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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
 
 
FORM 8-K
 
CURRENT REPORT
 
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
 
Date of Report (Date of earliest event reported): January 7, 2019
 
 
EMERGENT BIOSOLUTIONS INC.
(Exact name of registrant as specified in its charter)
 
DELAWARE
  
001-33137
  
14-1902018
(State or other jurisdiction
  
(Commission File Number)
  
(IRS Employer
of incorporation)
      
Identification No.)
 
400 Professional Drive, Suite 400,
Gaithersburg, Maryland 20879
 (Address of principal executive offices, including zip code)
 
(240) 631-3200
(Registrant's telephone number, including area code)

N/A
(Former name or former address, if changed since last report)
 
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
 
☐    Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 
☐    Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
 
☐    Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
 
☐    Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))


Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company     ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
 
 
Item 2.02 Results of Operations and Financial Condition.


On January 7, 2019, Emergent BioSolutions Inc. announced preliminary unaudited financial results for 2018 and guidance for 2019. The full text of the press release issued in connection with the announcement is attached as Exhibit 99.1 to this Current Report on Form 8-K. In addition, the sections entitled “Track Record of Profitable, Diversified Growth,” “2018 Performance,” and “Reconciliation Tables” of the corporate slide deck attached as Exhibit 99.2 are incorporated herein by reference.

Item 7.01 Regulation FD Disclosure.


During the week of January 7, 2019, representatives of the company will be attending meetings with investors, analysts and others at the J.P. Morgan Healthcare Conference in San Francisco, California and these company representatives plan to present the slides attached as Exhibit 99.2 to this Current Report on Form 8-K.
 
Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

Exhibit No.    
  
Description
   99.1  
 
Press release, issued January 7, 2019.
 99.2
  
Corporate slide deck, dated January 8, 2019.


 

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.


 
EMERGENT BIOSOLUTIONS INC.
 
 
 
Dated: January 7, 2019
By:
/s/ RICHARD S. LINDAHL
   
Name:       Richard S. Lindahl
Title:         Executive Vice President, Chief Financial Officer and Treasurer
 
     

EXHIBIT INDEX
 
Exhibit No.    
  
Description
 
Press release, dated January 7, 2019.
 
Corporate slide deck, dated January 8, 2019.

 
 
                                                                                                         EXHIBIT 99.1
 
EMERGENT BIOSOLUTIONS ANNOUNCES PRELIMINARY 2018 FINANCIAL RESULTS AND PROVIDES 2019 FINANCIAL FORECAST

·
Full year 2018 preliminary performance in line with recently revised guidance
·
Full year 2019 forecast reflects continued growth of organic business and anticipated positive impact of recent acquisitions

GAITHERSBURG, Md., January 7, 2019—Emergent BioSolutions Inc. (NYSE: EBS) today announced selected preliminary unaudited 2018 financial results and its financial forecast for 2019.

Daniel J. Abdun-Nabi, chief executive officer of Emergent BioSolutions, said, “Our preliminary results for 2018 reflect another year of strong financial and operational performance as we continue to execute our strategy. As we enter 2019, we anticipate revenues topping $1 billion for the first time in our corporate history driven by solid organic growth in each of our business units together with contributions from the products that we acquired in 2018. Importantly, we also anticipate significant growth in each of our profitability metrics while simultaneously expanding our portfolio of advanced stage product candidates that address serious global public health threats. We remain steadfast in our commitment to enable governments and commercial customers worldwide to address their public health threat preparedness and response needs as we further our mission of protecting and enhancing life.”


PRELIMINARY 2018 FINANCIAL RESULTS (Unaudited)
The company is providing the following preliminary, unaudited financial results for full year 2018.

(in millions)
  
PRELIMINARY RESULTS
(As of 1/7/2019)
    
Previous Forecast
(As of 11/1/2018)
  
Total Revenues
  
$
779 -- $784
    
$
770 -- $800
  
Pretax Income
  
$
79 -- $83
    
$
75 -- $90
  
Net Income (1)
  
$
60 -- $64
    
$
60 -- $70
  
Adjusted Net Income (1)
  
$
117 -- $121
    
$
105 -- $115
  
EBITDA (1)
  
$
152 -- $156
    
$
155 -- $165
  
Adjusted EBITDA (1)
  
$
198 -- $202
    
$
190 -- $200
  

(1)
See “Reconciliation of Net Income to Adjusted Net Income, EBITDA and Adjusted EBITDA” for a definition of terms and a reconciliation table.

Total Revenue
For the full year 2018, the company anticipates total revenue of $779 to $784 million, the midpoint of which represents a $221 million or 39% increase from 2017. This annual increase is due primarily to the contribution of sales of ACAM2000®, (Smallpox (Vaccinia) Vaccine, Live), raxibacumab and NARCAN® (naloxone HCl) Nasal Spray in 2018 as well as higher CMO revenue, offset by lower BioThrax® (Anthrax Vaccine Adsorbed) revenue.

Net Income (GAAP and Adjusted)
For the full year 2018, the company anticipates net income of $60 to $64 million and adjusted net income of $117 to $121 million. The midpoint of the adjusted net income range represents a $23 million or 24% increase from 2017 and reflects the impact of higher product sales and CMO services revenue as well as the positive impact of a lower estimated effective tax rate. (See “Reconciliation of Net Income to Adjusted Net Income and EBITDA” for a definition of terms and a reconciliation table.)

Note
The preliminary 2018 financial results are subject to revision and will be finalized upon completion of the company’s external audit, which is anticipated in late February 2019. Once the external audit is completed, the company may report financial results that could differ, and the differences could be material.


2019 FINANCIAL FORECAST
(in millions)
  
FULL YEAR 2019
(As of 1/7/2019)
  
Total Revenues
  
$
1,060 -- $1,140
  
Net Income (1)
  
$
80 -- $110
  
Adjusted Net Income (1)
  
$
150 -- $180
  
EBITDA (1)
  
$
255 -- $285
  
Adjusted EBITDA (1)
  
$
280 -- $310
  

(1)
See “Reconciliation of Net Income to Adjusted Net Income, EBITDA and Adjusted EBITDA” for a definition of terms and a reconciliation table.

For the full year of 2019, the company’s financial forecast includes the impact of the following items:
·
continued deliveries of BioThrax to the Strategic National Stockpile (SNS) under the current procurement contract with the Centers for Disease Control and Prevention (CDC), (the contract and the SNS are now managed by the Office of the Assistant Secretary for Preparedness and Response (ASPR));
·
initial deliveries of NuThrax™ (anthrax vaccine adsorbed with CPG 7909 adjuvant) to the SNS following expected Emergency Use Authorization pre-approval by the U.S. Food and Drug Administration (FDA) under the company’s current development and procurement contract with the Biomedical Advanced Research and Development Authority (BARDA);
·
full year sales of NARCAN Nasal Spray, Vaxchora® (Cholera Vaccine, Live, Oral), and Vivotif® (Typhoid Vaccine Live Oral Ty21a), all of which were acquired in the fourth quarter of 2018;
·
deliveries of ACAM2000 to the SNS under the anticipated follow-on procurement contract with the ASPR;
·
deliveries of raxibacumab to the SNS under the current procurement contract with BARDA;
·
domestic and international sales of the other medical countermeasures that comprise Other Product sales;
·
continued CDMO services revenue;
·
increased Contract & Grant revenue due to anticipated increased work related to development projects funded by third parties; and
·
continued investment in discretionary development projects funded by the company targeting opportunities in medical countermeasures for emerging infectious diseases and other public health threats.

The outlook for 2019 does not include estimates for potential new corporate development or other M&A transactions.

Q1 2019 REVENUE FORECAST
For the first quarter of 2019, the company anticipates total revenues of $185 to $205 million.


PRESENTATION WEBCAST
The company will provide an update on the current business and discuss preliminary 2018 financial results, the forecast and corporate goals for 2019, and long-term goals for 2020 during its presentation at the 37th Annual J.P. Morgan Healthcare Conference on January 8, 2019 at 11:00 AM Pacific time.

A live webcast of the presentation can be accessed through Emergent’s website. Visit www.emergentbiosolutions.com and select the “Investors” section. An on-demand replay of the webcast can also be accessed in the investors section after the presentation has concluded.


RECONCILIATION OF NET INCOME TO ADJUSTED NET INCOME, EBITDA AND ADJUSTED EBITDA
This press release contains two financial measures (Adjusted Net Income and EBITDA (Earnings Before Interest, Taxes, Depreciation and Amortization), and Adjusted EBITDA) that are considered “non-GAAP” financial measures under applicable Securities and Exchange Commission rules and regulations. These non-GAAP financial measures should be considered supplemental to and not a substitute for financial information prepared in accordance with generally accepted accounting principles. The Company’s definition of these non-GAAP measures may differ from similarly titled measures used by others. Adjusted Net Income adjusts for specified items that can be highly variable or difficult to predict, or reflect the non-cash impact of charges resulting from purchase accounting (which are all tax effected utilizing the statutory tax rate for the US). EBITDA reflects net income excluding the impact of depreciation, amortization, interest expense and provision for income taxes. Adjusted EBITDA also excludes specified items that can be highly variable and the non-cash impact of certain purchase accounting adjustments (which are all tax effected utilizing the statutory tax rate for the US). The Company views these non-GAAP financial measures as a means to facilitate management’s financial and operational decision-making, including evaluation of the Company’s historical operating results and comparison to competitors’ operating results. These non-GAAP financial measures reflect an additional way of viewing aspects of the Company’s operations that, when viewed with GAAP results and the reconciliations to the corresponding GAAP financial measure, may provide a more complete understanding of factors and trends affecting the Company’s business.

The determination of the amounts that are excluded from these non-GAAP financial measures are a matter of management judgment and depend upon, among other factors, the nature of the underlying expense or income amounts. Because non-GAAP financial measures exclude the effect of items that will increase or decrease the Company’s reported results of operations, management strongly encourages investors to review the Company’s consolidated financial statements and publicly filed reports in their entirety.

Reconciliation of Net Income to Adjusted Net Income (Unaudited)


  
Twelve Months Ended
December 31,
($ in millions)
  
2019
(Forecast)
    
2018
(Estimated)
    
2017
(Actual)
  
Source
Net Income
  
$
80.0 to$110.0
    
$
60.0 to$64.0
    
$
82.6
  
NA
Adjustments:
+  Acquisition-related costs
(transaction & integration)
    
14.0
      
25.0
      
5.6
  
SG&A
+  Non-cash amortization charges
    
64.0
      
26.0
      
10.3
  
COGS, SG&A, Other Income
+  Impact of purchase accounting on inventory step-up
    
7.0
      
18.0
      
2.6
  
COGS
+  Exit and disposal costs
    
4.0
      
3.0
      
1.5
  
SG&A
Tax effect
    
(19.0
)
    
(15.0
)
    
(7.0
)
NA
Total Adjustments
    
70.0
      
57.0
      
13.1
  
NA
Adjusted Net Income
  
$
150.0 to$180.0
    
$
117.0 to$121.0
    
$
95.7
  
NA


Reconciliation of Net Income to EBITDA and Adjusted EBITDA (Unaudited)


  
Twelve Months Ended
December 31,
($ in millions)
  
2019
(Forecast)
    
2018
(Estimated)
    
2017
(Actual)
  
Source
Net Income
  
$
80.0 to$110.0
    
$
60.0 to$64.0
    
$
82.6
  
NA
Adjustments:
+  Depreciation & Amortization
    
106.0
      
65.0
      
40.8
  
COGS, SG&A, R&D
+  Provision for Income Taxes
    
30.0
      
18.0
      
36.0
  
Income Taxes
+  Total Interest Expense
    
39.0
      
9.0
      
6.6
  
Other Expense/
(Income)
Total Adjustments
    
175.0
      
92.0
      
83.4
  
NA
EBITDA
  
$
255.0 to$285.0
    
$
152.0 to$156.0
    
$
166.0
  
NA
Additional Adjustments:
+  Acquisition-related costs (transaction & integration)
    
14.0
      
25.0
      
5.6
  
SG&A
+  Exit and disposal costs
    
4.0
      
3.0
      
1.5
  
SG&A
+  Impact of purchase accounting on inventory step-up
    
7.0
      
18.0
      
2.6
  
COGS
Total Additional Adjustments
    
25.0
      
46.0
      
9.7
  
NA
Adjusted EBITDA
  
$
280.0 to$310.0
    
$
198.0 to$202.0
    
$
175.7
  
NA


ABOUT EMERGENT BIOSOLUTIONS INC.
Emergent BioSolutions Inc. is a global life sciences company seeking to protect and enhance life by focusing on providing specialty products for civilian and military populations that address accidental, deliberate, and naturally occurring public health threats. We aspire to be a Fortune 500 company recognized for protecting and enhancing life, driving innovation, and living our values. Additional information about the company may be found at www.emergentbiosolutions.com. Find us on LinkedIn and follow us on Twitter @emergentbiosolu and Instagram @life_at_emergent.

SAFE HARBOR STATEMENT
This press release includes forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Any statements, other than statements of historical fact, including, without limitation, our financial guidance and related projections and statements regarding our ability to meet such projections in the anticipated timeframe, if at all, and statements regarding the expected financial implications of our acquisitions of PaxVax and Adapt and any other statements containing the words “will,” “believes,” “expects,” “anticipates,” “intends,” “plans,” “targets,” “forecasts,” “estimates” and similar expressions in conjunction with, among other things, discussions of the company's outlook, financial performance or financial condition, product sales, government development or procurement contracts or awards, including entering into a follow-on procurement contract related to ACAM2000, organic business growth, profitability increases, product portfolio expansion, future deliveries of BioThrax® (Anthrax Vaccine Adsorbed), Emergency Use Authorization (EUA) approval and commencement of deliveries of NuThrax™ (anthrax vaccine adsorbed with CPG 7909 adjuvant), and future deliveries of raxibacumab. These forward-looking statements are based on our current intentions, beliefs and expectations regarding future events. We cannot guarantee that any forward-looking statement will be accurate. Investors should realize that if underlying assumptions prove inaccurate or unknown risks or uncertainties materialize, actual results could differ materially from our expectations. Investors are, therefore, cautioned not to place undue reliance on any forward-looking statement. Any forward-looking statement speaks only as of the date of this press release, and, except as required by law, we do not undertake to update any forward-looking statement to reflect new information, events or circumstances.

There are a number of important factors that could cause the company's actual results to differ materially from those indicated by such forward-looking statements, including the availability of funding and the exercise of options under our BioThrax and NuThrax contracts; appropriations for the procurement of our products; our ability to secure EUA pre-approval and licensure of NuThrax from the U.S. Food and Drug Administration within the anticipated timeframe, if at all; availability of funding for our U.S. government grants and contracts; our ability to successfully integrate and develop the operations, products, product candidates, programs, and personnel from our recently completed acquisitions of PaxVax and Adapt; our ability and the ability of our collaborators to protect our intellectual property rights; whether anticipated synergies and benefits from an acquisition or in-license will be realized within expected time periods, if at all; our ability to utilize our manufacturing facilities and expand our capabilities; our ability to accurately forecast demand for our products and our suppliers to maintain an adequate supply of the materials needed to produce them; our ability and the ability of our contractors and suppliers to maintain compliance with current Good Manufacturing Practices and other regulatory obligations; the timing and results of clinical trials; the timing of and our ability to obtain and maintain regulatory approvals for our product candidates; and our commercialization, marketing and manufacturing capabilities and strategy. The foregoing sets forth many, but not all, of the factors that could cause actual results to differ from our expectations in any forward-looking statement. Investors should consider this cautionary statement, as well as the risk factors identified in our periodic reports filed with the Securities and Exchange Commission, when evaluating our forward-looking statements.


###

Investor Contact
Robert Burrows
Vice President, Investor Relations
(o) 240/631-3280; (m) 240/413-1917
burrowsr@ebsi.com
Media Contact
Lynn Kieffer
Vice President, Corporate Communications
(o) 240/631-3391
kiefferl@ebsi.com




EXHIBIT 99.2

 37th Annual J.P. MorganHealthcare Conference  January 8, 2019  Robert KramerPresident and COO  Corporate Update 
 
 Forward-Looking Statements / Non-GAAP Financial Measures / Trademarks  Safe-Harbor StatementThis presentation includes forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Any statements, other than statements of historical fact, including, without limitation, our projected revenue and income growth, future margins and other financial projections, and any other statements containing the words “will,” “believes,” “expects,” “anticipates,” “intends,” “plans,” “targets,” “forecasts,” “estimates” and similar expressions in conjunction with, among other things, discussions of the Company's outlook, anticipated financial and operational performance or financial condition, financial and operation goals, strategic goals, perceived growth drivers and strategy, forecasted domestic and international product demand, product sales, government development or procurement contract awards and renewals, government appropriations, manufacturing capacity expansion, the timing of clinical trials, product development and delivery timelines, dual market capabilities and Emergency Use Authorization (EUA) and the timing of other regulatory approvals or expenditures are forward-looking statements. These forward-looking statements are based on our current intentions, beliefs and expectations regarding future events. We cannot guarantee that any forward-looking statement will be accurate. Investors should realize that if underlying assumptions prove inaccurate or unknown risks or uncertainties materialize, actual results could differ materially from our expectations.  Investors are, therefore, cautioned not to place undue reliance on any forward-looking statement. Any forward-looking statement speaks only as of the date of this presentation, and, except as required by law, we do not undertake to update any forward-looking statement to reflect new information, events or circumstances.There are a number of important factors that could cause the Company's actual results to differ materially from those indicated by such forward-looking statements, including the availability of funding and the exercise of options under our BioThrax and NuThrax contracts; appropriations for the procurement of our products; our ability to secure EUA pre-authorization approval and licensure of NuThrax from the U.S. Food and Drug Administration within the anticipated timeframe, if at all; availability of funding for our U.S. government grants and contracts; our ability to successfully integrate and develop the operations, products, product candidates, programs, and personnel from our recently completed acquisitions of PaxVax and Adapt; our ability and the ability of our collaborators to protect our intellectual property rights; our ability to establish multi-year follow on contracts for ACAM2000® and raxibacumab; whether anticipated synergies and benefits from an acquisition or in-license will be realized within expected time periods, if at all; our ability to utilize our manufacturing facilities and expand our capabilities; our ability to accurately forecast demand for our products and our suppliers to maintain an adequate supply of the materials needed to produce them; our ability and the ability of our contractors and suppliers to maintain compliance with Current Good Manufacturing Practices and other regulatory obligations; the timing and results of clinical trials; the timing of and our ability to obtain and maintain regulatory approvals for our product candidates; and our commercialization, marketing and manufacturing capabilities and strategy. The foregoing sets forth many, but not all, of the factors that could cause actual results to differ from our expectations in any forward-looking statement. Investors should consider this cautionary statement, as well as the risk factors identified in our periodic reports filed with the Securities and Exchange Commission, when evaluating our forward-looking statements. Non-GAAP Financial Measures This presentation contains three financial measures (Adjusted Net Income, EBITDA (Earnings Before Interest, Taxes, Depreciation and Amortization) and Adjusted EBTIDA) that are considered “non-GAAP” financial measures under applicable Securities and Exchange Commission rules and regulations. These non-GAAP financial measures should be considered supplemental to and not a substitute for financial information prepared in accordance with generally accepted accounting principles. The Company’s definition of these non-GAAP measures may differ from similarly titled measures used by others. Adjusted Net Income adjusts for specified items that can be highly variable or difficult to predict, or reflect the non-cash impact of charges resulting from purchase accounting. EBITDA reflects net income excluding the impact of depreciation, amortization, interest expense and provision for income taxes. Adjusted EBITDA also excludes specified items that can be highly variable and the non-cash impact of certain purchase accounting adjustments (which are tax effected utilizing the statutory tax rate for the US). The Company views these non-GAAP financial measures as a means to facilitate management’s financial and operational decision-making, including evaluation of the Company’s historical operating results and comparison to competitors’ operating results. These non-GAAP financial measures reflect an additional way of viewing aspects of the Company’s operations that, when viewed with GAAP results and the reconciliations to the corresponding GAAP financial measure, may provide a more complete understanding of factors and trends affecting the Company’s business.  The determination of the amounts that are excluded from these non-GAAP financial measures are a matter of management judgment and depend upon, among other factors, the nature of the underlying expense or income amounts. Because non-GAAP financial measures exclude the effect of items that will increase or decrease the Company’s reported results of operations, management strongly encourages investors to review the Company’s consolidated financial statements and publicly filed reports in their entirety.TrademarksBioThrax® (Anthrax Vaccine Adsorbed), RSDL® (Reactive Skin Decontamination Lotion Kit), BAT® [Botulism Antitoxin Heptavalent (A,B,C,D,E,F,G)-(Equine)], Anthrasil® (Anthrax Immune Globulin Intravenous [human]), NuThrax™ (anthrax vaccine adsorbed with CPG 7909 adjuvant), VIGIV [Vaccinia Immune Globulin Intravenous (Human)], Trobigard™ (atropine sulfate, obidoxime chloride), ACAM2000®, (Smallpox (Vaccinia) Vaccine, Live), raxibacumab (Anthrax Monoclonal), Vivotif® (Typhoid Vaccine Live Oral Ty21a), Vaxchora® (Cholera Vaccine, Live, Oral), NARCAN® (naloxone HCI) Nasal Spray and any and all Emergent BioSolutions Inc. brands, products, services and feature names, logos and slogans are trademarks or registered trademarks of Emergent BioSolutions Inc. or its subsidiaries in the United States or other countries. All other brands, products, services and feature names or trademarks are the property of their respective owners. 
 
 As a global life sciences company, Emergent is focused on providing specialty products for civilian and military populations that address accidental, deliberate and naturally occurring public health threats  Who We Are  Our mission is simple – To Protect and Enhance Life           
 
 MultipleCDMO Services  19Global Locations  >15PipelineProducts  11MarketedProducts  4PlatformTechnologies   
 
 Track Record of Profitable, Diversified Growth  Revenue Diversification  2012  2018E            Other Product Sales  Contract Manufacturing  Contracts and Grants  78%  22%  Growth in Profitability  $278M  ($ 000’s)  ($ Millions)  Revenue Growth  Who We Are      Adj. Net Income1  Adj. EBITDA1  $782M  41%  10%  13%  2018E financial results are preliminary estimates and are only effective as of January 7, 2019, the date originally provided.2018E values assume the mid-point of the estimated range of financial results for full year 2018 as provided in the press release issued on January 7, 2019.1 See the Appendix for non-GAAP reconciliation tables.  CAGR 17%  CAGR 19%  36%    BioThrax 
 
 A Diverse and Growing Global Threat Landscape  Global Public Health Threats1  CBRNE  EID  Travelers’Diseases  Opioids  Public  CHEMICAL:Nerve agents, cyanide, chlorine, toxic industrial chemicalsBIOLOGICAL:Anthrax, smallpox, botulism, Ebola, other category A threats RADIOLOGICAL/NUCLEAR:Nuclear, radiological agentsEXPLOSIVE:Trauma, burn, wound care  EMERGING INFECTIOUS DISEASES:AdenovirusBurkholderiaChikungunyaDengueGram-negative organisms LassaMarburgMERSMulti-drug resistant pathogensNipahPandemic influenza SARSZika  TRAVELERS’ DISEASES:CholeraETECHepatitis A/Hepatitis BJapanese encephalitisMalariaPolioRabiesShigellaTyphoidYellow fever  OPIOIDS:Addiction treatmentOverdose response  Health  Threats  1 Includes public health threats that represent future opportunities for Emergent 
 
       Business Unit Structure Drives Strategy Execution  Focused leadership teamsTailored strategies and plansRevenue-generating products/servicesUnique development programsDistinctive core competenciesStreamlined operations  Our Business      Vaccines & Anti-Infectives      Antibody Therapeutics  Devices  CDMO 
 
             BioThrax® (Anthrax Vaccine Adsorbed)  Anthrasil® [Anthrax Immune Globulin Intravenous (human)]  Raxibacumab injectionA fully human monoclonal antibody  Product Portfolio | Vaccines, Antibody Therapeutics, Drug-Device Combinations  Our Business  VIGIV CNJ-016 ® [Vaccinia Immune Globulin Intravenous (Human)] (VIGIV)  ACAM2000® (Smallpox (Vaccinia) Vaccine, Live)  Smallpox  BAT ® [Botulism Antitoxin Heptavalent (A, B, C, D, E, F, G) - (Equine)]  Botulism  RSDL® (Reactive Skin Decontamination Lotion Kit)  Trobigard Atropine sulfate, obidoxime chlorideauto-injector1  Nerve & Chemical Agents  TM  Vivotif ®(Typhoid Vaccine Live Oral Ty21a)  Vaxchora®(Cholera Vaccine, Live, Oral)  NARCAN® (naloxone HCl) Nasal Spray  Travelers’ Diseases  Opioid Overdose  11 Products   1 Trobigard is not currently approved or cleared by the United States (U.S.) Food and Drug Administration (FDA) or any similar regulatory body, and is only distributed to authorized government buyers for use outside the U.S. This product is not distributed in the U.S.  Anthrax 
 
 Our Business  Development Pipeline | Vaccines, Anti-Infectives, Antibody Therapeutics  Development Candidate  Threat   Partner  Priority Review Voucher1  Pre Clinical  Clinical Phase                I  II  III  NuThrax™ AV7909(anthrax vaccine adsorbed with CPG 7909 adjuvant)  CBRNE  HHS - BARDA   -        20192  FLU-IGIV(Seasonal Influenza A therapeutic)  EID  -  -        20202  Chikungunya(Chikungunya VLP vaccine)  EID  -          20202  Adenovirus 4/7(Live, attenuated vaccine)  EID  DoD - DTRA  -          ZIKV-IG**(Zika Virus therapeutic)  EID  -            UNI-FLU (Universal influenza vaccine)  EID  -            EBX-205(Broad-spectrum antibiotic)  EID  -            GC-072 (EV-035 Series)(Burkholderia antibiotic)  CBRNE  DoD - DTRA            FILOV(Pan-Ebola and Sudan Virus therapeutic)  CBRNE  -            EBI-001(Pan-respiratory iminosugar antiviral)  EID  -            rVSV-VHF(Vector vaccine for viral hemorrhagic fevers)  EID  CEPI                              1 Priority Review Program authorizes the FDA to award a voucher for priority review to the sponsor/manufacturer of a newly approved drug or biologic targeting a neglected tropical disease or rare pediatric disease.2 Target for First Subject Enrollment.     
 
 Development Pipeline | Drug-Device Combinations  Our Business  Development Candidate  Threat  Partner  Priority Review Voucher1  Formative Studies  RegistrationTrials  Regulatory Application  D4(2PAM/Atropine)  CBRNE  DoD - MCS  -        SIAN(Stabilized Isoamyl Nitrite)  CBRNE  HHS - BARDA/SwRI  -        Development Candidates from Adapt Pharma Acquisition(Drug and Drug-Device Combinations)  Opioid Overdose  -  -  Multiple constructs in various stages of development focused on new treatments and delivery options for opioid overdose response                        1 Priority Review Program authorizes the FDA to award a voucher for priority review to the sponsor/manufacturer of a newly approved drug or biologic targeting a neglected tropical disease or rare pediatric disease. 
 
     Robust and Growing CDMO Service Business  Experienced Service Provider Producing or supporting manufacture of >30 commercial productsContributed to development, production of >200 clinical products Inspected by:  Our Business    Lansing, MI    Hattiesburg, MS    Baltimore, MD (Bayview) - CIADM    Baltimore, MD (Camden)    Rockville, MD    Canton, MA    Winnipeg, Canada    Bern, Switzerland  Clinical and commercial scaleProcess developmentAnalytical and laboratory servicescGMP bulk drug substancecGMP final drug productFill/finish + label/pack + distributionBacterial + viral + mammalian Sporeformer/Non-sporeformer change-over BSL3 containmentStainless steel + single-useRegulatory + quality  Marketed Services    Government-Selected Solutions Provider: CIADM One of three Centers for Innovation in Advanced Development and Manufacturing (CIADM) in the U.S.Public-private partnership with BARDASurge-capacity ready, infrastructure for biologics-based MCMsFlexible manufacturing addresses biological threats, EIDs  U.S. Food and Drug Administration (FDA)Health Canada European Medicines Agency (EMA)Medicines and Healthcare Products Regulatory Agency U.K. (MHRA)Federal Ministry of Health Germany (BMGS)National Health Surveillance Agency Brazil (ANVISA)Pharmaceuticals and Medical Devices Agency (PMDA)Gulf Cooperation Council (GCC) 
 
 2018 Performance  Financial Profile  1 2018 preliminary unaudited financial results shown in this presentation are only effective as of January 7, 2018, the date it was originally provided. Please see the appendix for non-GAAP reconciliation tables.2 See the Appendix for non-GAAP reconciliation tables.3 Assumes the midpoint of the forecasted range for each of the relevant inputs supporting this calculation.                Preliminary Unaudited Financial Results1  Total Revenue  Pre-Tax Income  GAAP Net Income  Adjusted Net Income2Margin3  EBITDA2  $152M-$156M  $117M-$121M15%  $60M-$64M  $79M-$83M  $779M-$784M      Selected Operational Accomplishments  Completed two revenue-generating acquisitionsSubmitted EUA filing for NuThrax™Increased pipeline to at least 4 product candidates in advanced developmentSecured licensure of BioThrax® in 6 additional countriesSecured financing of up to $1.1B to support current and future M&A  Adjusted EBITDA2Margin3  $198M-$202M26% 
 
 2019 Financial and Operational Goals  Financial Profile          Full Year Financial Goals1  Total Revenue  Adjusted Net Income2Margin3  $150M-$180M15%  $1,060M-$1,140M      Operational Goals  Secure EUA approval for NuThrax™ and complete deliveries under existing BARDA contractSecure new multi-year ACAM2000® and raxibacumab procurement contracts to enable continuous deliveries to Strategic National StockpileContinue programs to support awareness, availability and affordability of NARCAN® Nasal Spray 4 mgProgress 3 products into phase 3 or beyond   Adjusted EBITDA2Margin3  $280M-$310M27%  1 The financial forecast for 2019 shown in this presentation is only effective as of January 7, 2018, the date it was originally provided. Please see the appendix for non-GAAP reconciliation tables.2 See the Appendix for non-GAAP reconciliation tables.3 Assumes the midpoint of the forecasted range for each of the relevant inputs supporting this calculation. 
 
     Growth Drivers | Organic Business  Future Plans  Platform technologiesInternational marketsDual-market productsPriority Review Vouchers New Contracts and Grants funding (USG, NGO)Novel regulatory pathways (EUA, fast track and breakthrough)Expanded manufacturing technology and service offerings  Near-Term Drivers  Long-Term Drivers  BioThrax®/NuThrax™ transition, ACAM2000® domestic and international demand, travelers’ vaccines expanded demand, USG contract renewals, new contracts and grants funding  Vaccines & Anti-Infectives      Antibody Therapeutics  Raxibacumab deliveries, Anthrasil®, BAT® and VIG expanded demand, USG contract renewals, FLU-IGIV and ZIKV-IG progress, new contracts and grants funding    Devices  NARCAN® Nasal Spray sales, RSDL® domestic and international demand, auto-injector platform expansion, new contracts and grants funding    CDMO  Capacity expansion, capability build, leverage vertically integrated supply chain 
 
             Adapt PharmaFirst and only FDA approved nasal (non-needle) form of naloxone for opioid overdose (drug/device combination), development pipeline    Growth Drivers | Mergers & Acquisitions  Future Plans  Revenue-generating/accretive opportunitiesDual-market productsCommercial products that leverage core capabilitiesR&D investing leveraging internal fundsExternal funds from governments, NGOs and other partners  Key M&A Considerations  Recent M&A Success |  2018Company  2018Company  PaxVaxMultiple revenue-generating products; travelers’ commercial sales infrastructure, commercial sales, manufacturing sites  2017Product  RaxibacumabAnthrax monoclonal antibody  2017Business/Product  ACAM2000® Vaccine BusinessSmallpox vaccine business, manufacturing sites  2015Platform  Auto-Injector PlatformMilitary-grade auto-injector platform  2015Product  IminosugarSeries of small molecules  2014Product  EV-035Family of broad-spectrum antimicrobials  2014Company  Cangene CorporationMultiple revenue-generating products; manufacturing and fill/finish sites  Companies, Divisions, and Individual Products  2013Division/Product  HPPDRSDL drug-device combination for neutralization or decontamination of chemical warfare agents on skin 
 
     Key Takeaways    Expand leadership position in select public health marketsLeverage broadened product portfolio and extend into new and adjacent marketsCapture dual-market and commercial product opportunitiesFurther develop pipelineComplement organic growth with acquisitionsDrive material top- and bottom-line growth in 2019Revenue > $1 billion, an increase of over 40% versus 2018Adjusted Net Income growth ~ 40%Leverage strong organizational culture and focused operational execution to continue to drive shareholder value  Fortune 500 global life sciences company recognized for protecting and enhancing life, driving innovation and living our values   Vision for the Future  We will continue to 
 
 37th Annual J.P. MorganHealthcare Conference  January 8, 2019  Robert KramerPresident and COO  APPENDIX 
 
 Glossary of Terms  Appendix  Term  Definition  ANVISA  National Health Surveillance Agency Brazil   BARDA  Biomedical Advanced Research and Development Authority  BMGS  Federal Ministry of Health Germany   BSL3  A biosafety level of biocontainment precautions required to isolate dangerous agents in an enclosed laboratory facility  CAGR  Compound annual growth rate   CBRNE  Chemical, Biological, Radiological, Nuclear, and Explosives  CDC  Centers for Disease Control and Prevention  CDMO  Contract development and manufacturing organization  CEPI  Coalition for Epidemic Preparedness Innovations  cGMP  Certified Good Manufacturing Practices  DHS  U.S. Department of Homeland Security  DoD  U.S. Department of Defense  DOS  U.S. Department of State  DTRA  U.S. Defense Threat Reduction Agency  EBITDA  Earnings before interest, tax, depreciation and amortization  EID  Emerging Infectious Disease 
 
 Glossary of Terms  Appendix  Term  Definition  EMA  European Medicines Agency  EUA  Emergency Use Authorization  FDA  U.S. Food and Drug Administration  GAAP  U.S. Generally Accepted Accounting Principles  HHS  U.S. Department of Health and Human Services  M&A  Mergers and acquisitions  MCS  Medical Countermeasure Systems  MCMs  Medical countermeasures  MHRA  Medicines and Healthcare Products Regulatory Agency U.K.  NGOs  Non-governmental organizations  PMDA  Pharmaceuticals and Medical Devices Agency  SwRI  Southwest Research Institute  USG  United States Government 
 
 Reconciliation Tables  Appendix  Reconciliation of Net Income to Adjusted Net Income  Reconciliation of Net Income to EBITDA & Adjusted EBITDA   Unaudited  Unaudited