Q3 2019 Investor Conference Call Presentation

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Investor
Conference Call
Q3 2019 Results
October 30, 2019
Werner Baumann, CEO
Wolfgang Nickl, CFO
Pictures to be updated

Cautionary Statements Regarding Forward-Looking Information
Bayer Q3 2019 Investor Conference Call2
This presentation may contain forward-looking statements based on current assumptions and forecasts
made by Bayer management.
Various known and unknown risks, uncertainties and other factors could lead to material differences
between the actual future results, financial situation, development or performance of the company and the
estimates given here. These factors include those discussed in Bayer’s public reports which are available
on the Bayer website at http://www.bayer.com/.
The company assumes no liability whatsoever to update these forward-looking statements or to conform
them to future events or developments.
Guidance at constant currencies, not including portfolio divestitures if not mentioned differently.

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Business Update
Werner Baumann, CEO
Q3 2019 Results

Bayer Remains on Track - Good Performance Across all Divisions
(all figures: continuing operations)
 Sales increased to €9.8bn
(+5% cpa)
 EBITDA before special items
improved by 8% to €2.3bn
 Margin up 30 bps to 23.3%
 Core EPS plus 6% to €1.16
 Free Cash Flow grew by 13% to
€1.3bn
4
Sales
€9,830m
EBITDA
Before special items
Core EPS
€2,291
€1,263m
Free Cash Flow
€1.16
Bayer Q3 2019 Investor Conference Call

Progress in all Focus Areas
1  Guidance for 2019 confirmed
and adjusted for discontinued
operations and Fx
3  Continued strong top-line growth
 Margin development in line with FY
guidance
5  Overall contribution target of
~€2.6bn by 2022 confirmed
 Implementation ongoing
 Good operational performance in
challenging market environment
 Integration and synergy realization
well on track
2
4
6
Target Delivery
Pharmaceuticals
Efficiency / Bayer 2022
Crop Science
Consumer Health
Portfolio Measures
 Solid sales and margin development
 Coppertone and Derma Rx
divestments closed, Dr. Scholl’s and
Currenta closings imminent
 Sale of Animal Health signed
5 Bayer Q3 2019 Investor Conference Call

Update Glyphosate Litigation
* Source: Based on Roundup TV advertising data provided by X Ante, a litigation advertising tracking service
Served lawsuits from approx. 42,700 plaintiffs (as of October 11, 2019)
Rise in number of plaintiffs follows an exponential increase in advertising sponsored by plaintiffs’ lawyers*
Planning for litigation of further cases in 2020 while …
Number of lawsuits not indicative of the merits of the litigation
Appeals in the first three cases ongoing
… constructively engaging in the mediation process

Volume
+1%
Q3'18 Q3'19
422
527
Sales
In million €, ∆% yoy, Fx & portfolio adj.
EBITDA
In million €, ∆% yoy, before special items
Q3'18 Q3'19
3,733
3,948
Currency
+3%
Price
4%
Portfolio
2%
Crop Science with Positive Growth Dynamics
 +5% cpa (+6% ca pro forma) sales growth driven
by North & Latin America
 Good growth across corn and soybean seed &
traits as well as fungicides
 Strong increase in EBITDA before special items
as a result of higher prices and volumes in Latin
America as well as lower than expected product
returns
 Cost synergy realization in 2019 substantially
higher than expected
+5%
+25%
7
+ -
13.3%11.3%
EBITDA Margin before special items

Q3'18 Q3'19
1,554 1,527
Sales
EBITDA
Q3'18 Q3'19
4,163
4,504
Pharmaceuticals Driven by Xarelto, Eylea and China
+6%
 Xarelto up 9%, Eylea grew by 16%
 Continued strong performance in China
 FDA approvals of Nubeqa (darolutamide) and the
medically ill indication for Xarelto
 Vitrakvi received first tumor-agnostic approval in
Europe
 Acquisition of BlueRock Therapeutics to expand
position in cell therapy
 Strong EBITDA before special items as Q3 2018
benefited from opt-in payment of ~€190m
Volume
6%
Currency
2%
Price
0%
Portfolio
0%
+ +
+ +/-
33.9%37.3%
-2%

Q3'18 Q3'19
248 256
Sales
EBITDA
Q3'18 Q3'19
1,297 1,288
Consumer Health with Solid Performance
 EMEA and Latin America with positive
development
 North America and Asia/Pacific with declining
sales
 Nutritionals, Allergy & Cold and Pain & Cardio with
good sales growth
 Increase in EBITDA-margin before special items
driven by sales growth and cost savings
+4%
+3%
Volume
2%
Currency
1%
Price
2%
Portfolio
5%
+ +
+ -
19.9%19.1%

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Wolfgang Nickl, CFO
Q3 2019 Results
Financials & Outlook

Q3'18 Q3'19
Q3'18 Q3'19
EBITDA
In million €, before special items
Q3'18 Q3'19
Sales
In million €, ∆% yoy, (Fx & portfolio adj.)
Core EPS
In €
9,261
9,830
1.09
1.16
2,132
2,291
- Positive Fx effect of €215m - Positive Fx effect of €77m after
hedging
+5%cpa
11
+8%
- Core financial result went from
minus €497m to minus €455m
- Core tax rate was 18.3% (PY 14.2%)
Q3'18 Q3'19
Free Cash Flow
In million €
+6%
23.3%23.0%
- Increase driven by positive operating
development
Q3 Results (Continuing Operations)
1,116
1,263+13%

Q3'18 Q3'19
Q3'18 Q3'19
EBITDA
Q3'18 Q3'19
Sales
Core EPS
In €
9,905
10,491
1.15
1.232,237
2,431
- Positive Fx effect of €224m - Positive Fx effect of €82m after
hedging
+5% cpa
12
+9%
Free Cash Flow
In million €
+7%
23.2%22.6%
Q3 Results (Including Discontinued Operations)
Q3'18 Q3'19
1,116
1,263
No impact
+13%

Bridge: Core EPS to EPS (Q3 2019)
13
in €
1.16
-0.65
1.16
+0.22
1.01
+0.04
1.05
0.00
0.20
0.40
0.60
0.80
1.00
1.20
1.40
Core EPS
Q3'19
Amortization
intangbile assets,
Impairment goodwill,
Impairment intangible
assets
Special items
(EBITDA relevant)
Special items
financial result/
taxes
Tax effect
on adjustments
EPS Continuing
Operations
Q3'19
Disontinued
Operations
EPS (total)
Q3'19
-0.01
+0.28

Bayer Delivers on Announced Portfolio Measures
14
Animal Health Currenta Coppertone Dr Scholl’s
Sales & EBITDA*
2018
Sales: €1,501m
EBITDA: €358m
Sales: €1,344m
EBITDA: €220m
Sales: 213m USD
Below average margin
Sales: 234m USD
Below average margin
Gross Proceeds
US$7.6bn, thereof
US$5.3bn in cash and
US$2.3bn in Elanco
stock**
~€1.4bn (60% stake and
selected real estate)
US$550m US$585m
Acquirer Elanco
Macquarie Infrastructure and
Real Assets (MIRA)
Beiersdorf Yellow Wood Partners
Signing August 20, 2019 August 6, 2019 May 13, 2019 July 19, 2019
Expected Closing Mid 2020 December 2019
Closed on
August 30, 2019
November 2019
Consolidation Discontinued operations Discontinued operations Until closing Until closing
* EBITDA = EBITDA before special items
** based on the unaffected 30-day volume weighted average price as of August 6, 2019 of 33,60 USD. The number of shares constituting the equity consideration is fixed within a 7.5% collar. This means that the number of Elanco
shares that Bayer receives increases (decreases) in the event of share price decreases (increases) within this 7.5% corridor. Based on the closing price of Elanco shares on September 30, 2019, Bayer would receive approx. 73
million Elanco shares.
🗸 🗸 🗸
🗸
🗸

Net Financial Debt Reduced to €37.9bn in Q3
Gross Financial Debt
30.06.2019
Bonds Commercial Paper Other Financial
Liabilities
Gross Financial Debt
30.09.2019
Cash /
Other Financial Assets
Net Financial Debt
30.09.2019
Net Financial Debt
30.06.2019
370
-584
43,598
-5,738
37,860
43,239
573
38,808
0
5,000
10,000
35,000
40,000
45,000
50,000 in € million
~60% of financial debt denominated in US$
±1% change of US$ vs € = ±€200m
* Excluding divestment proceeds

Key Initiatives for Q4 2019
Crop Science: Expect continued growth in Latin America and a strong start to the US season; continued
momentum in achieving integration synergies
Consumer Health: Further driving turnaround and expect North America to return to growth
Pharmaceuticals: Continuing strong growth of Xarelto, Eylea and China
Continued cost and cash management discipline across the Group
Cash-in from Currenta & Dr. Scholl’s divestments

FY 2019 Guidance Confirmed, Aligned to Continuing Operations
and Including Expected Currency Impact
17
~ €46
bn
Sales
EBITDA
(before special items)
Core EPS
Free cash flow
Net financial debt
~ €12.2
bn
~ €6.80
~ €3-4
bn
~ €36
bn
~ €43
bn
~ €11.6
bn
~ €6.45
~ €3-4
bn
~ €34
bn
~ €43.5
bn
~ €11.5
bn
~ €6.35
~ €3-4
bn
~ €35
bn
approx. +€0.5bn
approx. -€0.1bn
approx. -€0.10
approx. -€0.1bn
approx. +€1.1bn
~ €3bn
~ €0.6bn
~ €0.35
No impact
~ €2.0bn
2019 outlook
(excl. portfolio
measures)
Of which
discontinued
operations
2019 outlook for
continuing operations
Expected
currency impact
2019 outlook for
continuing operations
incl. currency impact
Excluding currency impact
Proceeds from the sale of
Coppertone, Dr. Scholl’s and
Currenta

Focus Areas
1  Deliver on operational targets
3  Deliver sales and margin expansion
 Further strengthening of pipeline
and intensify external sourcing
5  Execute efficiency improvement
program and realize synergies
 Integration of acquired business to
shape the future of agriculture
2
4
6
Target Delivery
Pharmaceuticals
Efficiency / Bayer 2022
Crop Science
Consumer Health
Portfolio Measures
 Drive performance improvement
 Finalize remaining portfolio
measures

Q3'18 Q3'19
44
68
Sales
EBITDA
Q3'18 Q3'19
304
343
Animal Health With Strong Performance in Q3 2019
 Advantage product family with strong growth
(+19% cpa), particularly in the US
 Seresto with positive performance (+22% cpa) in
all regions
 Substantial increase in EBITDA before special
items driven by strong volume development
+10%
+55%
Volume
8%
Currency
3%
Price
2%
Portfolio
0%
+ +
+ ±
19.7%14.5%

9M'18 9M'19
9M'18 9M'19
EBITDA
9M'18 9M'19
9M 2019 Results (Continuing Operations)
Sales
Core EPS
In €
26,387
32,795
4.57
5.11
7,005
9,020
- Positive Fx effect of €413m - Negative Fx effect of €-92m
+24%
(+4%cpa)
21
+29%
Free Cash Flow
In million €
+12%
27.5%26.5%
9M'18 9M'19
- # shares increased from 927m to 981m
3,289
2,522
-23%

9M'18 9M'19
9M'18 9M'19
EBITDA
9M'18 9M'19
Sales
Core EPS
In €, Cont. Operations
28,524
34.991
4.86
5.40
7,483
9,547
- Positive Fx effect of €445m - Negative Fx effect of -€87m
+23%
(+3%cpa)
22
9M'18 9M'19
Free Cash Flow
In million €
3,289
2,522
-23%
+11%
27.3%26.2%
9M 2019 Results (Including Discontinued Operations)
No impact
+28%

9M 2019 - Segment Overview
Crop Science
9M'18 9M'19
9,605
15,180+3%
9M'18 9M'19
2,108
3,924
+86%
25.8%21.9%
Pharma
9M'18 9M'19
12,455 13,280
9M'18 9M'19
4,332 4,539
34.2%34.8%
+5%
Consumer Health
9M'18 9M'19
4,119 4,125
+1%
9M'18 9M'19
817 805
-2%
19.5%19.8%
Animal Health
9M'18 9M'19
1,171 1,218+1%
9M'18 9M'19
311 332+7%
SalesEBITDA
+5%
27.3%26.6%
Continued Operations
Discontinued
Operation

Core EPS
9M'19
Amortization / Write
down of IP and PPE
Special Items
(EBITDA relevant)
Special Items
financial results /
taxes
Tax effect
on adjustments
EPS Continuing
Operations
9M'19
Discontinued
Operations
EPS
(total)
9M'19
5.11
-2.45
-1.50
0.28
1.05
2.50
0
1
2
3
4
5
6
0.23
2.73
Bridge: Core EPS to EPS (9M 2019)
in €

P&L Q3 2018 Q3 2019
€ million € million
EBITDA before special items 2,132 2,291
Special items 3,135 -4
Reported EBITDA 5,267 2,287
Depreciation & Amortization -944 -1,072
Reported EBIT 4,323 1,215
Amortization and impairment losses / loss
reversals on intangible assets
552 631
Special items (EBITDA) -3,136 4
Other 9 3
Core EBIT 1,748 1,853
Core financial result (before special items) -497 -455
Core EBT 1,251 1,398
Taxes (before special items) -177 -254
Core tax rate 14.2% 18.3%
Minorities -8 -6
Core Net income 1,066 1,138
No. of shares (m) 980.2 982.4
Core EPS (€) 1.09 1.16
From EBITDA Before Special Items to Core EPS (Continuing
Operations, Q3 2019)
25
Amortization mainly resulting from acquisitions
FY guidance unchanged at ~23%

Increase mainly due to financing costs related to
the acquisition
P&L 9M 2018 9M 2019
€ million € million
EBITDA before special items 7,005 9,020
Special items 2,743 -1,469
Reported EBITDA 9,748 7,552
Depreciation & Amortization -2,088 -3,759
Reported EBIT 7,660 3,793
Amortization and impairment losses / loss
reversals on intangible assets
1,251 2,403
Special items (EBITDA) -2,743 1,468
Other 18 8
Core EBIT 6,186 7,672
Core financial result (before special items) -789 -1,209
Core EBT 5,397 6,463
Taxes (before special items) -1,145 -1,436
Core tax rate 21.2% 22.2%
Minorities -14 -11
Core Net income 4,238 5,016
No. of shares (m) 927.5 981.4
Core EPS (€) 4.57 5.11
From EBITDA Before Special Items to Core EPS (Continuing
Operations, 9M 2019)
26
Increase in weighted number of shares due to
equity measures
Mainly related to acquisition and integration costs
(€641m) and restructuring costs (€856m), partially
offset by divestment gains (mainly Derma Rx)
Amortization mainly resulting from acquisitions
FY guidance unchanged at ~23%

Free Cash Flow Generation
27
Q3 2018 Q3 2019 9M 2018 9M 2019
€ million € million € million € million
Net cash provided by operating activities 2,051 2,282 4,949 4,961
Cash outflows for PPE and intangible
assets
-659 -729 -1,467 -1,582
Interest and dividends received 55 14 200 96
Interest paid/received (incl. interest-rate swaps) -331 -304 -393 -953
Free Cash Flow 1,116 1,263 3,289 2,522

Divisional Guidance 2019
28
Sales 2018 EBITDA-margin 2018
Sales Growth 2019
(cpa2)
EBITDA-margin
2019
(excluding currency impact)
Crop
Science
€14.3bn1 18.6% ~4% ~25%
Pharma €16.7bn 33.4% ~4% ~34%
Consumer
Health
€5.5bn 20.1% ~1% ~21%
1 Monsanto included since June 7 and assets divested to BASF included until August 2018; 2 currency and portfolio adjusted

2019 Guidance for other Group KPI’s Updated for Continuing
Operations
29
Excluding currency impact
Special items (EBITDA) ~ €2.0 billion
R&D expenses ~ €5.3 billion
Capital expenditures ~ €2.7 billion
of which for intangible assets ~ €0.8 billion
Depreciation and amortization ~ €4.3 billion
of which for intangible assets ~ €2.5 billion
Core financial result ~ - €1.6 billion
Core tax rate ~ 23.0%

Q3 2019 Investor Conference Call Presentation

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