CORPORATES CREDIT OPINION Coty Inc. 29 April 2020 Update following CFR Downgrade to Caa1; outlook negative Update Summary Coty's credit profile (Caa1 negative) reflects revenue declines expected for the company's beauty products over the next few quarters driven by efforts to contain the coronavirus and pressure on discretionary consumer income, contributing to high debt to EBITDA financial leverage that we estimate will increase in excess of 6.5x in 2020. The credit profile RATINGS also reflects our belief that the company will generate weak free cash flow over the next Coty Inc. several quarters due to its ongoing restructuring costs and dividends. Coty's concentration Domicile United States in fragrance and color cosmetics creates exposure to discretionary consumer spending and Long Term Rating Caa1 requires continuous product and brand investment to minimize revenue volatility as these Type LT Corporate Family Ratings categories tend to be more fashion driven than other beauty products. Coty will remain more Outlook Negative concentrated than its primary competitors in mature developed markets. This creates growth challenges and investment needs to more fully build its global distribution capabilities and Please see the ratings section at the end of this report for more information. The ratings and outlook shown brand presence. The company's credit profile is supported by its large scale, its portfolio of reflect information as of the publication date. well-recognized brands, and good product and geographic diversification. Exhibit 1 Debt/EBITDA will increase as impact from coronavirus will weaken operating performance Contacts Illustrative range Chedly Louis +1.212.553.4410 Revenue Debt / EBITDA -20% EBITDA scenario -25% EBITDA scenario -30% EBITDA scenario $10.0 12.0x VP-Sr Credit Officer $9.0 10.0x [email protected] $8.0 $7.0 8.0x John E. Puchalla, CFA +1.212.553.4026 $6.0 Associate Managing Director $5.0 6.0x [email protected] $4.0 4.0x / EBITDA Debt RevenueBillions)($ $3.0 » Contacts continued on last page $2.0 2.0x $1.0 $0.0 CLIENT SERVICES FY 2016 FY 2017 FY 2018 FY 2019 LTM (Dec-19) 12-18 month forward view Americas 1-212-553-1653 All figures and ratios are calculated using Moody’s estimates and standard adjustments. Moody's Forecasts (f) or Projections (P) are Moody's opinion and do not represent the views of the issuer. Periods are Financial Year-End June unless indicated. LTM = Last Asia Pacific 852-3551-3077 Twelve Months. Source: Moody's Financial Metrics™ , Moody's Projections Japan 81-3-5408-4100 EMEA 44-20-7772-5454 Credit strengths » Large scale and well-recognized brands in several beauty categories » Strong public commitment to reducing net leverage to below 3.0x debt to EBITDA Credit challenges » High financial leverage and weak free cash flow This document has been prepared for the use of Constantin Thun-Hohenstein and is protected by law. It may not be copied, transferred or disseminated unless authorized under a contract with Moody's or otherwise authorized in writing by Moody's. MOODY'S INVESTORS SERVICE CORPORATES » Continued weak demand in the company's consumer beauty products » Concentration in volatile fragrance and color cosmetics categories » Need for constant innovation driven by portfolio composition » Global diversification skewed towards slower growth mature developed markets Rating outlook The negative outlook reflects our belief that Coty faces high execution risk to improve operating performance and reduce financial leverage. This reflects the company's multi-step turnaround plan that includes the divestiture of its Professional and Hypermarcas businesses, proceeds of which are to be used to repay debt. The turnaround plan also includes the continued refocus of its Consumer Beauty business product mix away from low-value sales. We also recognize the challenges that Coty will face executing an operational turnaround given governmental mandates for social distancing that will keep department stores and specialty retail closed for an unknown period. Factors that could lead to an upgrade » Renewed revenue and earnings growth » Significant reduction in financial leverage » Generates comfortably positive free cash Factors that could lead to a downgrade » Inability to stabilize revenue and earnings or improve liquidity » Ongoing weak or negative free cash flow over the next 12-18 months » Financial leverage continues to increase » Aggressive debt funded acquisitions or shareholder returns Key indicators Exhibit 2 Coty Inc. LTM 12-18 month US Millions Jun-15 Jun-16 Jun-17 Jun-18 Jun-19 (Dec-19)* forward view Revenue $4.4 $4.3 $7.7 $9.4 $8.6 $8.6 $5.9-$6.9 EBITA Margin % 13.5% 14.4% 8.9% 10.9% 11.4% 11.6% 10.0%-10.4% Debt / EBITDA 3.8x 5.7x 7.6x 5.5x 5.8x 6.0x 9.6x-8.4x RCF / Net Debt 19.5% 6.1% -4.9% 4.3% 6.4% 6.3% 3.6%-5.0% EBITA / Interest Expense 5.8x 4.4x 2.6x 2.9x 2.6x 2.7x 1.5x-1.8x All figures and ratios are calculated using Moody’s estimates and standard adjustments. Moody's Forecasts (f) or Projections (proj.) are Moody's opinion and do not represent the views of the issuer. Periods are Financial Year-End unless indicated. LTM = Last Twelve Months. The projected credit metrics are based on a range of annual EBITDA declines, but there is significant uncertainty regarding the effect of the coronavirus on earnings performance. The midpoint of the projected leverage range is based on an approximate 25% EBITDA decline. *Pro Forma for the acquisition of Kylie Cosmetics Source: Moody’s Financial Metrics™, Moody's Projections This publication does not announce a credit rating action. For any credit ratings referenced in this publication, please see the ratings tab on the issuer/entity page on www.moodys.com for the most updated credit rating action information and rating history. 2 29 April 2020 Coty Inc.: Update following CFR Downgrade to Caa1; outlook negative This document has been prepared for the use of Constantin Thun-Hohenstein and is protected by law. It may not be copied, transferred or disseminated unless authorized under a contract with Moody's or otherwise authorized in writing by Moody's. MOODY'S INVESTORS SERVICE CORPORATES Profile Coty Inc., a public company headquartered in New York, NY, is one of the leading manufacturers and marketers of fragrance, color cosmetics, and skin and body care products. The company's products are sold in over 150 countries. Coty generates roughly $8.4 billion in annual revenues. Coty is 60% owned by a German based investment firm, JAB Holding Company S.a.r.l. (JAB), with the rest publicly traded. Exhibit 3 Exhibit 4 Revenue by segment Revenue by geography Twelve months ended December 31, 2019 Twelve months ended December 31, 2019 Professional Beauty 22% ALMEA 26% North America 30% Luxury 39% Consumer Beauty Europe 39% 44% Source: Company filings Note: ALMEA represents Asia, Latin America, the Middle East, Africa and Australia Source: Company filings Detailed credit considerations High financial leverage We expect Coty's debt to EBITDA will increase in excess of 6.5x in 2020 from 5.7x from the twelve months ending December 31, 2019. The company's financial leverage will increase due to significant declines in revenue and earnings from retail store closures and reduced demand for the company's products related to efforts to contain the coronavirus. The company estimates that 3rd quarter sales, ending March 31, 2020, will be down by 20% and we estimate that year-end sales ending June 30, 2020 will be down in excess of 15%. Lower demand for Coty's products reflects weaker than previously expected sales and earnings from its consumer beauty products (40% of sales) and from the company's luxury beauty and fragrance products (38% of sales). Demand will be adversely affected by ongoing competitive pressures, closures at department stores and specialty retailers, and governmental recommended social distancing reflecting efforts to contain the coronavirus. Efforts to contain the coronavirus are weakening economic growth globally and add further operating pressure to the company's credit profile. Weak free cash flow We expect Coty to generate negative free cash flow over the next year. Free cash flow will be adversely impacted by the company's declining sales and earnings. We estimate that the company will generate negative free cash flow in excess of $(85) million in the year ahead. We believe free cash flow will improve over time as retail stores reopen, and as the company stabilizes its operations and completes its restructuring program. Ambitious global restructuring carries high execution risk Coty's ongoing restructuring will carry high execution risks given the company's historical execution challenges. Execution risks reflect the company's multi-step turnaround plan that includes the divestiture of its Professional and Hypermarcus businesses, proceeds of which management says will be used to repay debt, as well as the turnaround of its Consumer Beauty business. The company will restructure its consumer beauty and fragrance businesses, which will include work force and product offering reductions. Coty will spend $600 million through 2023 on this turnaround plan, which is in addition to about $160 million of ongoing restructuring costs. Coty expects the restructuring program to generate about $200 million in annual cost savings, a meaningful improvement in 3 29 April 2020 Coty Inc.: Update following CFR Downgrade to Caa1; outlook negative This document has been prepared for the use of Constantin Thun-Hohenstein and is protected by law. It may not be copied, transferred or disseminated unless authorized under a contract with Moody's or otherwise authorized in writing by Moody's. MOODY'S INVESTORS SERVICE CORPORATES operating margins to about 14% to 16% (as compared to about 11.1% today) and free cash flow of about $1.0 billion by 2023.