moat Trend™ Rating—positive, stable, or negative—to each company we cover. There are two major requirements for firms to earn either a narrow or wide moat rating: (1) the prospect of earning above-average returns on capital; and (2) some competitive edge that pre- vents these returns from quickly eroding. The assumptions we make about a firm’s moat determine the length of “eco- nomic outperformance” that we assume in the latter stages

enterprise value and the value of the firm if no future net in- vestment were to occur. Said differently, moat value identi- fies the value generated by the firm as a result of any future net new investment. Our Moat Trend Rating reflects our as- sessment of whether each firm’s competitive advantage is either getting stronger or weaker, since we think of moats as dynamic, rather than static.

At the heart of our valuation system is a detailed projection of a company’s future cash flows. The first stage of our three- stage discounted cash flow model can last from 5 to 10 years and contains numerous detailed assumptions about various financial and operating items. The second stage of our mod- el—where a firm’s return on new invested capital (RONIC) and earnings growth rate implicitly fade until the perpetuity year—can last anywhere from 0 years (for no-moat firms) to 20 years (for wide-moat companies). In our third stage, we assume the firm’s RONIC equals its weighted average cost of capital, and we calculate a continuing value using a standard Morningstar Research Methodology for Valuing Companies

Analyst conducts company and industry research:

Financial statement analysis Channel checks Trade-show visits Industry and company reports and journals Conference calls Management and site visits 3 3

3 3

3 3

Strength of competitive advantage is rated:

None, Narrow, or Wide Advantages that confer an economic moat:

High Switching Costs (Microsoft)

Cost advantage (Wal-Mart) Intangible assets (Johnson & Johnson) Network Effect (Mastercard) Efficient Scale (Lockheed Martin)

Analyst considers past financial results and focuses on competitive position and future prospects to forecast future cash flows.

Assumptions are entered into Morningstar’s proprietary discounted cash-flow model.

The analyst then eval- uates the range of potential intrinsic values for the company and assigns an Uncertainty Rating: Low, Medium, High, Very High, or Extreme.

The Uncertainty Rating determines the margin of safety required before we would rec- ommend the stock.

The higher the uncer- tainty, the wider the margin of safety.

Analyst uses a discounted cash-flow model to develop a Fair Value Estimate, which serves as the foundation for the Morningstar Rating for stocks.

The current stock price relative to Morningstar’s Fair Value Estimate, adjusted for uncertainty, determines the Morningstar Rating for stocks.

The Morningstar Rating for stocks is updated each evening after the market closes.

QQQQQ QQQQ QQQ QQ Q

Fundamental Analysis

Economic Moat

TM

Rating

Company Valuation

Fair Value Estimate

Uncertainty

Assessment

(16)

3 Uncertainty Methodology 3 Cost of Equity Methodology 3 Morningstar DCF Valuation Model 3 Stewardship Rating Methodology

* Please contact a sales representative for more information.

Instead, we rely on a system that measures the estimated volatility of a firm’s underlying future free cash flows, tak- ing into account fundamental factors such as the diversity of revenue sources and the firm’s fixed cost structure.

We also employ a number of other tools to augment our valu- ation process, including scenario analysis, where we assess the likelihood and performance of a business under different economic and firm-specific conditions. Our analysts typically model three to five scenarios for each company we cover, stress-testing the model and examining the distribution of resulting fair values.

The Morningstar Uncertainty Rating captures the range of these potential fair values, based on an assessment of a company’s future sales range, the firm’s operating and fi- nancial leverage, and any other contingent events that may impact the business. Our analysts use this range to assign an appropriate margin of safety—or the discount/premium

prices receive our highest rating of five stars, whereas firms trading above our consider-selling prices receive our lowest rating of one star.

Morningstar Margin of Safety and Star Rating Bands

Price/Fair Value 2.75

2.50 2.25 2.00 1.75 1.50 1.25 1.00 0.75 0.50 0.25

Low Medium High Very High*

* Occasionally a stock’s uncertainty will be too high for us to estimate, in which case we label it Extreme.

• 5 Star

• 4 Star

• 3 Star

• 2 Star

• 1 Star

Uncertainty Rating

— 125%

105% — 80% —

— 95%

— 135%

110% —

70% —

— 90%

— 155%

115% —

60% —

— 85%

— 175%

125% —

50% —

— 80%

New Morningstar Margin of Safety and Star Rating Bands as of August 18th, 2011

Our corporate Stewardship Rating represents our assess- ment of management's stewardship of shareholder capital, with particular emphasis on capital allocation decisions.

Analysts consider companies' investment strategy and

valuation, financial leverage, dividend and share buyback

policies, execution, compensation, related party transac-

tions, and accounting practices. Corporate governance

practices are only considered if they've had a demonstrated

impact on shareholder value. Analysts assign one of three

ratings: "Exemplary," "Standard," and "Poor." Analysts judge

stewardship from an equity holder's perspective. Ratings

are determined on an absolute basis. Most companies will

receive a Standard rating, and this is the default rating in

the absence of evidence that managers have made

exceptionally strong or poor capital allocation decisions.

(17)

coverage list.

3 Encapsulates our in-depth modeling and quantitative work in one letter grade.

3 Allows investors to rank companies by each of the four underlying com- ponents of our credit ratings, including both analyst-driven and quantitative measures.

3 Provides access to all the underlying forecasts that go into the rating, available through our insti- tutional service.

different lenses—qualitative and quantitative, as well as fundamental and market-driven. We therefore evaluate each company in four broad categories.

Business Risk

Business Risk captures the fundamental uncertainty around a firm’s business operations and the cash flow generated by those operations. Key components of the Business Risk rating include the Morningstar Economic Moat

Rating and the Morningstar Uncertainty Rating.

Cash Flow Cushion

Morningstar’s proprietary Cash Flow Cushion

ratio is a fundamental indicator of a firm’s future financial health The measure reveals how many times a company’s internal cash generation plus total excess liquid cash will cover its debt-like contractual commitments over the next five years. The Cash Flow Cushion acts as a predictor of financial distress, bringing to light potential refinancing, operational, and liquidity risks inherent to the firm.

3 3 3 3 3

3

The higher the rating, the less likely we think the company is to default on these obligations.

The Morningstar Corporate Credit Rating builds on the modeling expertise of our securities research team. For each company, we publish:

Five years of detailed pro-forma financial statements Annual estimates of free cash flow

Annual forecasts of return on invested capital

Scenario analyses, including upside and downside cases Forecasts of leverage, coverage, and liquidity ratios for five years

Estimates of off balance sheet liabilities

These forecasts are key inputs into the Morningstar Corporate Credit Rating and are available to subscribers at select.morningstar.com.

Morningstar Research Methodology for Determining Corporate Credit Ratings

Competitive Analysis

Cash-Flow Forecasts

Scenario Analysis

Quantitative Checks

Rating Committee

A AA

BBB

C

D

BB CC B

CCC

Analyst conducts company and industry research:

• Management interviews

• Conference calls

• Trade show visits

• Competitor, supplier, distributor, and customer interviews

• Assign Economic Moat

Rating

Analyst considers company financial statements and competitive dynamics to forecast future free cash flows to the firm.

Analyst derives estimate of Cash- Flow Cushion

.

Analysts run bull and bear cases through the model to derive alternate estimates of enterprise value.

Based on compet- itive analysis, cash-flow fore- casts, and scenario analysis, the analyst assigns Business Risk.

We gauge a firm’s health using quantitative tools supported by our own backtesting and academic research.

• Morningstar Solvency Score

• Distance to Default

Senior personnel review each company to determine the appropriate final credit rating.

• Review modeling assumptions

• Approve company-specific adjustments

AAA Extremely Low Default Risk AA Very Low Default Risk

A Low Default Risk BBB Moderate Default Risk

BB Above Average Default Risk B High Default Risk

CCC Currently Very High Default Risk CC Currently Extreme Default Risk

C Imminent Payment Default D Payment Default UR Under Review UR+ Positive Credit Implication UR- Negative Credit Implication

AAA

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a credit committee of at least five senior research per- sonnel reviews each preliminary rating.

We review credit ratings on a regular basis and as events warrant. Any change in rating must be approved by the Credit Rating Committee.

Investor Access

Morningstar Corporate Credit Ratings are available on Morningstar.com. Our credit research, including detailed cash-flow models that contain all of the components of the Morningstar Corporate Credit Rating, is available to subscribers at select.morningstar.com.

measure focuses on the future cash-generating performance of the firm derived from Morningstar’s proprietary discounted cash flow model. By making standardized adjustments for certain expenses to reflect their debt-like characteristics, we can compare future projected free cash flows with debt-like cash commitments coming due in any particular year. The forward-looking nature of this metric allows us to anticipate changes in a firm’s financial health and pinpoint periods where cash shortfalls are likely to occur.

Morningstar Solvency Score

The Morningstar Solvency Score

is a quantitative score derived from both historical and forecasted financial ratios.

It includes ratios that focus on liquidity (a company’s ability to meet short term cash outflows), profitability (a company’s ability to generate profit per unit of input), capital structure (how does the company finance its operations), and interest coverage (how much of profit is used up by interest payments).

Distance to Default

Morningstar’s quantitative Distance to Default measure ranks companies on the likelihood that they will tumble into financial distress. The measure is a linear model of the percentile of a firm’s leverage (ratio of Enterprise Value to Market Value), the percentile of a firm’s equity volatility relative to the rest of the universe and the interaction of these two percentiles. This is a proxy methodology for the common definition of Distance to Default which relies on option-based pricing models. The proxy has the benefit of increased breadth of coverage, greater simplicity of calculation, and more predictive power.

For each of these four categories, we assign a score, which

we then translate into a descriptive rating along the scale

of Very Good / Good / Fair / Poor / Very Poor.

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