Due Diligence and Valuation Report

Arrowhead Code: 31-01-06 Coverage initiated: 14 05 2011 Company: Naturex SA This document: 14 11 2013 Ticker: EPA: NRX, OTC:NTUXY Fair share value bracket: EUR66.39 to EUR 76.44i Headquarters: Avignon, France Share price on date: EUR58.15ii Chairman and CEO: Thierry Lambert Analyst Team Vishal Pasari Mohanarangam Purushothaman Website: www.naturex.com [email protected] [email protected] constant exchange rates. The significant growth Market Data in Nutrition and Health segment comes from 52-Week Range: EUR 53.56– EUR 62.94iii positive market trends, diversified range and Average Daily Volume: 6,758iv innovative concepts, and marks the successful Market Cap. on date: EUR455.88MMv integration of DBS's flagship product, Pacran® within NatLife™ range. However, the Food and Financial Forecast Data (in EUR) Beverage segment, which accounts for 58% of ‘13E ‘14E ‘15E 16E ‘17E 18E ‘19E Naturex’s revenue, grew marginally by 1.6% at High profit/ constant exchange rates, primarily due to a 22.7 30.3 34.5 40.1 40.3 39.5 37.8 (loss) MM slowdown in the distribution activity in Australia. High EPS 2.90 3.86 4.40 5.12 5.14 5.04 4.82 Low profit/ Despite strong revenue growth, the company’s 21.4 27.4 30.0 35.3 35.4 34.9 33.6 (loss) MM profitability was impacted by restructuring Low EPS 2.73 3.50 3.83 4.50 4.52 4.45 4.29 expenses and insignificant contribution from new acquisitions (excluding DBS). Naturex’s net profit Fiscal Year (FY) 1st Jan – 31st Dec in 1H13 increased 4.2% to EUR10.1MM. Naturex’s long-term performance will be driven Summary by the fast-growing demand for natural products Naturex is a global leader in specialty plant-based and its capacity to provide manufacturers with natural ingredients, producing and marketing customized means to meet the requirements of speciality plant-based ingredients for the food, their end-consumers through its high- nutraceutical, pharmaceutical and cosmetic performance industrial facilities, well supported industries. It operates in three strategic segments R&D and extensive sourcing and commercial – Food and Beverages, Nutrition and Health, and network. In July 2013, the company doubled the Personal Care. size of its headquarters in Avingon. The upgraded Over the years, Naturex benefited from favorable site will include a dedicated R&D and Quality trends for natural products and outperformed the Control facility, further reinforcing the company’s market in all geographical regions through focus on innovation. To support its expansion organic growth and acquisitions. The company’s plans in growth markets, the company raised revenue in 9M13 increased 8.7% to EUR242.6MM, EUR18MM through a convertible bond issue in of which 17.9% came from emerging countries. January 2013. It also entered into a Joint Venture Organic growth during the period was 8.6%, (JV) with Aker BioMarine, a leader in krill reaping the benefits of sales network harvesting. The JV is expected to guarantee reorganization, optimized marketing and sales increased volumes for sourcing krill oil. strategy, differentiated product offering and In Arrowhead’s view, Naturex significantly extended geographical coverage. Changes in benefits from the market dynamics coupled with group structure contributed 2.3% to revenue its diversified product portfolio and strategic growth, primarily from Decas Botanical Synergies partnerships. Given due diligence and valuation (DBS) acquired in September 2012. estimations based on intrinsic revenue capacity of In 9M13, the company posted strong growth in existing assets, Arrowhead puts the company’s Nutrition and Health and Personal Care segments, fair share value in the EUR66.39 to EUR76.44 which grew by 27.3% and 21.6% respectively at bracket.

Naturex SA – Arrowhead BID 1 EPA: NRX, OTC: NTUXY Due Diligence and Valuation Report See important disclosures on page 19 of this report.

Table of Contents

Company Presentation ...... 3

News ...... 7

Listing Information ...... 8

Contacts ...... 8

Major Shareholders ...... 8

Management and Governance ...... 9

Products and Activities ...... 10

Markets ...... 13

Company’s Risk Profile Analysis ...... 15

Value ...... 16

Analyst certifications ...... 19

Valuation ...... 20

Notes and References ...... 21

Naturex SA – Arrowhead BID 2 EPA: NRX, OTC: NTUXY Due Diligence and Valuation Report See important disclosures on page 19 of this report.

Company Presentation Naturex is a global leader in specialty plant-based natural ingredients. It produces and markets speciality plant-based ingredients for the food, nutraceutical, pharmaceutical and cosmetic industries. The company has commercial presence in 20 countries, and sources raw materials from 50 countries. Headquartered in Avignon, France, Naturex is organised around three strategic markets — Food and Beverage, Nutrition and Health, and Personal Care. It has commercial presence in 20 countries, and sources raw materials from 50 countries. As of June 30, 2013, Naturex had more than 1,400 employees. Over the years, Naturex benefited from favorable trends for natural products, and outperformed the market with both strong organic growth and acquisitions in all geographical regions. Naturex’s revenue in 9M13 increased by 8.7% to EUR242.6MM (9M12: EUR223.13MM). Excluding currency effects, sales increased by 10.9%, driven by organic growth of 8.6% reflecting the effect of sales network reorganization (into Europe-Africa and America/Asia-Pacific), improved marketing and sales strategy, product offering and extended geographical coverage. Changes in group structure contributed 2.3% to revenue growth, primarily from Decas Botanical Synergies (acquired in September 2012). The sales growth in 9M13 was lower than 1H13 (12.6% yoy), primarily due to the high comparison base as a result of strong 3Q12.

Historical Financial Performance

In 1H13, the company’s gross profit increased 13.6% to EUR100.9MM (1H12: EUR88.9MM) and its gross margin increased 50bp to 60.9% (1H12: 60.4%), reflecting strong sales and favorable product mix. Despite the growth in sales, the group’s performance during the period was impacted by the restructuring efforts and limited contribution from its new acquisitions (excluding DBS).EBIT for the period increased by 6.7% to EUR19.9MM (1H12: EUR18.7MM), while net income increased by 4.2% to EUR10.1MM (1H12: EUR9.7MM). As on June 30, 2013, net financial debt amounted to EUR124.9MM (EUR 116.9MM on December 31, 2012). The increase in net debt was primarily due to issue of OCEANE convertible bond in January 2013, and drawdown of a CAPEX line. Net gearing on June 30, 2013 was 46.7%. On January 17, 2013, the company announced EUR18MM OCEANE convertible bond issue through private placements to support the expansion of the company into growth markets involving significant technical and scientific components. The bonds will carry a coupon of 4.40%pa, and will be redeemable at par on June 30, 2019, representing a maximum share dilution of 3.33%.

Company’s Portfolio and Premiums Naturex’s performance is linked to the fast-growing demand for natural products and its capacity to provide manufacturers with customized products to meet the requirements of their end-consumers. Its high performance industrial facilities, well supported research & development department, access to a

Naturex SA – Arrowhead BID 3 EPA: NRX, OTC: NTUXY Due Diligence and Valuation Report See important disclosures on page 19 of this report.

large choice of raw materials and a wide range of customized solutions has enabled it to develop close relationship with its client base. Naturex has already established presence in emerging markets where the demand for its products is increasing as consumers are being more aware of their well-being and moving towards western standards. Rapid increase in population growth in the developing nations and changing customer preferences resulting from factors such as increasing personal income, leisure time, health concerns and urbanization have led to an overall rise in the demand of food ingredients in these markets. The company operates through its three strategic segments – Food and Beverages, Nutrition and Health and Personal care. It provides various sub-products in each segment, customized as per user needs. In each segment, the company has followed a balance of organic and inorganic approach to generate revenues. The company has significantly benefited from the increasing worldwide demand for healthy natural origin products. - Food and Beverage: Naturex’s Food and Beverage vertical specializes in developing natural ingredients with aromatic, preservative, healthy, texturing and sweetening properties that are tailored for food and beverage applications of food processing firms. In 9M13, the segment generated revenue of EUR141.6MM (9M12: EUR142.8MM) and contributed 58% to Naturex’s revenue. The segment grew marginally by 1.6% at constant exchange rates, as growth in fruit and vegetable powders were offset by a slowdown in the distribution activity in Australia. - Nutrition and Health: This division specializes in the development of scientifically proven plant extracts and ingredient concepts for nutraceutical and pharmaceutical applications. Naturex is a major supplier of pharmaceutical ingredients across Europe and North America and organic extracts to the US-based health supplements and pharmaceutical producers. In 9M13, the segment generated revenue of EUR83.5MM (9M12: EUR66.5MM), contributing 34% to Naturex’s revenue. The segment grew by 27.3% at constant exchange rates, driven by positive market trends, diversified range, and innovative concepts. The strong sales growth also reflects the strong performance of Nat activ™ range and successful positioning of DBS's flagship product Pacran® within its NatLife™ range. - Personal Care: The segment comprises natural ingredient concepts, botanical extracts and functional raw materials. The branded active ingredients include registered trademarks with in vitro research innovative solutions. The botanical extracts and other functional raw materials are used for cosmetic applications. In 9M13, the segment generated revenue of EUR4.3MM (9M12: EUR3.6MM). The segment grew by 21.6% at constant exchange rates. Although it accounted for just 2% of Naturex’s revenue in 9M13, Personal Care is an important segment for the company’s future and is expected to benefit from new product launches in coming quarters.

Revenue growth – Business Segments

*9M13 annualized

For detailed information on business segments, please refer to the Company Products and Activities section of this report.

Naturex SA – Arrowhead BID 4 EPA: NRX, OTC: NTUXY Due Diligence and Valuation Report See important disclosures on page 19 of this report.

The company has an extensive commercial presence in 20 countries. In 9M13, the company registered positive performance in all its geographic segments – Europe/Africa, Americas, and Asia/Pacific. Emerging countries accounted for 17.9% of the company’s sales in 9M13. - Europe/Africa: In 9M13, revenue from this region was EUR113.9MM (9M12: EUR106.4MM). Sales from the region increased 7.9% at constant exchange rates. - Americas: In 9M13, the region contributed revenue of EUR98.5MM (9M12: EUR89.3MM). Sales from the region increased 13.3% at constant exchange rates. - Asia/Pacific: In 9M13, the region accounted for EUR30.2MM (9M12: EUR27.5MM) of revenue. Sales from the region increased by 14.6% at constant exchange rates.

Naturex – Geographical presence

Company’s Portfolio and Risks – Naturex’s products, intended for food or para-pharmaceutical consumption, are exposed to the toxic nature of food extracts as detected during the development phase. Under the ambit of strong trust factor that exists among the partners in this sector, any serious problem concerning the quality of a delivery would impact the company’s brand image. – Naturex may lose patent on an in-house research finding to a competitor in case of a delay in applying and getting the patent approved. The company does not systematically file patents or trademarks, and prefers to maintain the confidentiality of formulations and designs. – The company’s exposure to foreign exchange fluctuations is high, primarily due to its diversified global operations. Its main exposure is to USD, but as the costs are also in the same currency, it is naturally hedged against currency changes with minimal impact on currency conversions. – Additionally, Naturex is exposed to fluctuations in its variable and fixed interest rates. However, with the refinancing of its debt in 2010, it is now mainly financed by fixed rate and has, therefore, significantly reduced its exposure to rise in interest rates. The convertible bond issued by the company in 1Q13 is also at a fixed coupon rate of 4.4%, further reducing the effect of interest rate exposure. – The company is exposed to the risk of change in the environmental regulations governing the global industry. Changes in regulations in developed countries are likely to tend more towards tighter restrictions governing the introduction of new synthetic products and labeling by very careful public authorities. In emerging countries, rules are evolving in line with the norms of developed countries. – The other major risk related to Naturex's industrial sites is the handling of inflammable liquids (solvents used in plant extractions). Though the quantities used remain well below the thresholds recommended in the Seveso directive, it still poses a risk as the consequences can be high. For a detailed risk assessment, please refer to the Risk profile analysis section of this report.

Naturex SA – Arrowhead BID 5 EPA: NRX, OTC: NTUXY Due Diligence and Valuation Report See important disclosures on page 19 of this report.

Company’s Corporate Strategy Over the years, the company has grown both organically and inorganically. It plans to grow organically through sustained R&D, favorable product mix, and increasing presence in emerging countries. The company has completed 12 acquisitions since its inception in 1992, through which it was able to increase its revenue, product mix and global presence faster than its competitors. Successful acquisition of Decas Botanical Synergies: In 3Q12, the company acquired Massachusetts- based Decas Botanical Synergies (DBS), a leader in Cranberry extracts and powders. The acquisition’s success is highlighted by its contribution in 9M13 revenue growth, which marks the successful positioning of DBS's flagship product Pacran® (a clinically supported urinary tract health claim substantiated cranberry extract) within the NatLife™ range. Following the acquisition, Naturex took over direct distribution in Europe previously assured by an independent distributor. The company plans to position itself as a specialist in high quality plants and fruit extracts originating from North America and aims to replicate the cranberry model for other local specialities. Expansion of Avignon site to anticipate market developments and focus on R&D: In 2Q13, the company doubled the size of its headquarters in Avignon, which will add an additional space of 10,000m², allowing the company to anticipate market developments for production capacity (4,500 m²) and storage (1,000 m²). The new facility will also include a dedicated facility for Research and Development and Quality Control, further strengthening the group’s focus on innovation. The expansion of the Avignon site will cost an investment of EUR12MM. Extensive sourcing and distribution network: Naturex has created real proximity with local and regional customers, enabling it to tap into the growth of both mature and emerging markets. The company has sales network across 20 countries (France, Italy, Spain, UK, Belgium, Germany, Poland, Russia, UAE, Thailand, Japan, China, South Korea, Australia, US, Canada, Brazil, Mexico, India, and South Africa). It sources raw materials from 50 countries and has manufacturing operations in 15 sites across the globe – France, Italy, Spain, the United Kingdom, Switzerland, Poland, Morocco, United States, Brazil, Australia and India. Focus on emerging markets: Naturex expects to achieve rapid growth in emerging countries, which contributed more than 17.9% to company’s revenue in 9M13. In January 2013, the company announced EUR18MM OCEANE convertible bond issue (257,143 bonds at par value of EUR70). The issue will support Naturex’s expansion into growth markets, involving significant technical and scientific components. Joint Venture with Aker BioMarine: In 1Q13, the company signed a JV agreement with Aker BioMarine, the Norwegian-based world leader in krill harvesting and specialized in the development, production and commercialization of Omega-3 rich krill oil-based products. The joint venture combines Aker BioMarine's know-how with Naturex's expertise in extraction, and is expected to guarantee increased volumes for sourcing krill oil; thus, supplementing the production site of Naturex Spain SL.

Outlook The company expects lower growth in 2H13 due to the high comparison base of 2H12. Furthermore, the bottom line is expected to be impacted by restructuring measures.

Naturex SA – Arrowhead BID 6 EPA: NRX, OTC: NTUXY Due Diligence and Valuation Report See important disclosures on page 19 of this report.

News – 9M13 revenue announcement: On November 5, 2013, the company announced 9M13 sales figures. The company’s revenue during the period increased by 8.7% to EUR242.6MM (9M12: EUR223.1MM). At constant exchange rates, sales increased by 10.9%, driven by organic growth of 8.6%. – 1H13 Results: On August 30, 2013, the company announced consolidated 1H13 results. The company’s revenue in 1H13 increased by 12.6% to EUR165.8MM (1H12: EUR147.2MM). At constant exchange rates, sales increased by 13.4%, driven by organic growth of 11%. The company’s gross profit increased 13.6% to EUR100.9MM (1H12: EUR88.9MM), while its gross margin increased to 60.9% (1H12: 60.4%). EBIT for the period increased by 6.7% to EUR19.9MM (1H12: EUR18.7MM), while net income increased by 4.2% to EUR10.1MM (1H12: EUR9.7MM). – Completion of the production site’s acquisition in Valencia: On August 27, 2013, the company announced the completion of the acquisition of land and buildings of the plant in Valencia through the purchase of Natraceutical Industrial SL. The transaction amounts to EUR8.5MM, to be paid in June 2017. – Naturex doubles the size of its Avignon site to accommodate its development: On June 1, 2013, the company inaugurated the expansion of its Avignon site (the group’s headquarter). The expansion of the Avignon site will cost an investment of EUR12MM, and will double the site’s capacity to 10,000m². The new entity will allow the group to anticipate market developments both in terms of production capacity (4,500 m²), and storage (1,000 m²), and will also include a dedicated facility for Research and Development and Quality Control. – New ownership structure and appointments: On February 25, 2013, the company announced that Finasucre Group acquired Dikansky family's holdings in SGD, the company's lead shareholder. Pursuant to the completion of this transaction on 22 February 2013, the Finasucre Group now holds 98.79% of SGD's share capital (SGD holds 21% of the company’s share capital and 25.5% voting rights). The company also appointed Charles Feys (Secretary General of Finasucre Group) and Hélène Martel-Massignac (CEO of Caravelle) as directors, following the resignation of Olivier Dikansky and Isabelle Dikansky. – Joint Venture with Aker BioMarine: On February 11, 2013, the company announced the creation of a joint venture with Aker BioMarine, the Norwegian-based world leader in krill harvesting specializing in the development, production and commercialization of Omega-3 rich krill oil-based products. The joint venture combines Aker BioMarine's know-how with Naturex's expertise in extraction, and guarantees increased volumes for sourcing krill oil, supplementing production site of Naturex Spain SL. – NATUREX strengthens financial resources to pursue external growth opportunities: On January 17, 2013, the company announced EUR18MM OCEANE convertible bond issue (257,143 bonds at par value of EUR70) through private placements. The bond issue will support the company in its expansion into growth markets, involving significant technical and scientific components. France's Strategic Investment Fund (Fonds stratégique d’Investissement or FSI) subscribed for EUR12MM and Salvepar (Tikehau Capital Group) subscribed for EUR6MM. The bonds will carry a coupon of 4.40%pa, and will be redeemable at par on June 30, 2019, representing a maximum share dilution of 3.33%. – Caravelle acquires an equity stake in Naturex: On December 6, 2012, the company announced equity investment by Groupe Caravelle, a diversified French industrial group with holdings in pharmaceutical, industrial bodywork, mechanics and hotel sectors. Caravelle's equity investment followed the sale by Natraceutical on December 5, 2012, which represented 15.35% of the share capital and 8.27% of the voting rights. – Acquisition of Decas Botanical Synergies: On September 19, 2012, the company announced the acquisition of the Massachusetts-based company Decas Botanical Synergies, a, leader in Cranberry extracts and powders. This was Naturex’s fourth acquisition since the capital increase in October 2011, and fits with the Group's strategy to accelerate its development in dynamic markets and expand its range of innovative ingredients with high value-added, bearers of synergies.

Naturex SA – Arrowhead BID 7 EPA: NRX, OTC: NTUXY Due Diligence and Valuation Report See important disclosures on page 19 of this report.

Listing Information NATUREX is listed on segment B of NYSE Euronext Paris since October 1996 (Ticker: NRX). Naturex has implemented a Sponsored Level I American Depositary Receipt (ADR) program, which trades on OTC market in the United States under symbol NTUXY.

Contacts

Site d’Agroparc – BP1218, Global Headquarters 84911 AVIGNON cedex 9, France Telephone +33 4 90 23 96 89 Facsimile +33 4 90 23 73 40 E-mail [email protected]

Major Shareholdersvi

Equity Holder No. of Shares Held (MM) Percentage Holding SGD Sas 1.625 20.72% Caravelle 1.186 15.13% Odyssee Venture 0.321 4.09% Natixis Asset Management 0.251 3.20% CM-CIC Investment 0.240 3.06% ING Asset Management 0.105 1.34% Allianz Asset Management 0.086 1.10% Petercam SA 0.083 1.06%

Naturex SA – Arrowhead BID 8 EPA: NRX, OTC: NTUXY Due Diligence and Valuation Report See important disclosures on page 19 of this report.

Management and Governance The management team at Naturex comprises experienced professionals with a proven track record.

Personnel Designation Current and total experience Thierry Lambert Chairman and CEO Thierry co-founded Naturex in 1992. He is currently the CEO of the group and coordinates the strategy and development of Naturex. Prior to his current role, he was deputy CEO and CFO of the group Thierry Lambert has 17 years of banking experience at BNP Paribas. Stéphane Ducroux Director, Stéphane joined Naturex in 1998, and is currently the COO of VP Sales and Operations Americas-Asia/Pacific and vice-president of NATUREX Inc. (US). of America/APAC, Prior to his current role, he participated in the opening of a sales office in UK in 2000 and was appointed US Sales Vice Chairman of Director in 2001 . Naturex Inc. Marc Roller Scientific Director Marc joined Naturex in 2001 as an R&D manager. He is a scientific director in charge of R&D, Quality Control, Quality Insurance and Regulatory Affairs since 2005. He holds a PhD in biochemistry and a graduate with specialization in science and technology of food processing industries. He made several scientific publications and deposited five patents. Frédéric Seguin Industrial Director Frédéric joined Naturex in 2003. He is the industrial director of the group since 2006. Frédéric has 7 years of industrial experience Exsymol, Cosmetics Charabot Grasse, Semisynthesis and distillation of natural molecules. He holds a degree in chemical engineering from Ecole Supérieure de Chimie Industrielle de Lyon. Serge Sabrier Purchasing-Supply Sarge joined Naturex in 2000 as purchasing manager, and is Chain Director currently the director of purchasing and supply chain. In his role as purchasing manager, he created four services (Purchasing, Logistics, Quality Insurance, Purchasing and Supply Chain) Maxime Angelucci Sales Director Europe / Maxime joined Naturex in 2005, and is the Commercial Director for Africa Europe/Africa since 2012. He has 6 years of experience in technical sales and export markets. He holds a master’s degree in agribusiness. Thierry Bertrand CFO Thierry joined Naturex in 2009, and is the CFO of the group since Lambert 2012. He has 7 years of experience in transaction services at PwC UK and structured financing. He holds an MBA degree from Insead.

Naturex SA – Arrowhead BID 9 EPA: NRX, OTC: NTUXY Due Diligence and Valuation Report See important disclosures on page 19 of this report.

Products and Activities

Overview Naturex operates through its three strategic segments – Food and Beverages, Nutrition and Health, and Personal Care, and provides various sub-products in each segment customized according to consumer’s needs. The company has an extensive commercial presence in 20 countries (France, Italy, Spain, United Kingdom, Belgium, Germany, Poland, Russia, UAE, Thailand, Japan, China, South Korea, Australia, United States, Canada, Brazil, Mexico, India, and South Africa). Its manufacturing operations are located in France, Italy, Spain, the United Kingdom, Switzerland, Poland, Morocco, United States, Brazil, Australia and India.

Revenue contribution by segments (9M13) Business segments

Key Segments

•Food and Beverage - 9M13 Revenue: EUR141.6MM; Key brands - NAT stabil®, NAT arom®, NAT color®, NAT healthy™, NAT textur™, NAT F&V™, NAT taste™

•Nutrition and Health - 9M13 Revenue: EUR83.5MM; Key brands - NAT life™, NAT activ®, NAT pharmaTM

•Personal Care - 9M13 Revenue: 4.3MM; Key brands: NAT beauty™, NAT select™, NAT protect™

Source: Company filings Source: Company filings and website

beverages without affecting their taste and Food and Beverage appearance. NAT stabil®’s brands include a range of products from rosemary and fruit and Naturex’s Food and Beverage vertical specializes vegetable extracts, which are used as preserving in developing natural ingredients with aromatic, agents and substitutes for chemical antioxidants. preservative, texturing and sweetening properties that are tailored for food and beverage - Rosemary extracts: The range includes applications of food processing firms such as StabilEnhance OSR (effective in high-fat Nestle, Danone and Kraft Foods. foods), StabilEnhance WSR (used in beverages and low-fat foods) and ColorEnhance. In 9M13, the Food and Beverage segment generated revenue of EUR141.552MM (9M12: - Fruit and vegetable extracts: The range EUR142.783MM). Sales grew marginally by 1.6% includes natural sources of polyphenols (onion, at constant exchange rates, primarily due to the lettuce, pomegranate and grape extracts) and impact of a slowdown in distribution activity in sources of organic acids (acerola cherry and Australia. The segment accounted for 58% of lemon extracts) Naturex’s revenue in 9M13. NAT arom®

NAT stabil® NAT arom®, one of Naturex’s key products, Naturex caters to the demand for various food provides flavoring extracts. These flavors and preservatives through one of its mainline extracts, available in powder and liquid forms, products, NAT stabil®, which offers natural remain strong for a longer period of time, while ingredients, extending the shelf life of food and minimizing the risk of microbial contamination. Key products in the segment are

Naturex SA – Arrowhead BID 10 EPA: NRX, OTC: NTUXY Due Diligence and Valuation Report See important disclosures on page 19 of this report.

- Hinotes: These products are fruit extracts that Nutrition and Health resemble the original taste of fruits. - Plant extracts: These include a range of This division specializes in the development of products to create natural aromas scientifically proven plant extracts and ingredient concepts for nutraceutical and pharmaceutical - Essential oils and oleoresins: These products are extracts of vegetables and spices used as a applications. Naturex is a major supplier of fragrant agent by the processing industry pharmaceutical ingredients across Europe and North America and organic extracts to the US- - Dried yeasts: These act as natural flavor based health supplements and pharmaceutical enhancers while reducing salt content producers. Some of the major pharmaceutical companies that source raw materials from NAT color® Naturex include Novartis, Sanofi and NBTY.

Naturex, through NAT color®, develops natural In 9M13, the Nutrition and Health segment colors that are attractive and appealing to the generated revenue of EUR83.489MM (9M12: consumer’s senses. Nat Color® contains two EUR66.535MM). The segment grew by 27.3% at product lines – Natural Coloring Extracts (coloring constant exchange rates, driven by positive pigments) and Coloring Foodstuffs (fruit and market trends, diversified range, and innovative vegetable concentrates with coloring properties concepts. The segment accounted for 34% of and which have not been isolated selectively). Naturex’s revenue in 9M13.

NAT healthy™ NAT life™

NAT healthy™ is a line of plant extracts, known NAT life™ is a range of patented and branded for their beneficial effects on health, with natural ingredients for food supplements and functional ingredients for functional foods. Natural plant foods. Its core competency is its scientific extracts contain antioxidant properties that boost approach to product development, which involves cardiovascular and digestive health, reduce in-depth documented research, exact chemical stress, enhance skin health and libido, help in characterization of extracts, and conduction of weight management and improve immunity. vitro, in vivo or clinical trials to prove efficacy of the molecule. NAT textur™ - Powergrape: This enhances energy and helps relieve stress. It also helps curtail tiredness Naturex manufactures a range of pectins (found and increases stamina. Clinical trials have primarily in vegetables) that offers a wide range confirmed that Powergrape protects red blood of texturing solutions as an ingredient in jams, cells, increases hemoglobin and prevents fruit spreads, dairy products, confectionary, muscular damage. desserts, glazing, beverages, and desserts. - Svetol: Naturex has developed Svetol as a weight reduction ingredient to capture the ever NAT F&V™ increasing slimming market. It is extracted from decaffeinated green coffee beans, which The company manufactures ingredients that can increase fat release from the adipose tissue be applied to a variety of food applications and in turn help reduce obesity. including baby food, beverages, chocolates and bakery products. Naturex produces dried fruits - Cyracos: This is a traditional ingredient used in and vegetables from a spray-drying facility in anti-stress formulation. Clinical tests have Switzerland. proven that Cyracos reduces occurrence of stress and related symptoms and reduces NAT taste™ sleeping difficulties. - Lifenol: Lifenol is a patented female hop cone The company provides ingredients to improve the extract used in the treatment of hot flashes taste of foods and beverages. KemfeTM is used for among women during menopause. Lifenol has flavoring purpose and complies with definition of been clinically proven to significantly reduce flavoring preparations under EU flavor the occurrence of hot flashes and night sweats. regulations.

Naturex SA – Arrowhead BID 11 EPA: NRX, OTC: NTUXY Due Diligence and Valuation Report See important disclosures on page 19 of this report.

- Cereboost: This is a natural solution intended NAT beauty™ to improve cognitive performance and is clinically proven to improve working memory This is a line of branded active ingredients with in and support cognitive action and attention. vitro research that shows their activity and - Pacran: Pacran is a scientifically proven reveals their action mechanism. This business line product, providing a full spectrum of cranberry includes brands such as: benefits to support urinary tract health and - Macaderm™: This is an innovative anti-ageing prevent urinary tract infection (UTI) among active from Peruvian maca. It makes skin women. The product holds six US and three firmer by improving epidermis cohesion and international patents. structure. - Utirose: Utirose is a natural hibiscus flower - Aurealis™: It is a moisturizing active from extract used to support urinary tract health bitter orange. It improves moisturizing process prevent UTI among women. by maintaining a balance of water diffusion- evaporation. NAT activ® - Effineo™: This is slimming active from It is a line of botanical extracts known for their decaffeinated green coffee. It demonstrated its beneficial effect on health, and formulated for the significant impact on the reduction of dietary supplements. adipocytes diameter. - Seveov™: It is a hair growth agent made from NAT pharmaTM maca. It stimulates hair growth whilst protecting the inside of the hair, making it It is a line of plant extracts with Active Substance healthy and full of life. Master Files (ASMFs) for pharmaceutical product - Dragon’s blood: It is an innovative revitalizing manufacturers. active which protects skin with its antioxidant and improves each skin layer. Personal Care NAT select™ This segment comprises natural ingredient concepts, botanical extracts and functional raw This is a collection of botanical extracts materials. The branded active ingredients include specifically formulated for the cosmetic registered trademarks with in-vitro research applications. Botanical extracts must be innovative solutions. The botanical extracts and standardized with strict quality controls. Naturex other functional raw materials are used for manufactures comprehensive range of botanical cosmetic applications. extracts tailored for cosmetic applications. Naturex has developed an extensive range of In 9M13, the Personal Care segment generated ingredients in different forms which can be used revenue of EUR4.291MM (9M12: EUR3.621MM). in variety of cosmetic applications. The segment grew by 21.6% at constant exchange rates. NAT protect™ Although it accounted for just 2% of Naturex’s revenue in 9M13, Personal Care is an important This is the range of extracts with preservation sector for the company’s future and is likely to properties, which improves product formulation reap the benefits of new product launches in the quality. These ingredients are classified in 2 sub- coming quarters. Personal Care offers following ranges of products: antioxidants under the product ranges customized according to customer NatroxTM brand and antimicrobials under the needs: EfficlearTM brand.

Naturex SA – Arrowhead BID 12 EPA: NRX, OTC: NTUXY Due Diligence and Valuation Report See important disclosures on page 19 of this report.

Markets

highest growth was registered in coloring Food and Beverage ingredientsvii foodstuffs, natural colors, and natural flavors.

Food ingredients are a broad category of Growth in natural ingredients market substances that are added to food and beverages to improve their taste, appearance, nutritional properties and functionality. Food ingredients market forms a significant part of the overall food and beverage (F&B) value chain. Food ingredients are primarily sold to the manufacturers of prepared food, beverage, dairy, bakery, meat and fish and confectionery products. These include both large food manufacturing and medium-sized firms. The industry is characterized with high R&D expenses, intense competition and strict regulations. Kerry Group is the leading player in Source: foodtrending.com the global food ingredients market, with other major players including DSM, DuPont, Tate & Nutrition and Health Lyle, Givaudan and Chr Hansen.

The global food and beverages ingredients market Under the Nutrition and Health Segment, Naturex is currently estimated to be worth USD39Bn. operates in Nutraceuticals and Dietary Flavors represented the largest segment in the Supplements, and Active Pharmaceuticals overall specialty food ingredients market in 2012. ingredients (API) market. Naturex’s products also The industry is driven by increasing world cater to Over-the-Counter (OTC) medicine population, urbanization and rising health manufacturers besides being used as botanical awareness. extracts and branded ingredient for nutraceutical applications and plant extracts for pharmaceutical Natural food and beverage ingredients products.

Over the past few years there has been a growing Nutraceuticalsviii trend to substitute artificial ingredients, which are regarded as unhealthy by consumers, with The nutraceuticals market comprises three natural ingredients. principal segments — functional foods (probiotic The global market for natural ingredients in food yogurts), dietary supplements (protein powders), and drink grew at a CAGR of ~6.7% over the past and nutraceutical ingredients (raw minerals or five years, and is currently estimated to be worth oils). Active pharmaceutical ingredients (API) are USD12.9Bn (accounting for ~33% of the total used in diverse pharmaceutical developments F&B ingredients market). Despite the economic which include clinical trials, sample testing and downturn, the high growth rates are accompanied analytical testing development. The nutraceutical by increased demand from health-conscious market is expected to augment the OTC market. consumers across the globe. Global nutraceutical market is expected to North America and Europe account for ~60% of increase at a CAGR of 6.4% to reach USD the total natural food ingredients market. 204.8Bn by 2017 (2011: USD142.1Bn). The However, with rising disposable income, stable United States is the biggest market in the governments and rise in health conscious segment, and is expected to grow at a CAGR of consumers, demand from emerging economies is ~6% to reach USD 75.1Bn by 2017. The growth expected to increase in the medium term. is expected to be come from dietary supplements and functional food and beverages segment, Seasonings and flavors represent the largest driven by rising consumption, consolidation, and share in the natural F&B ingredients; however the new product launches.

Naturex SA – Arrowhead BID 13 EPA: NRX, OTC: NTUXY Due Diligence and Valuation Report See important disclosures on page 19 of this report.

OTCix The global household and personal products industry is relatively mature in most of the developed economies. However, leading players According to IMS Health Global, the OTC market can continue to obtain growing revenues by in 2012 is estimated to be worth EUR85Bn. The developing strong brands, enhancing products to share of OTC in the total pharmaceutical market charge premium prices, and ‘micro selling’ in is increasing over the years — OTC industry markets where personal incomes are low. The constituted 11.4% of the total pharmaceutical cosmetics industry was affected by recession in market in 2012 (2007: 10.5%). 2008; however it recovered in 2011 as global Rapidly growing healthcare costs, preference to economy improved. preventive measures among consumers, According to Luncitel, the global personal care increasing consumer health consciousness and products industry is expected to grow at a CAGR awareness of the benefits of the OTC medication of 3.7% to reach USD630Bn by 2017. The report and nutritional supplements are driving the OTC estimates growth to come from Asia Pacific and medication market growth. Europe, driven by rising GDP and improving living OTC share of total pharmaceutical market standards.x An increase in consumer demand for green and organic products led to a 20% growth in the natural cosmetics market in the Middle East, with the UAE market constituting a major portion of regional demand. A study by Organic Monitor Indicator has indicated that the natural and organic sector currently is only 0.1% of the total Middle East market vs. 3.0% in Europe and North America; however, growth is expected to continue at a considerable pace.

Cosmeceuticalsxi

Source: IMS Cosmeceuticals (cosmetic products with drug-like benefits) has become one of the fastest growing Over the medium to long term, OTC markets will segments of the cosmetics and personal care also be driven by favorable demographics – industry. developing countries with a high proportion of young people and developed countries with a The trend towards high-tech formulations and wealthy ageing population. improved product efficacy will continue to spiral, as many consumers will opt for cheaper Personal Care alternatives to cosmetic surgery procedures and salon beauty treatments. The personal care industry includes cosmetics and Global cosmeceuitcals market is expected to grow toiletries manufacturers. The personal products at a CAGR of 7.7% to reach USD 31.84Bn by market consists of fragrances, make-up, skincare, 2016. The global cosmeceutical market is hair care and personal hygiene products. expected to be driven by Asian countries such as Important names in this arena include Unilever, Japan, China and India, which have a huge Colgate Palmolive, Kimberley-Clark, Revlon, population base. Alberto-Culver and Avon.

Naturex SA – Arrowhead BID 14 EPA: NRX, OTC: NTUXY Due Diligence and Valuation Report See important disclosures on page 19 of this report.

Company’s Risk Profile Analysis

issue by the company in 1Q13 is at a fixed Quality Risk – Medium coupon rate of 4.4%, further reducing its – Naturex products, which are intended for food interest rate exposure. or para-pharmaceutical consumption, are exposed to toxic nature of food extracts as Industrial/Environmental Risk – HIGH detected in the development phase. Under the – The major risk related to Naturex's industrial ambit of strong trust factor that exists among sites is the handling of inflammable liquids the partners in this sector, any serious (solvents used in plant extractions). Though problem concerning the quality of a delivery the quantities used remain well below the would impact the company’s brand image. In thresholds recommended in the Seveso order to mitigate this risk, each directive, it still poses a risk, as the manufacturing batch undergoes a test consequences can be of large magnitude. analysis at Naturex (and then at the client’s Naturex has implemented the required site) before being used. technical, human and organizational resources to control these risks and ensured that Legal Risk – LOW adequate action is taken in the event of a – Naturex’s legal risks are related to the use of mishap. patents and trademarks. In accordance to common practices, the company does not Regulation Risk – MEDIUM systematically file patents or trademarks but – Regulators, specifically in developed prefers to maintain the confidentiality of countries, are getting more careful and strict formulations and designs. Though the group for food companies. In emerging markets, keeps a track of the new patents and regulations are evolving through the norms of trademarks filed, a competitor that has filed developed countries and hence pose a serious or is filing a patent could bring legal threat to the growth of the company. Though proceedings against the group. the company follows all the current rules and regulations, any strict regulation being Operational Risk – LOW implemented in any developed country, – The increase in the price of raw materials and especially in North America or Europe, can other staple food items can negatively affect affect the sales of the company. the profitability of Naturex. However, raw materials cost constitute a very low percent of Bargaining Power of Customers – LOW Naturex’s products and is therefore not a big – Naturex’s has a well-diversified customer concern for the company. The company also base, which includes worldwide flavoring has the ability to quickly transfer the increase specialists, local independent SMEs, in the prices of raw materials to its subsidiaries of large well-known international customers. and multinational groups in the food and beverage markets, and companies in the Interest Rate Risk – LOW pharmaceutical, nutraceutical and cosmetics – The group’s interest rate risk is essentially markets. linked to its variable rate and bank loans. Since the refinancing of its debt in 2010, the Bargaining Power of Suppliers – LOW company is now mainly financed by fixed rate – Naturex’s raw material requirements are low and has therefore significantly reduced its in proportion to the size of the raw material exposure to the rise in interest rates. Given markets. The company is therefore not the very low interest rate prompted by the dependent on its suppliers. Naturex has prior economic climate at the end of 2009, the contracts with its suppliers that are structured group chose to hedge its exposure as of to draw optimum price and maximize utility March 2010. Further, the convertible bond for the company.

Naturex SA – Arrowhead BID 15 EPA: NRX, OTC: NTUXY Due Diligence and Valuation Report See important disclosures on page 19 of this report.

Value The Fair Market Value for Naturex shares stands between EUR520.5MM and EUR599.3MM. The Fair Market Value for one of Naturex publicly traded share stands between EUR66.39 and EUR76.44.

Naturex Balance Sheet Forecast

CONSOLIDATED BALANCE all figures in '000 EUR, unless stated SHEET Low bracket estimates differently

year ending December 31 2013E 2014E 2015E 2016E 2017E 2018E 2019E Total Current Assets 267,871 299,666 335,743 375,327 416,620 459,305 506,400 Total Non-Current Assets 255,561 261,178 268,189 275,123 282,993 291,840 301,711 TOTAL ASSETS 523,432 560,844 603,932 650,450 699,613 751,145 808,111 Total Current Liabilities 139,808 155,294 173,878 190,603 209,837 231,956 260,784 Total Non-current Liabilities 104,104 99,104 94,104 89,104 84,104 79,104 74,104 TOTAL LIABILITIES 243,912 254,398 267,982 279,707 293,941 311,060 334,888 Total Shareholders Equity 279,519 306,445 335,950 370,743 405,672 440,085 473,222 TOTAL LIABILITIES and EQUITY 523,432 560,844 603,932 650,450 699,613 751,145 808,111

Important information on Arrowhead methodology The principles of the valuation methodology employed by Arrowhead BID are variable to a certain extent depending on the sub-sectors in which the research is conducted, but all Arrowhead valuation research possesses an underlying set of common principles and a generally common quantitative process. With Arrowhead Commercial and Technical Due Diligence, Arrowhead extensively researches the fundamentals, assets and liabilities of a company, and builds solid estimates for revenue and expenditure over a coherently determined forecast period. Elements of past performance such as price/earnings ratios, indicated as applicable, are present mainly for reference purposes. Still, elements of real-world past performance enter the valuation through their impact on the commercial and technical due diligence. Elements of comparison such as multiple analyses may be to some extent integrated in the valuation on a project-by-project or asset-by-asset basis. In the case of this Naturex report, cash-flow forecasts are derived from the expected advertising revenue in coming years, after applying a high discount.

Arrowhead BID Fair Market Value Bracket The Arrowhead Fair Market Value is given as a bracket. This is based on quantitative key variable analysis, such as key price analysis for revenue and cost drivers or analysis and discounts on revenue estimates for projects, especially relevant to those projects estimated to provide revenue near the end of the chosen forecast period. Low and high estimates for key variables are produced as a tool for valuation. In principle, an investor who is comfortable with the high brackets of our key variable analysis will align with the high bracket in the Arrowhead Fair Value Bracket, and likewise in terms of low estimates. The investor will also take into account the company intangibles – as presented in the first pages of this document for the analysis on strengths and weaknesses and on other essential company information. These intangibles serve as supplementary factors for adding or subtracting a premium in the investor’s own analysis. The bracket should be understood as a tool provided by Arrowhead BID for the reader of this report and the reader should not solely rely on this information to make his decision on any particular security. The reader must also understand that global capital markets contain inefficiencies, especially in terms of information, and that, on the other hand, corporations and their commercial and technical positions evolve rapidly: this present edition of the Arrowhead valuation is for a short to medium-term alignment

Naturex SA – Arrowhead BID 16 EPA: NRX, OTC: NTUXY Due Diligence and Valuation Report See important disclosures on page 19 of this report.

analysis (one to twelve months). The reader should refer to important disclosures on page 19 of this report.

Information on the Naturex valuation Naturex Valuation Methodology: The Arrowhead fair valuation for Naturex is based on the discounted cash flow method of the four major segments – Food and Beverage, Nutrition and Health, Personal Care and Others. Time Horizon: Time period chosen for valuation is ~146 months (2013-2025). While revenue is expected to be significantly high till 2020 due to the discount factor used, the later years are heavily discounted and have a marginal effect on the valuation. They are included to present a full project cycle situation. Underlying Business Plan: Over the years, the company has grown both organically and inorganically for ongoing expansion of its business. It plans to grow organically through sustained research and development, favorable product mix, and expansion in emerging countries. The company has completed 12 acquisitions since its inception in 1992, bearing the synergies. With the help of strategic acquisition, the company was able to increase its business in terms of revenue, product mix and global presence faster than its competitors. Terminal Value: Terminal value is estimated to depend on a terminal growth rate of 0%, representing the maturity, technology change and prospective competiveness in the business. Prudential Nature of Valuation: It should be noted that this Arrowhead Fair Value Bracket estimate is a relatively prudential estimate, as it discounts the eventuality of the company acquiring and producing from any new segments before 2025. Key Variables in Determining Naturex’s Revenue Estimates - Segment level growth premiums - Nominal GDP growth rate - Consumer spending on food and health growth rate

Naturex SA – Arrowhead BID 17 EPA: NRX, OTC: NTUXY Due Diligence and Valuation Report See important disclosures on page 19 of this report.

Key variables in Naturex’s revenue estimations

Variable 1 – Growth Premium: Food and Beverages

2013-2015 2016-2020 2021-2025 Low 7.0% 4.5% 4.0% High 8.0% 5.5% 4.5%

Variable 2 – Growth Premium: Nutrition and Health

2013-2015 2016-2020 2021-2025 Low 8.0% 4.5% 3.0% High 9.0% 5.0% 4.0%

Variable 3 – Growth Rate: Personal Care

2013-2015 2016-2020 2021-2025 Low 10.0% 5.0% 3.5% High 11.0% 6.0% 4.5%

Variable 4 – Growth Rate: Others

2013-2015 2016-2020 2021-2025 Low 5.0% 4.0% 4.0% High 6.0% 5.0% 5.0%

Variable 5 – Growth Rate of Consumer Spending on Food

2013-2015 2016-2020 2021-2025 Low 3.5% 3.0% 3.0% High 4.5% 4.0% 4.0%

Variable 6 – Stored Production Expense Growth Rate

2013-2015 2016-2020 2021-2025 Low 4.5% 7.0% 6.0% High 5.0% 8.0% 7.0%

Variable 7 – Purchases Consumed Expense Growth Rate

2013-2015 2016-2020 2021-2025 Low 10.0% 7.0% 6.0% High 11.0% 8.5% 7.0%

Variable 8 – Personnel Expenses Growth rate

2013-2015 2016-2020 2021-2025 Low 12.0% 6.0% 5.0% High 13.0% 8.0% 6.5%

Naturex SA – Arrowhead BID 18 EPA: NRX, OTC: NTUXY Due Diligence and Valuation Report See important disclosures on page 19 of this report.

Analyst certifications

I, Vishal Pasari, certify that all of the views own financial advisors as they deem necessary. expressed in this research report accurately Investors are advised to gather and consult reflect my personal views about the subject multiple sources of information while preparing security and the subject company. their investment decisions. Recipients of this report are strongly advised to read the I, Mohanarangam Purushothaman, certify that all Information on Arrowhead Methodology section of of the views expressed in this research report this report to understand if and how the accurately reflect my personal views about the Arrowhead Due Diligence and Arrowhead Fair subject security and the subject company. Value Bracket integrate alongside the rest of their stream of information and within their decision Important disclosures making process. Arrowhead Business and Investment Decisions, Past performance of securities described directly LLC received fees in 2011 from Naturex for or indirectly in this report should not be taken as researching and drafting this report and for a an indication or guarantee of future results. The series of other services to Naturex including price, value of, and income from any of the distribution of this report and networking financial securities described in this report may services. Arrowhead is no longer in this rise as well as fall and may be affected by simple relationship with Naturex and has updated to this and complex changes in economic, financial and current version of the report without Naturex political factors. sponsorship for this update or for any other services. Neither Arrowhead BID nor any of its Should a security described in this report be principals or employees owns any long or short denominated in a currency other than the positions in Naturex. investor’s home currency, a change in exchange rates may adversely affect the price of, value of, Aside from certain reports published on a periodic or income derived from the security. basis, the large majority of reports are published by Arrowhead BID at irregular intervals as This report is published solely for information appropriate in the analyst’s judgment. purposes, and is not to be considered as an offer to buy any security, in any state. Any opinions expressed in this report are statements of our judgment to this date and are Other than disclosures relating to Arrowhead subject to change without notice. Business and Investment Decisions, LLC, the information herein is based on sources we believe This report was prepared for general circulation to be reliable but is not guaranteed by us and and does not provide investment does not purport to be a complete statement or recommendations specific to individual investors. summary of the available data. As such, any of the financial or other money- management instruments linked to the company Arrowhead Business and Investment Decisions, and company valuation described in this report, LLC is not responsible for any loss, financial or hereafter referred to as “the securities”, and may other, directly or indirectly linked to any price not be suitable for all investors. movement or absence of price movement of the securities described in this report. Investors must make their own investment decisions based upon their specific investment objectives and financial situation utilizing their

Naturex SA – Arrowhead BID 19 EPA: NRX, OTC: NTUXY Due Diligence and Valuation Report See important disclosures on page 19 of this report.

Valuation WACC xii Risk-free rate 2.3% Food and Nutrition and Personal Care Beverages Health Beta 0.42 Risk premium 11.8% Max 0.0% value Additional Risk Premium Please refer to the Key Variable Section Cost of Equity 7.2% Min Terminal Growth Rate 0% value

FCFE (High) Time Period --> 2013E 2014E 2015E 2016E 2017E 2018E 2019E 2020E 2021E Net cash from operating 31,835 39,692 43,756 43,642 41,715 47,285 48,868 47,008 54,392 activities Capital Expenditure (16,845) (18,937) (21,296) (23,298) (25,464) (27,834) (30,427) (33,264) (21,626) Net Debt Addition 18,000 (5,000) (5,000) (5,000) (5,000) (5,000) (5,000) (2,500) (2,500) Free Cash Flow to Equity 32,991 15,755 17,460 15,344 11,251 14,451 13,441 11,245 30,266 Discount Factor 0.99 0.92 0.86 0.80 0.75 0.70 0.65 0.61 0.57 Present Value of FCF 32,611 14,528 15,020 12,314 8,423 10,093 8,757 6,835 17,162

FCFE (Low) Time Period --> 2013E 2014E 2015E 2016E 2017E 2018E 2019E 2020E 2021E Net cash from operating 30,511 36,777 39,100 38,579 36,540 42,172 44,036 42,733 49,201 activities Capital Expenditure (16,647) (18,496) (20,558) (22,251) (24,061) (26,021) (28,142) (30,439) (19,605) Net Debt Addition 18,000 (5,000) (5,000) (5,000) (5,000) (5,000) (5,000) (2,500) (2,500) Free Cash Flow to Equity 31,864 13,281 13,542 11,328 7,478 11,151 10,894 9,795 27,097 Discount Factor 0.99 0.92 0.86 0.80 0.75 0.70 0.65 0.61 0.57 Present Value of FCF 31,497 12,247 11,650 9,091 5,599 7,788 7,098 5,953 15,364

In the model, the valuation is continued to the year 2025, from which point the terminal value is established. For all data see reference table below:

ARROWHEAD FAIR VALUE BRACKET EUR Value Contribution by Key Variables High Low Terminal Value (TV) 868,321 755,611 Present Value of TV 372,900 324,497 Present Value of FCF + TV 588,640 509,841 + Cash 10,631 10,631 Equity Value Bracket 599,271 520,472 Shares Outstanding (in '000) 7,840 7,840 Fair Value Bracket EUR 76.44 EUR 66.39 Current Market Price EUR 58.15 EUR 58.15 Current Market Capital 455.9 455.9 Target Market Capital 599.3 520.5

Naturex SA – Arrowhead BID 20 EPA: NRX, OTC: NTUXY Due Diligence and Valuation Report See important disclosures on page 19 of this report.

Notes and References i Arrowhead Business and Investment Decisions Fair Value Bracket - AFVBTM. See information on valuation on pages 16-20 of this report and important disclosures on page 19 of this report. ii Source: Bloomberg as on November 14, 2013 iii 52 weeks to November 14, 2013. Source: Bloomberg iv 3 months to November 14, 2013. Source: Bloomberg v Source: Bloomberg as on November 14, 2013. vi Source: Bloomberg as on October 25, 2013 vii http://www.rts-resource.com/Blog/Ingredient-Markets/Market-data-shows-natural-ingredients-growth-to-continue/2013/7/3.aspx http://www.rts-resource.com/Blog/Ingredient-Markets/Natural-ingredients-growing-faster-than-functional/2013/3/27.aspx http://www.naturalproductsinsider.com/articles/2013/03/health-and-wellness-a-mega-trend-in-the-natural-f.aspx http://www.reportlinker.com/p0865298/Global-Food-Ingredients-Market-Report-Edition.html viii http://bourne-partners.com/content/media/articles/38.pdf http://www.naturalproductsinsider.com/news/2013/07/nutraceutical-market-to-hit-75-billion-in-2017.aspx ix http://www.aesgp.eu/media/cms_page_media/102/AESGP%202013_IMS%20OTC%20Market%20Review%20v2.0%20Pres.pdf x http://www.lucintel.com/reports/personal_care/global_personal_care_products_industry_2012-2017_trend_profit_and_forecast_analysis_september_2012.aspx xi http://www.gcimagazine.com/marketstrends/regions/bric/Cosmeceuticals-to-See-Growth-Rate-of-77-Over-Coming-Years-202340341.html xii Source: Bloomberg as on October 25, 2013

Naturex SA – Arrowhead BID 21 EPA: NRX, OTC: NTUXY Due Diligence and Valuation Report See important disclosures on page 19 of this report.