-Solvency ratio

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							1.1
1.2
                                                                                                         1.3




• The first half year results of DSM show a great         • Approximately 30% concerns activities in which
  financial performance with sales +33% and net             DSM is a European leader: polymers, bakery
  earnings +85% over H1 1999. DSM expects                   ingredients and composite resins.
  earnings per share for the whole of 2000 to be
  more than € 5.

• DSM’s financial ratios are solid. Following the
  acquisition of Gist-brocades in 1998, DSM
  succeeded in bringing its financial ratios back in
  line with its long-term objectives as early as
  1999. In the first half of 2000 these ratios
  improved further:

  - Solvency ratio                         41%
  - Net debt / group equity                50%
  - EBITDA / fin. income & expense 20
  - EBIT/ fin. income & expense            13
  These ratios form a solid platform for further
  growth.

• In 1999, about 80% of DSM’s overall sales were
  generated in markets where DSM holds a top-3
  position in terms of market share.

• Almost 50% of sales is realized by businesses in
  which DSM holds a global leadership position.
  These activities are fine chemicals, anti-infectives,
  food ingredients, elastomers, radiation-curable
  products, powder coating resins, engineering
  plastic products, caprolactam and melamine.
                                                       1.4




• DSM has a solid track record of meeting its
  strategic and financial objectives. From the mid-
  nineties onwards, DSM has consistently pursued
  the following strategy:
  - generate profitable growth
  - shift the portfolio toward Life Science Products
     and Performance Materials, in other words the
     higher value added activities
  - focus on more attractive end markets
  - accelerate growth in Life Science Products
  - selectively grow in Performance Materials and
     improve the performance of these businesses
  - keep Polymer & Industrial Chemicals in top
     shape.

• In 1998 DSM started a corporate wide
  Operational Excellence programme in order to
  realize additional value and announced to target
  for € 5 - 7 earnings per share in 2002.
                                                     1.5




• The prime driver of DSM’s current strategy is
  Profitable Growth.

• In 1994, DSM’s sales totalled € 4 billion. The
  estimate for the total sales in 2000 is about
  twice that figure. Autonomous volume growth
  accounted for nearly two-thirds of the increase.
  The remainder is the net effect of acquisitions
  and divestments. The most important
  acquisitions realized in this time frame were:
  Gist-brocades in 1998, Vestolen in 1997 and
  Chemie Linz and Deretil in 1996.

• In the next chapter the good profitability level
  of DSM is elucidated.
                                                       1.6




• Over the last 5 years DSM realized a major shift
  in its portfolio towards Life Science Products and
  Performance Materials via organic growth,
  performance improvement, and a series of
  acquisitions especially in the LSP cluster.

• In 1995 Life Science Products and Performance
  Materials accounted for almost 39% of DSM’s
  total sales volume and generated 10% of the
  operating result. In 1999 these clusters
  accounted for 55% of the total sales volume and
  53% of the operating result 53%.
                                                         1.7




• DSM also managed in the second half of the last
  decade to position DSM in markets with higher
  growth and earnings potentials. The development
  of the top-5 end-use markets for DSM’s products
  reflects the shift in DSM’s portfolio of activities.
  This has resulted in:
  – an increased focus on selected end markets.
     The share in total sales accounted for by
     DSM’s top-5 markets went up from 55 to 64%
     in 6 years. All of these end markets are served
     by various business groups in different clusters.

  – a more attractive set of major end markets.
    Pharmaceuticals, Electrics & Electronics, and
    Food Intermediates have replaced less
    attractive end-use markets such as Agriculture
    (mainly fertilizers), Consumer plastic products
    (mainly Curver) and Building & Construction.

• As a result of the intended acquisition of
  Catalytica Pharmaceuticals, the share of DSM’s
  sales to the pharmaceutical market will represent
  more than 20% of total corporate sales.
                                                         1.8




• DSM has consistently grown its Life Science
  Products cluster for quite some years, based on
  autonomous volume growth substantially
  accelerated by acquisitions.

• The main acquisitions were:

  1987           Andeno
  1988-1995      Smaller companies
  1996           Chemie Linz and Deretil
  1998           Gist-brocades

• Through these acquisitions, DSM not only
  stepwise expanded significantly the scope of
  these activities, but also enlarged the platform for
  further autonomous growth of the Life Science
  Products cluster.

• The intended acquisition of Catalytica will boost
  total sales of the DSM Life Science Products
  cluster to well over € 2 billion.
                                                                                                          1.9




• Substantial restructuring of the Performance          • Net sales growth of the cluster has been modest
  Materials cluster has led to a major improvement        in the recent past, since a firm autonomous
  of financial performance. To achieve this DSM:          growth has been negated by divestments. DSM
  - realized a European leadership position in            expects sales volumes to increase substantially as
     structural resins through the acquisition of the     from now, as the repositioning of the portfolio
     BASF business                                        has been finalized and existing businesses are in
  - divested € 300 million sales of non-core              excellent shape for capturing profitable growth.
     activities
     - EPP Transparent Sheet
     - Compounds and Mouldings of thermoset
        resins
     - NBR
  - restructured and reduced costs in all business
     groups
  - strengthened the position of engineering
     plastic by major investments in PA-6
     polymerization (Europe and USA) and
     expanded compounding activities in all major
     geographies
  - confirmed global leadership positions in EPDM
     and powder coating resins
  - grew the radiation curable products, stanyl
     and dyneema businesses, which now have
     excellent profitability levels.
                                                      1.10




• Petrochemicals have been profitable cash
  generating businesses for DSM with excellent
  financial returns through the cycle. DSM has
  achieved a European leadership position based on
  an excellent low cost position

• DSM’s cost position is favorably impacted by the
  fact that the production sites in Geleen and
  Gelsenkirchen are located close to customers and
  that the capacity per site is higher than that of
  our peers’ sites. Both PE and PP businesses
  operate from fully controlled, highly integrated
  sites connected with the ARG-pipeline grid. The
  majority of other producers are faced with a high
  complexity in terms of site structure and
  ownership patterns. DSM is the sole Polymers
  company producing only on sites ranking in the
  group of twelve strongest sites in Europe
  (accounting for 60% of the total C2/C3-output).

• Over the past ten years the the combined
  European marketshare of DSM’s PE and PP
  businesses have doubled to 12%.
                                                       1.11




• DSM’s Industrial Chemicals business is also in
  top shape. The main focus is on strengthening
  the global leadership positions in caprolactam
  and melamine.

• In caprolactam DSM made good progress in
  developing the HPOplus and butadiene-based
  processes. DSM started a PA-6 recycling plant in
  the USA and increased global production capacity
  by 15%. In addition DSM is close to realizing of a
  production base in Asia through our Nanjing
  project in China.

• DSM’s Melamine business has installed a third-
  generation urea plant in Geleen, realized major
  cost-savings through a successful restructuring
  project in Europe and crept/debottlenecked their
  global production capacity by 20%. The
  development of the new SLP technology for
  melamine production is successfully finalized and
  ready to be used in a new 40 kt plant in the near
  future.
                                                        1.12




• All in all DSM is well on track to achieving all
  the strategic and financial targets set in the
  previous “Priorities for Profitable Growth”-
  strategy, including:
  - strong top-line growth
  - portfolio shift toward Life Science Products
     plus Performance Materials, by:
     • major steps in Life Science Products
     • performance improvement in Performance
        Materials
  - significant earnings contributions from the
     Operational Excellence programme
  - earnings per share of more than € 5

• These results are the fruits of a very consistent
  strategy of DSM over the last decade, focusing
  the portfolio on leadership positions in businesses
  that add more value and are less cyclical.

• The next chapter will elucidate further that DSM
  will achieve the financial targets for 2002.
                                                      1.13




• As the targets for 2002 set in the CSD*1997
  were likely to be achieved, DSM was in a
  position to formulate a challenging vision beyond
  2002 in the CSD 2000. DSM shifted the
  goalposts to 2005. That is why the outcome of
  the CSD 2000 is referred to as Vision 2005.

• Major changes are taking place in the current
  business environment. These have been
  examined in-depth. On the following pages a
  brief overview will be given. Subsequently, two
  factors will be highlighted:
  - the concentration trends across many
     industries and their implications for DSM
  - the low market capitalization of DSM.

• DSM also reviewed the developments in all its
  current business clusters thoroughly. A summary
  of the growth opportunities is presented.



* CSD stands for Corporate Strategy Dialogue, an
  internal excercise DSM undertakes roughly every
  3 year to evaluate progress and formulate new
  strategic targets.
                                                                                                        1.14




• As generic trends DSM seas market constraints          - New business models
  decreasing, while market and financial                 Specialized new firms often adopt new business
  transparency increases. Also the technological         models. In the Life Science Products field
  revolutions in e.g. ICT, biotech, new materials        specialized Contract Manufacturing
  and alternative energy lead to accelerating            Organizations, Contract Research Organizations
  innovation.                                            and Service companies have arisen. Similarly, ICT
                                                         enables new business forms like auction sites and
• DSM identified five main consequences of these         specialized logistical outsourcing.
  trends:

  - Concentration:
  Concentration is increasing in nearly all industrial
  activities, including those of DSM. Concentration
  also occurs in neighboring industries like oil and
  pharma, albeit with different consequences for
  DSM, as will be illustrated hereafter.
  - Price pressures:
  Increasing market transparency primarily leads to
  price pressures since customers can more easily
  compare offerings across currencies and
  geographies. Price erosion may well occur before
  cost reduction is achieved, leading to margin
  erosion.
  - Specialization/ Focus
  Financial market pressures on conglomerates
  leads to a tendency to create ‘pure plays’ by
  unbundling heterogeneous activities. Increased
  market transparency also leads firms to focus on
  what they can do best. Finally, the innovation
  waves (e.g. biotech) lead to specialization in
  order to keep up.
                                                      1.15




• The oil sector has shown a rapid consolidation in
  the past few years.

• This oil-driven consolidation leads to
  petrochemical consolidation in Europe. BP
  Amoco, and ARCO, Exxon & Mobil and Total,
  Fina, and Elf have all chosen to integrate their
  petrochemical operations. Other companies have
  combined their petrochemical business into new
  entities such as Borealis and Basell.

• These players operate on a global basis.
  Therefore, consolidation is accelerating not only
  in Europe, but worldwide. Examples in the USA
  are Chevron/ Phillips and Equistar.

• The question for a mid-sized player like DSM is
  whether and if so, how our petrochemicals
  businesses should participate in this global
  consolidation.
                                                       1.16




• Consolidation is also accelerating in the
  pharmaceuticals and food sectors, which are
  substantially more fragmented than the oil
  industry.

• Contrary to the oil industry, however, this
  consolidation leads to the spin-off in the form of
  new companies in the field of our Life Science
  Products and Performance Materials activities.

• DSM regards this as a temporary phase after
  which consolidation of the pharma and food
  supplier base will follow.

• In the meantime these new companies of which
  only a few examples are shown above offer
  attractive opportunities to DSM for swaps and
  acquisitions.
                                                       1.17




• DSM benchmarked its performance on a number
  of financial parameters such as sales growth and
  EBIT(DA) growth, etc. On these measures DSM
  can show at least an equivalent performance to
  the peer group.

• In addition DSM’s earnings stability has increased
  substantially thanks the aforementioned portfolio
  shift.

• Nevertheless, DSM’s P/E and EV/EBIT(DA) is
  lower than any category of peers, be it
  commodity, hybrids or specialties.

• There may be several reasons to explain this
  underperformance, for instance the market’s
  perception that DSM still is a cyclical stock with
  predominantly a commodity profile. Another
  explanation may relate to concerns about our
  portfolio-breadth relative to our company size.

• DSM recognizes the need for substantial rerating
  and appreciation of our market capitalization.
                                                                                                        1.18




• The market for pharma intermediates is growing       • The food ingredients market has a size of approx.
  at a rate of 8-12% per year. This growth is            € 35 billion and is growing at a rate of approx.
  spurred by a healthy growth of end markets and         5% per year. Important trends in the end-use
  continued outsourcing of primary and secondary         market are the drive for a greater variety,
  manufacturing of drug substances by large              convenience, diet and health issues (e.g.
  pharma houses.                                         nutraceuticals).

• A significant consolidation has taken place          • The food ingredients business is still fragmented
  already. The top-10 pharma companies now               as the top-10 represent 35% of the total market.
  represent approx. 40% market share, up from            With a total sales of approx. € 800 million DSM
  25% in 1990. The same trend can be observed            belongs to this top-10 and holds interesting
  on the supplier side, which however is still more      positions in dairy and bakery ingredients, based
  fragmented, with a global market share of 20%          on leading positions in fermentation and enzyme
  for the top-10 group. For this reason DSM              technology.
  expects the concentration trend among suppliers
  to continue.                                         • In the food ingredients business, too, DSM
                                                         expects further concentration, which will provide
• Through the intended acquisition of Catalytica,        opportunities to strengthen and to expand DSM’s
  DSM will confirm its global leadership as supplier     product scope.
  to the pharmaceutical industry, although its
  market share of approx. 5% is still modest. Taking
  into account DSM’s broad chemical and
  biotechnological toolbox, DSM has an excellent
  platform for further aggressive growth both
  autonomously and by acquisitions.
                                                                                                            1.19




• For DSM, the Performance Materials cluster              • A major restructuring, of the cluster, which
  comprises ‘materials’-positions only and                  started in 1996 and involved acquisitions,
  encompasses activities in synthetic rubbers,              repositioning and selective divestments has led to
  super strong fibres, engineering plastics, powder         a substantial strengthening of the performance,
  coating resins, fiber optic materials, composite          clearly illustrated by improved financials and
  resins and, until now, also engineering plastic           increasing sales growth from1998. Selective
  products. Most of our peers also include specialty        growth via concentric acquisitions is possible
  chemicals under this heading, for example                 around this core position.
  catalysts, additives, specialty fibres and functional
  chemicals.                                              • Most performance materials/specialty chemicals
                                                            businesses are global, show healthy growth
• DSM will divest its Engineering Plastic Products          figures of 5-10% per year and are financially to
  business group in spite of its increasingly good          the major players as they offer stable earnings.
  performance. Thanks to a successful restructuring
  programme in the recent past the business               • Ongoing industry restructuring in the PM/SC-
  prospects are excellent and EPP is poised to enter        field lead to ample opportunities for further
  a further stage of development. Given EPP’s               growth by acquisitions. DSM is well-positioned to
  stand-alone position in the portfolio of DSM and          take advantage of these opportunities.
  different success factors due to its polymer
  processing and distribution characteristics, DSM
  believes we are not the best parent for this
  business to grow EPP further to its full potential.
                                                                                                         1.20




• DSM has achieved a European leadership               • In industrial chemicals like melamine and
  position in petrochemicals. Its petrochemical          caprolactam DSM a global leader based on
  operations have the largest capacities per site in     marketshare and (proprietary) technology
  Europe. DSM can strengthen this position even          positions. Moreover, these businesses provide
  more by implementing an attractive profitable          significant integration benefits: caprolactam with
  capacity expansion program in Geleen with total        engineering plastics (PA6) and melamine with
  investments of less than € 1 billion. This program     DSM’s urea-technology. DSM has the ambition to
  involves three interrelated projects:                  further leverage these positions globally by:
  - a worldscale tubular LDPE- plant of 400 kt           - constructing a melamine plant based on SLP
     based upon proprietary technology                      technology
  - a gas-phase PP-plant of 350 kt (the latter           - finalizing a caprolactam joint venture in
     replacing two slurry plants) and                       Nanjing (China) and introducing new DSM
  - a corresponding expansion of the cracker                technology to scale up the plant.
     capacity with approximately 550 kt C2 and
     250 kt C3.

• DSM is also participating in the scoping of a C3
  pipeline grid similar to the existing C2 grid in
  cooperation with other major petrochemicals
  producers in order to also improve its C3-
  feedstock flexibility.
1.21
                                                        1.22




• Given the abundant opportunities for growth in
  all clusters, DSM used the above list of criteria
  for evaluating the various strategic options.

• Some of these criteria DSM has consistently used
  for years, like:
  - realize profitable growth
  - focus on leadership positions and growth
     markets
  - reduce cyclicality
  - improve our geographical spread

• In CSD 2000 some important evaluation criteria
  are added:
  - the consequences of concentration trends for
     the leadership positions
  - the desire to increase the market
     capitalization, while maintaining a sufficiently
     large corporate size, particularly in terms of
     financial critical mass.
                                                        1.23




• DSM wants to further focus on leadership
  positions in Life Science Products and
  Performance Materials, thus accelerating the
  portfolio shift. This strategic direction is called
  Vision 2005.

• Vision 2005 is in line with the current strategy to
  further focus on leadership positions in
  businesses that add more value and are less
  cyclical. In addition, it takes into account the
  different effects of consolidation for the Life
  Science Products and Performance Materials
  businesses versus the Petrochemicals businesses.

• Vision 2005 also addresses the wish to increase
  DSM’s market capitalization which at present is
  related to a perceived cyclicality and portfolio-
  breadth.

• Vision 2005 as a strategic direction will result in
  increased Focus and Value.
                                                                                                       1.24




• The basic policy of DSM remains to exploit the        consolidation. As a consequence DSM prefers to
  full growth potential of all its businesses. DSM      complete this investment programme jointly
  wants to support all growth opportunities that        with a global industrial partner. In preparation
  create substantial value.                             for this, DSM will create a separate entity
                                                        within DSM, consisting of the Hydrocarbons,
• However, DSM has reached the conclusion that,         Polyethylene and Polypropylene business
  given the different dynamics of the various           groups. The relationships between this
  businesses and given the corporate                    petrochemical entity and other DSM units will
  considerations, different approaches need to be       be transparent and at arm’s length. This internal
  adopted in exploiting the full business value and     separation is expected to be finalized in Q1
  growth potential of our businesses:                   2001.
  - In Life Science Products and Performance
    Materials business DSM has achieved critical
    platforms for accelerated growth through
    organic expansion complemented with focused
    acquisitions. In these still fragmented business
    environments there are plenty of opportunities
    to leverage our leadership positions. Similarly,
    DSM’s global and technological leadership
    positions in caprolactam and melamine enable
    further expansion.
  - In the petrochemicals area, DSM’s target is to
    enable these businesses to strengthen their
    European leadership position through the
    investment programme in Geleen. In order to
    exploit their potential to the full, DSM wants to
    enable them to participate in the global industry
                                                                                                          1.25




• Execution of our Vision 2005 requires a              • Such a coordinated implementation allows DSM
  coordinated implementation:                            to maintain sufficient corporate size and financial
                                                         critical mass, while assuming a completely
  - Petrochemicals                                       different profile.
    DSM will start to create a separate
    petrochemical entity within DSM, consisting
    of the business groups Hydrocarbons,
    Polyethylene and Polypropylene. The
    relationships between this petrochemical
    entity and other DSM units will transparent
    and at arm’s length. This internal separation is
    expected to be finalized in Q1 2001. This
    petrochemical entity will prepare the said
    Geleen investment programme. Execution of
    which is planned for 2001-2004. It is the
    preference of DSM to complete this program
    with an industrial partner allowing the
    business to participate in the global industry
    consolidation.

  - Life Science Products and Performance
    Materials & Industrial Chemicals
    In the same timeframe of 2001-2004 the
    accelerated growth of Life Science Products
    and Performance Materials will occur. DSM
    will continue to build on the global leadership
    positions in caprolactam and melamine.
                                                                                                        1.26




• No matter how we view ourselves, the current         • With this profile DSM will be rank among the
  profile makes the world see DSM as a                   ‘Specialty Chemicals’ peer group which presently
  hybrid/commodity company with earnings                 consists of companies like the ones listed in the
  movements determined by commodity business.            slide. Within this peer group, DSM aims to
  This is why DSM is categorized among hybrid            realize a clear top position in 2005.
  and commodity companies such as BASF,
  DOW/UCC, Exxon Mobil Chemicals, etc.
  Within this group DSM is a medium sized
  company striving for a place in the global top-10
  at best.

• The implementation of Vision 2005: Focus and
  Value will complete DSM’s transformation from
  the commodity company of the eighties via the
  hybrid company of the nineties to a specialty
  company in 2005.

• DSM aims for an overall company size of around
  € 10 billion in sales, of which 80% will be in the
  areas of Life Science Products, Performance
  Materials and Specialty Chemicals. The
  remaining 20% will predominantly relate to our
  well-integrated, global positions in caprolactam
  and melamine.
                                                         1.27




• DSM’s current portfolio of Life Science Products
  (including the intended acquisition of Catalytica),
  Performance Materials and Industrial Chemicals
  is about € 5 billion, € 4 billion in Specialties and
  € 1 billion in Industrial Chemicals. DSM wants to
  double this part of its portfolio by a combination
  of autonomous growth and acquisitions.

• Petrochemicals will follow its own development
  and participate in the global consolidation of this
  sector at a well-timed moment linked to the
  realization of the other part of Vision 2005.

• DSM will finance this transformation of the
  business portfolio using retained earnings,
  revenues from divestments and some additional
  debt.

• The shift in portfolio from the present 60% to
  80% in ‘Specialties’ will substantially increase the
  earnings stability and allow for further profitable
  growth at EBITDA levels of 18 to 20% of sales.

• DSM expects that this improvement of the profile
  of the company will result in more than a
  doubling of the market capitalisation by 2005.
1.28

						
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