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Colfax Corporation Investor Day

Key Takeaway: Colfax Corporation Investor Day March 11, 2021 Forward Looking Statement & Non-GAAP Disclaimer These materials include "forward-looking" statements within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements may be characterized by ter

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Colfax Corporation Investor Day March 11, 2021
Forward Looking Statement & Non-GAAP Disclaimer These materials
include "forward-looking" statements within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements may be characterized by terms such as "believe," "anticipate,"
"should," "would," "intend," "plan," "will," "expect," "estimate," "project," "positioned," "strategy," "targets,"
"aims," "seeks," "sees" and similar expressions. All statements other than statements of historical fact could be deemed forward-looking statements, including, but not limited to, statements regarding: the
intended separation of the FabTech and MedTech businesses; expected 2021 revenue and Adjusted EBITDA for FabTech and MedTech; long-term financial goals for FabTech and MedTech; the timing and method of the separation; the anticipated benefits of the
separation; the expected financial and operating performance of, and future opportunities for, each company following the separation; the tax treatment of the transaction; and the leadership of each company following the separation. These statements
are based on assumptions and assessments made by our management as of the date of this presentation in light of their experience and perception of historical trends, current conditions, expected future developments, strategy, outlook, goals and
other factors believed to be appropriate. Forward-looking statements are subject to a number of risks, uncertainties and assumptions that might cause actual results, developments and business decisions to differ materially from those expressed or
implied thereby, and are not guarantees of future performance or actual results. These factors include, among other things: the final approval of the separation by our board of directors; the uncertainty of obtaining regulatory approvals in
connection with the separation, including rulings from the Internal Revenue Service; the ability to successfully complete financing and other transactions on satisfactory terms, and other steps necessary to qualify the separation as a tax-free
transaction; the ability to satisfy the necessary closing conditions to complete the separation on a timely basis, or at all; our ability to successfully separate the two companies and realize the anticipated benefits of the separation; developments
related to the impact of the COVID-19 pandemic on the separation and the financial and operating performance of each company following the separation, including actions by governments, businesses and individuals in response to the pandemic, and
other impacts on our business and ability to execute business continuity plans; and our ability to manage and grow our business and to execute our business and growth strategies. The effects of the COVID-19 pandemic, including actions by
governments, businesses and individuals in response to the pandemic, may also give rise or contribute to or amplify the risks associated with many of these factors. The factors identified above are not exhaustive. We operate in a dynamic business
environment in which new risks may emerge frequently. Other unknown or unpredictable factors could also cause actual results, developments and business decisions to differ materially from those expressed or implied by the forward-looking statements.
Forward-looking statements should be construed in the light of such factors. Readers are cautioned not to place undue reliance on any forward-looking statements, which speak only as of the date made. Additional information regarding these and other
factors that may cause actual results to differ materially from those expressed or implied by the forward-looking statements is set forth in our public filings with the Securities Exchange Commission (the "SEC"), including our Annual
Report on Form 10-K for the year ended December 31, 2020 and our subsequent filings with the SEC. We do not undertake, and hereby disclaim, any obligation to update any forward-looking statements, whether as a result of new information, future
developments or otherwise. Colfax has provided in this presentation certain financial information that has not been prepared in accordance with accounting principles generally accepted in the United States of America ("non-GAAP"). These
non-GAAP financial measures include adjusted EBITDA (adjusted EBITA plus depreciation and other amortization), adjusted EBITDA margin, organic (core) sales growth, and free cash flow. Colfax also provides adjusted EBITDA, adjusted EBITDA margin,
organic (core) sales growth and free cash flow on a segment basis. Adjusted EBITA represents net income (loss) from continuing operations excluding restructuring and other related charges, acquisition-related amortization and other non-cash
charges, European Union Medical Device Regulation ("MDR") and other costs, and strategic transaction costs, as well as income tax expense (benefit) and interest expense, net. Colfax presents adjusted EBITA margin, which is subject to the
same adjustments as adjusted EBITA. Further, Colfax presents adjusted EBITA (and adjusted EBITA margin) on a segment basis, where we exclude the impact of strategic transaction costs and acquisition-related amortization and other non-cash charges
from segment operating income. Adjusted EBITDA represents Adjusted EBITA plus depreciation and other amortization. Core or organic sales growth (decline) excludes the impact of acquisitions and foreign exchange rate fluctuations.
Decremental margin represents the change in Adjusted EBITDA divided by the change in net sales. Free cash flow represents cash flow from operating activities less purchases of property, plant and equipment. These non-GAAP financial
measures assist Colfax management in comparing its operating performance over time because certain items may obscure underlying business trends and make comparisons of long-term performance difficult, as they are of a nature and/or size that occur
with inconsistent frequency or relate to discrete restructuring plans that are fundamentally different from the ongoing productivity improvements of Colfax. Colfax management also believes that presenting these measures allows investors to view its
performance using the same measures that Colfax uses in evaluating its financial and business performance and trends. Non-GAAP financial measures should not be considered in isolation from, or as a substitute for, financial information calculated in
accordance with GAAP. Investors are encouraged to review the reconciliation of these non-GAAP measures to their most directly comparable GAAP financial measures provided in the appendix to this presentation. In this presentation, Colfax presents
forward-looking non-GAAP measures, such as Adjusted EBITDA, Adjusted EBITA and Free Cash Flow on a segment basis. Colfax does not provide such outlook on a GAAP basis because changes in the items that Colfax excludes from GAAP to calculate such
measures can be dependent on future events that are less capable of being controlled or reliably predicted by management and are not part of Colfax's routine operating activities. Additionally, management does not forecast many of the excluded
items for internal use and therefore cannot create or rely on outlook done on a GAAP basis. 2Forward Looking Statement & Non-GAAP Disclaimer These materials include "forward-looking" statements within the meaning of the Private
Securities Litigation Reform Act of 1995. Forward-looking statements may be characterized by terms such as "believe," "anticipate," "should," "would," "intend," "plan,"
"will," "expect," "estimate," "project," "positioned," "strategy," "targets," "aims," "seeks," "sees" and similar expressions.
All statements other than statements of historical fact could be deemed forward-looking statements, including, but not limited to, statements regarding: the intended separation of the FabTech and MedTech businesses; expected 2021 revenue and
Adjusted EBITDA for FabTech and MedTech; long-term financial goals for FabTech and MedTech; the timing and method of the separation; the anticipated benefits of the separation; the expected financial and operating performance of, and future
opportunities for, each company following the separation; the tax treatment of the transaction; and the leadership of each company following the separation. These statements are based on assumptions and assessments made by our management as of the
date of this presentation in light of their experience and perception of historical trends, current conditions, expected future developments, strategy, outlook, goals and other factors believed to be appropriate. Forward-looking statements are
subject to a number of risks, uncertainties and assumptions that might cause actual results, developments and business decisions to differ materially from those expressed or implied thereby, and are not guarantees of future performance or actual
results. These factors include, among other things: the final approval of the separation by our board of directors; the uncertainty of obtaining regulatory approvals in connection with the separation, including rulings from the Internal Revenue
Service; the ability to successfully complete financing and other transactions on satisfactory terms, and other steps necessary to qualify the separation as a tax-free transaction; the ability to satisfy the necessary closing conditions to complete
the separation on a timely basis, or at all; our ability to successfully separate the two companies and realize the anticipated benefits of the separation; developments related to the impact of the COVID-19 pandemic on the separation and the
financial and operating performance of each company following the separation, including actions by governments, businesses and individuals in response to the pandemic, and other impacts on our business and ability to execute business continuity
plans; and our ability to manage and grow our business and to execute our business and growth strategies. The effects of the COVID-19 pandemic, including actions by governments, businesses and individuals in response to the pandemic, may also give
rise or contribute to or amplify the risks associated with many of these factors. The factors identified above are not exhaustive. We operate in a dynamic business environment in which new risks may emerge frequently. Other unknown or unpredictable
factors could also cause actual results, developments and business decisions to differ materially from those expressed or implied by the forward-looking statements. Forward-looking statements should be construed in the light of such factors. Readers
are cautioned not to place undue reliance on any forward-looking statements, which speak only as of the date made. Additional information regarding these and other factors that may cause actual results to differ materially from those expressed or
implied by the forward-looking statements is set forth in our public filings with the Securities Exchange Commission (the "SEC"), including our Annual Report on Form 10-K for the year ended December 31, 2020 and our subsequent filings
with the SEC. We do not undertake, and hereby disclaim, any obligation to update any forward-looking statements, whether as a result of new information, future developments or otherwise. Colfax has provided in this presentation certain financial
information that has not been prepared in accordance with accounting principles generally accepted in the United States of America ("non-GAAP"). These non-GAAP financial measures include adjusted EBITDA (adjusted EBITA plus depreciation
and other amortization), adjusted EBITDA margin, organic (core) sales growth, and free cash flow. Colfax also provides adjusted EBITDA, adjusted EBITDA margin, organic (core) sales growth and free cash flow on a segment basis. Adjusted EBITA
represents net income (loss) from continuing operations excluding restructuring and other related charges, acquisition-related amortization and other non-cash charges, European Union Medical Device Regulation ("MDR") and other costs, and
strategic transaction costs, as well as income tax expense (benefit) and interest expense, net. Colfax presents adjusted EBITA margin, which is subject to the same adjustments as adjusted EBITA. Further, Colfax presents adjusted EBITA (and adjusted
EBITA margin) on a segment basis, where we exclude the impact of strategic transaction costs and acquisition-related amortization and other non-cash charges from segment operating income. Adjusted EBITDA represents Adjusted EBITA plus
depreciation and other amortization. Core or organic sales growth (decline) excludes the impact of acquisitions and foreign exchange rate fluctuations. Decremental margin represents the change in Adjusted EBITDA divided by the change
in net sales. Free cash flow represents cash flow from operating activities less purchases of property, plant and equipment. These non-GAAP financial measures assist Colfax management in comparing its operating performance over time because
certain items may obscure underlying business trends and make comparisons of long-term performance difficult, as they are of a nature and/or size that occur with inconsistent frequency or relate to discrete restructuring plans that are fundamentally
different from the ongoing productivity improvements of Colfax. Colfax management also believes that presenting these measures allows investors to view its performance using the same measures that Colfax uses in evaluating its financial and business
performance and trends. Non-GAAP financial measures should not be considered in isolation from, or as a substitute for, financial information calculated in accordance with GAAP. Investors are encouraged to review the reconciliation of these non-GAAP
measures to their most directly comparable GAAP financial measures provided in the appendix to this presentation. In this presentation, Colfax presents forward-looking non-GAAP measures, such as Adjusted EBITDA, Adjusted EBITA and Free Cash Flow on
a segment basis. Colfax does not provide such outlook on a GAAP basis because changes in the items that Colfax excludes from GAAP to calculate such measures can be dependent on future events that are less capable of being controlled or reliably
predicted by management and are not part of Colfax's routine operating activities. Additionally, management does not forecast many of the excluded items for internal use and therefore cannot create or rely on outlook done on a GAAP basis.
Agenda Q&A Logistics Mitch Rales 9:00 AM Chairman's
Introduction Ask questions by clicking submit Matt Trerotola Colfax Capabilities, Strategic Direction 9:20 AM question, next to presenter box within the meeting 9:40 AM Q&A 10:00 AM Shyam Kambeyanda ESAB Strategy, Progress, Opportunities
Olivier Biebuyck Kevin Johnson 10:45 AM Q&A 11:00 AM Break MedTechCo Strategy, Progress, Matt Trerotola 11:15 AM Opportunities Brady Shirley Louie Vogt Steve Ingel Once submitted, questions will Ben Berry remain in the queue 12:15 PM
Q&A 12:30 PM Colfax Financial Update & Wrap-Up Chris Hix 12:45 PM Q&A 3Agenda Q&A Logistics Mitch Rales 9:00 AM Chairman's Introduction Ask questions by clicking submit Matt Trerotola Colfax Capabilities, Strategic
Direction 9:20 AM question, next to presenter box within the meeting 9:40 AM Q&A 10:00 AM Shyam Kambeyanda ESAB Strategy, Progress, Opportunities Olivier Biebuyck Kevin Johnson 10:45 AM Q&A 11:00 AM Break MedTechCo Strategy, Progress, Matt
Trerotola 11:15 AM Opportunities Brady Shirley Louie Vogt Steve Ingel Once submitted, questions will Ben Berry remain in the queue 12:15 PM Q&A 12:30 PM Colfax Financial Update & Wrap-Up Chris Hix 12:45 PM Q&A 3
Chairman's Introduction - Mitch Rales 4Chairman's
Introduction - Mitch Rales 4
Separation Overview th Announced on March 4 the intent to separate into
two independent, publicly traded companies (completion targeted in the first quarter 2022) Creates focused specialty Medical Technologies and Fabrication Technology companies, positioning both to accelerate strategic momentum Enables each company to
sharpen its strategic focus to capitalize on distinct investment opportunities Allows each to be valued based on distinct strategic, operational and financial characteristics Now is the right time to build on the momentum in both businesses
5Separation Overview th Announced on March 4 the intent to separate into two independent, publicly traded companies (completion targeted in the first quarter 2022) Creates focused specialty Medical Technologies and Fabrication Technology companies,
positioning both to accelerate strategic momentum Enables each company to sharpen its strategic focus to capitalize on distinct investment opportunities Allows each to be valued based on distinct strategic, operational and financial characteristics
Now is the right time to build on the momentum in both businesses 5
Re-Shaped Portfolio for Maximum Value Creation 2017-2019 Transformation
2019-2020 Momentum 2021 - Future Portfolio changes Strengthened talent, accelerated Leaders in attractive, growing MedTech capabilities markets Created outperforming FabTech business Invested in innovation and
Sustainable business models for strategic acquisitions compounding value creation 1 $3.5B sales $3B+ Specialty MedTechCo with FabTech MedTech HSD Growth, Capital Allocation (ESAB) (DJO) Focused on Growth $3B+ FabTech Leader with MSD FabTech
Divested Growth, Balanced Capital Businesses (ESAB) Allocation 2017 2019 Businesses are Ready to be Independent, Publicly-Traded Companies 6 1 2019 shown pro forma to include periods prior to DJO acquisition on February 22, 2019Re-Shaped Portfolio
for Maximum Value Creation 2017-2019 Transformation 2019-2020 Momentum 2021 - Future Portfolio changes Strengthened talent, accelerated Leaders in attractive, growing MedTech capabilities markets Created outperforming
FabTech business Invested in innovation and Sustainable business models for strategic acquisitions compounding value creation 1 $3.5B sales $3B+ Specialty MedTechCo with FabTech MedTech HSD Growth, Capital Allocation (ESAB) (DJO)
Focused on Growth $3B+ FabTech Leader with MSD FabTech Divested Growth, Balanced Capital Businesses (ESAB) Allocation 2017 2019 Businesses are Ready to be Independent, Publicly-Traded Companies 6 1 2019 shown pro forma to include periods prior to
DJO acquisition on February 22, 2019
Two Great Companies, Well-Positioned for Success Global Fabrication
Technology Leader Specialty Medical Technology Innovator MedTechCo >$30B market, global GDP + accelerators >$50B market, healthcare growth drivers Global leader with scale in all regions Focused in attractive
segments Strong brands and innovation engine Strong brands, innovation building Automating industrial workflows Automating clinic workflows Key Peers MedTech MidCaps Ortho Leaders FabTech Leaders Ossur Stryker Lincoln
Electric Conmed Zimmer Biomet ITW - Miller Teleflex Wright Medical* Large, Attractive Markets Great Opportunities for Profitable Growth 7 * Recently acquired by StrykerTwo Great Companies, Well-Positioned for Success Global Fabrication Technology
Leader Specialty Medical Technology Innovator MedTechCo >$30B market, global GDP + accelerators >$50B market, healthcare growth drivers Global leader with scale in all regions Focused in attractive segments
Strong brands and innovation engine Strong brands, innovation building Automating industrial workflows Automating clinic workflows Key Peers MedTech MidCaps Ortho Leaders FabTech Leaders Ossur Stryker Lincoln Electric
Conmed Zimmer Biomet ITW - Miller Teleflex Wright Medical* Large, Attractive Markets Great Opportunities for Profitable Growth 7 * Recently acquired by Stryker
Colfax Sustainable Model for Compounding Value Creation Talent
Above-Market Sales Growth CBS / Continuous Improvement Compounding Margin Expansion Value Creation Innovation Healthy Free Cash Flow Acquisitions / Portfolio Shaping Each Business now has these Core Capabilities to Drive Superior Performance 8Colfax
Sustainable Model for Compounding Value Creation Talent Above-Market Sales Growth CBS / Continuous Improvement Compounding Margin Expansion Value Creation Innovation Healthy Free Cash Flow Acquisitions / Portfolio Shaping Each Business now has these
Core Capabilities to Drive Superior Performance 8
Strong Cultures and Talent Processes Our Talent Imperatives Our Culture
Outstanding Talent 1 CBS-capable GMs and ops leaders; business-minded functional leads Full Bench 2 Depth & breadth for growth including acquisition integration Right Organization 3 Aligned for optimal performance & appropriately
incentivized Engaged, Diverse, Inclusive 4 Motivated, developed, challenged, and supported Culture and Talent are Critical to Executing our Strategy to Compound Value 9Strong Cultures and Talent Processes Our Talent Imperatives Our Culture
Outstanding Talent 1 CBS-capable GMs and ops leaders; business-minded functional leads Full Bench 2 Depth & breadth for growth including acquisition integration Right Organization 3 Aligned for optimal performance & appropriately
Last updated: Mar 11, 2021