OVERVIEW PRESENTATION ON DEMERGER July 2007 This presentation is - - PowerPoint PPT Presentation

OVERVIEW PRESENTATION ON DEMERGER

July 2007 This presentation is being made only to and is directed only at (a) persons who have professional experience in matters relating to investments falling within Article 19(1) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (the “Order”) or (b) high net worth entities, and

• ther persons to whom it may otherwise lawfully be communicated, falling within Article 49(1) of the

Order (all such persons together being referred to as “relevant persons”). Any person who is not a relevant person should not act or rely on this presentation or any of its contents.

PAGE 1

OVERVIEW OF THE MONDI DEMERGER

• Dual listed company structure (DLC)
• Primary listings:
• Mondi plc – LSE main market
• Mondi LTD – Johannesburg Stock Exchange
• Secondary listing – Mondi plc on the Johannesburg Stock Exchange

Listing

• 100% demerger
• No capital raising by either Mondi or Anglo American
• For every 20 Anglo American plc Ordinary Shares held:
• 5 Mondi Plc (“MPLC”) Ordinary Shares
• 2 Mondi Limited (“MLTD”) Ordinary Shares

Structure

• Goldman Sachs International (UK)
• UBS Limited (UK, SA)

Joint Sponsors

Friday 01 June 2007 Monday 25 June 2007 Tuesday 03 July 2007

Time Table

• Mondi prospectus published and circular sent to Anglo American shareholders
• Anglo American shareholder meeting
• Expected admission to listing, start of trading

PAGE 2

EXPERIENCED MANAGEMENT TEAM

Relevant experience

CFO BPB plc CFO De La Rue plc CFO Ransomes plc

Relevant experience

Corporate Development Director Mondi Europe VP Corporate Finance Anglo American

Relevant experience

Member of Management Board MBP Production Director MBP

Relevant experience

CEO MP Corr. Bus. CEO MP Bag Conv. and Flex. Plant Manager Bags Maastricht Corporate Controller Frantschach Group

Relevant experience

Member of Board of Management of Zellstoff Pöls CFO MBP Senior Consultant Ernst & Whinney

Relevant experience

• CEO Mondi Europe
• Financial Director Mondi Group
• Divisional Finance Manager Anglo American

Relevant experience

Chairman Pensions Trustees AMEC plc Director UK Airports and Heathrow Airport BA HR Director BA

Kurt Mitterböck

(Technical/ Procurement) 55 years old

Peter Oswald

(CEO MP) 44 years old

Günther Hassler

(CEO MBP) 48 years old

Andrew King

(Strategy/BD) 37 years old

Paul Hollingworth

(CFO) 47 years old

David Hathorn

(CEO) 45 years old

Mervyn Walker

(HR/Legal) 48 years old

PAGE 3

MONDI AT A GLANCE

Sales(1)/ EBITDA Margin (2006) Products Positions in Europe

0.4B

South Africa

0.5B

merchant /newsprint 13% 9%

3.2B

13%

• No. 1 Kraft Paper(2)
• No. 2 Kraftliner(2)
• No. 1 Bag Converting(3)
• No. 1 Corrugated

Packaging in South Africa(3)

• No. 1 Newsprint in

South Africa(2) Leading Positions in Emerging Europe(4)

1.9B

13%

• No. 1 Office Paper(2)
• No. 2 UCWF(2)

(1) Segment revenues, including inter-segment revenues, excluding associates. (2) Based on production capacity. (3) Based on sales. (4) Management estimate based on sales. Sources: RISI, Pöyry Forest Industry Consulting, Freedonia, BMI Foodpack, PAMSA, Mondi

PAGE 4

ROCE Mondi Group Mondi Group vs. peers (index)

MONDI GROUP OUTPERFORMANCE VS. PEERS

21% 17% 11% 9% 18%

Notes: (a) Mondi ROCE figures stated as reported by Mondi. (b) Competitors' ROCE figures average unweighted. Source: Public filings of peers and Mondi internal filings

8% 147 197 203 131 144 109 2001 2002 2003 2004 2005 2006 Ø peer = 100

Strong asset base Leading market position

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Focus on performance

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Outperforming its peers

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2.0% 4.0% 6.0% 8.0% 10.0% 12.0% 14.0% (10.0)% (5.0)% 0.0% 5.0% 10.0% 15.0% 20.0%

Sales CAGR in Local Currency 2001-2006 (%) 6bn Sales 2006 SCA Int. Paper M-real Smurfit-Stone UPM DS Smith Mead Westvaco Domtar Portucel¹ PCA Stora Enso Weyer- hauser Mondi Smurfit Kappa² Weighted Average ROCE3 2001-2006 Sappi

(1) Data per 2001-2005A. (2) Data per 2003-2006A. (3) ROCE = EBIT (before special items)/CE = St borrowing + Lt borrowing + pref. equity + minority interest + total common equity– cash and near cash.

PAGE 5

MONDI STRATEGIC DRIVERS

Upstream production cost advantages Vertically integrated

Strong asset base

+ =

Comprehensive Business Excellence programmes Proven M&A/integration track record Rigorous asset allocation management

Focus on performance

Outperformed peers measured by ROCE over the cycle

Outperforming its peers

Well placed to benefit from any upcycle Continued focus on profitability and value-added growth in attractive segments

Value creation

Leading market positions High exposure to attractive product segments and geographies

Strong market position

+

PAGE 6 1. Walki Wisa 9% 2. Mondi 8% 3. Amcor NA 4. Stora Enso NA 5. Schoeller NA 1. Avery Dennison 24% 2. Raflatac 16% 3. Mondi 9% 4. Loparex 7% 5. Huhtamaki 4% 1. Smurfit Kappa 27% 2. Mondi 12% 3. SCA 11% 4. Ilim Pulp 8% 5. Europac 5% 1. Mondi 21% 2. Billerud 14% 3. UPM 9% 4. Segezha 7% 5. Stora Enso 7%

LEADING MARKET SHARES

Strong market position

1. Smurfit Kappa 18% 2. SCA 9% 3. Mondi 4% 4. DS Smith 4% 4. International Paper 4% 4. SAICA 4% Corrugated Packaging(2)(3) Kraftliner(1) 1. Mondi 15% 2. Segezha 7% 3. Smurfit Kappa 5% 4.

• Brit. Polythene

4% 5. Bischof + Klein 3% Bag Bag Converting(4) Kraft Paper(1) Corrugated Flexibles Extrusion Coating (4)(5) Release Liner(4)(5) Top 5 Uncoated Woodfree Top 5 Office Paper Mondi BP generates approximately 65% of UCWF sales in faster growing Office Paper segment Stora Enso M-Real Mondi IP Portucel 16% 11% 13% 10% 10% Stora Enso M-Real Mondi IP Portucel 17% 14% 16% 13% 11%

(1) Based on capacity. (2) Based on demand. (3) Based on ICCA forecasts of market size for 2006. (4) Based on sales. (5) No public information available, market shares are Mondi estimates. Sources: Mondi, RISI, ICCA, Freedonia, Pöyry Forest Industry Consulting, company filings, Henry Poole

Packaging Office Paper

PAGE 7

(1) Excluding acquisitions. Sources: Pöyry Forest Industry Consulting, Mondi

SIGNIFICANT EXPOSURE TO GOOD GROWTH SEGMENTS

Mondi Group Sales 2006 Mondi Group Net Operating Assets 2006

Strong market position

Emerging Markets Mature Markets 100 200 300 400 500 600 2004 2005 2006

Capital Expenditures (M)(1)

70% 30% 75% 25%

Mature markets: 0.5B ~47% maintenance ~53% expansion Emerging markets: 1.1B ~34% maintenance ~66% expansion Large investments create major upside in cyclical upturn

61% 39%

+

Strong market position Strong asset base

55% 45% 38% 62%

PAGE 8

UPSTREAM PRODUCTION COST ADVANTAGES LOW-COST POSITIONS

Universal Office Paper

Note: The graphs show delivered cost to Frankfurt, Germany. Sources: Pöyry Forest Industry Consulting, Mondi Mondi Paper Machines

+

Unbleached Kraftliner White-top Kraftliner

Cumulative capacity (Kt/a) 3,000

100% of Mondi Unbleached Kraftliner capacity

/t 1,500

91% of Mondi Universal Office Paper Capacity

3,500 Cumulative capacity (Kt/a) Cumulative capacity (Kt/a) /t 800 1,400

100% of Mondi White-top Kraftliner capacity

/t 500

Strong market position Strong asset base

PAGE 9

SUPERIOR ACCESS TO LOW-COST WOOD

Average Hardwood and Softwood Costs (/m3, Q4 2006)

• ~ 35% of Mondi’s

wood consumption from Russia and South Africa

• Russian and South

African costs are largely under our

• wn control.

Therefore, future wood costs largely depend on efficiency of our

• wn operations

48 30 29 23 40 41 37 31 24 21 Russia Brazil South Africa Australia Chile Poland Portugal Finland Sweden France

+

Strong market position Strong asset base

Note: The numbers are based on Pöyry Forest Industry Consulting’s Q4 2006 wood cost comparison. Source: Pöyry Forest Industry Consulting

PAGE 10

PLANNED MAJOR INVESTMENTS

SYKTYVKAR MILL EXPANSION

• Modernisation and Expansion
• Investment cost of 525M
• 3-4 yr investment period
• Completion expected mid-2010

Universal Business Paper Cost Curve

200 400 600 800 1,000 1,200 1,000 2,000 3,000 4,000 Cumulative capacity (1 000 t/a) Syktyvkar PM14

/t

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Strong market position Strong asset base

CONTAINERBOARD EXPANSION

• New 470,000t lightweight recycled

containerboard machine and corrugated box plant

• Capacity of c.250M m2/year
• Investment cost c.350M
• In final feasibility
• Start up mid-late 2009

100 150 200 250 300 350 5,000 10,000 Cumulative capacity (1 000 t/a) /t

Recycled Fluting Cost Curve

PM CEE Light

• Likely to be located at our Polish
• perations
• Additional volume is required to supply

the high growth Emerging European markets

• Targeted to be clear cost leader in Europe
• Exposed to strong growth in demand

for UCWF and containerboard in the domestic Russian market

• Well located to exploit the low-cost

wood resources

PAGE 11

BENEFITING FROM INTEGRATED VALUE CHAIN

(1) Refers to Mondi’s demand and self-sufficiency of packaging paper (including MP and MPSA). Paper is the end product for non-packaging businesses. Notes: 2006 figures. Forestry figures are based on annual allowable cut (excluding firewood). Source: Mondi

Mondi’s own availability Mondi’s own demand Forestry Pulp Paper Potential self sufficiency 51% 7.6mm3 14.8mm3 91% 3.5Mt 3.8Mt 154%(1) 5.8Mt

Packaging: 3.3Mt

2.1Mt(1)

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Strong market position Strong asset base

PAGE 12

DISCIPLINED AND VALUE-ORIENTED M&A

Sustainable low-cost advantage Restructuring and

• ptimisation

potential Attractive positions in Emerging Markets

(1) Acquisition of part of business. (2) Share currently held: Syktyvkar 98%, Ruzomberok 51%. Mondi acquired 19.4% of Syktyvkar shares in 1997, 71.9% in 2002 and the remaining 6.7% thereafter. (3) Multiple average of Mondi weighted by Enterprise Value. Note: The acquisition of Lenco, a South African Plastics Business, is excluded as regulator approval has not yet been received. Source: Mondi

Target Napiag (A) S&E (D, ITA), NBG (A) Stambolijski (BG) Akrosil (US, NL) Bauernfeind (Europe) Copamex (MEX)(1) Syktyvkar (RUS)(2) La Rochette (F, UK) Danisco (UK) Ruzomberok (SK)(2) AssiDomän (Europe)(1) Year 2007 2006 2006 2006 2004 2004 2002 2002 2001 2000 2000 Business Flexibles Flexibles Bag Flexibles Corrugated Bag MBP Corrugated Corrugated MBP Bag, Flex. EV/EBITDA multiple: Mondi 4.4x(3) Regular review of acquisitions and integration to optimise value

M&A Strategy Major M&A Deals since 2000

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Strong market position Strong asset base

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Focus on performance

PAGE 13

PERFORMANCE IMPROVEMENTS IN ACQUIRED COMPANIES

(1) First full year of acquisition. (2) Including forest workers. (3) CAGR. Note: Tons per capita based on employees year average Source: Mondi

Syktyvkar(2) (tonnes per capita) 2002 2006 83 Swiecie (tonnes per capita) 1997 2006 132 902 2 4 % p . a .

( 3 )

Leverage synergies with existing operations Transfer know-how Improve efficiency Improve product mix Closures/divestitures of underperforming sites

Ruzomberok (tonnes per capita) 2000 2006 160 484

Integration Principles

(1) (1) (1)

135 2 % p . a .(3) 13% p.a.(3)

+

Strong market position Strong asset base

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Focus on performance

PAGE 14

ACQUISITIONS PRIMARY GROWTH DRIVER

2000 Organic growth 2000-06 Acquired growth 2000-06 2006

(1) (1) (1) Growth figures refer to Compound Annual Growth Rate (CAGR), calculated as change in volume FY 2000 vs. FY 2006. (2) Any volume growth 12 rolling months after the first consolidation date is accounted for as organic growth. Source: Mondi

2,768 5,784 Breakdown of Paper Production Volume Growth (Kt) Of which 542 subsequent to M&A(2) Total Growth: 3,016 Organic: 1,206 Acquired: 1,810 C A G R

(1)

: 1 3 %

5% 8%

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Strong market position Strong asset base

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Focus on performance

PAGE 15

RIGOROUS ASSET MANAGEMENT

Note: Closures and divestitures including activities within MBP and MP. Source: Mondi

• Reduced Testliner capacity by 11% in 2004

(~110Kt; 2 plants)

• Closed 11% of corrugated board capacity

(~280mm2) since 2004

• Sale/conversion of Dunaújváros in 2006 represents

a substantial capacity reduction in UCWF (~110Kt from 2007 onwards)

• Closed 32 packaging converting plants since 2002
• Divested 30 packaging converting plants since 2002

+

Strong market position Strong asset base

+

Focus on performance

PAGE 16

300 600 900 1,200

FIVE YEAR RECORD

Group Revenue EBITDA % Margin Underlying Operating Profit % Margin Capital Employed % Return 5,751 5,051 5,005 5,385 5,364 726 N/A 873 779 718 12.6% N/A 17.4% 14.5% 13.4% 377 686 579 459 386 6.6% 13.6% 11.7% 8.5% 7.2% 4,757 3,339 3,496 4,422 4,667 8% 21% 17% 11% 9%

Note: N/A – not previously disclosed publicly.

2006 IFRS 2002 UK GAAP 2003 UK GAAP 2004 IFRS 2005 IFRS

Uncoated Woodfree Prices Kraftliner Prices Uncoated Woodfree Prices Kraftliner Prices

/tonne

PAGE 17

Group Revenue (M) EBITDA Margin (%) Operating Margin(1) (%)

BUSINESS UNIT THREE YEAR RECORD

Mondi Packaging 3,167 2,848 2,902 13.0 14.9 14.1 7.1 8.7 7.8 Business Paper 1,889 1,766 1,752 12.5 14.5 14.1 5.5 8.1 7.4 MPSA 360 348 359 12.8 14.7 11.7 9.7 11.5 8.9 Merchant and Newsprint 539 521 509 8.9 9.0 7.5 5.4 5.2 3.5 Other and Inter-company (204) (98) (158)

–

–

– – – –

Total 5,751 5,385 5,364 12.6 14.5 13.4 6.6 8.5 7.2 2006 2004 2005 2006 2004 2005 2004 2005 2006

(1) Underlying Operating Profit Margin.

CAGR 5.5% 3.4% 1.7% 1.7% 3.3%

PAGE 18

MONDI GROUP KEY FINANCIALS

Capital Expenditure

• Major recent capex investments include:
• Richards Bay – RB 720

250M

• Merebank – PM 31 rebuild

175M

• Ruzomberok – Pulp mill rebuild

136M

• Capex targeted at low cost resource
• Maintenance capex targeted at circa 60% of depreciation and

amortisation

Cost Base

• There will be increased corporate costs post demerger

Cost Structure 2006 Personnel Costs 17% Variable Selling Expense 10% Energy 7% Maintenance 6% Other Variable Costs 16% Other Operating Expenses 6% Depreciation/ Amortisation 7% Wood, Pulp and Fibre 33% 100 200 300 400 500 600 700 2004 2005 2006 0% 2% 4% 6% 8% 10% 12% 14% 16% Mature Markets Emerging Markets 460 618 551 M 8.0% 11.5% 10.3% Capex/Sales 100 200 2004 2005 2006 2.8% 3.9% 3.6% % of cash cost Gross Cost Reduction Initiatives (M)

PAGE 19

MONDI GROUP KEY FINANCIALS

Borrowing Facilities Dividends

• Net debt at demerger estimated at circa 1.5B
• Targeting investment grade rating
• Negotiating a new 1.75B committed debt facility
• 1.55B of new facility in Mondi plc for five years with

ZAR 2B (0.2B) in Mondi LTD for three years

• In addition Mondi has existing Group committed

facilities of circa 0.9B at varying maturities

• Targeting one covenant of net debt to EBITDA of 3.5x
• Cross guarantees will be in place between Mondi plc

and Mondi LTD

• Would expect to make an interim dividend payment in

2007

• Dividends will be determined by new board going

forward, and expected to take into account:

• Actual Mondi trading
• Both peer group and market dividend policies
• Target of 2-3 times earnings coverage on average
• ver the cycle
• In the absence of unforeseen circumstances, the

Board would have recommended distributing a dividend of 20 Euro cents per share for 2006 assuming that the demerger had been effective for the full year

(1)

(1) Implied underlying Mondi shares outstanding of 518 million, being the pro forma combined number of shares that is expected to be in issue upon admission.

OVERVIEW PRESENTATION ON DEMERGER APPENDIX

July 2007

PAGE 21

INDUSTRY FUNDAMENTALS: EUROPEAN CONTAINERBOARD AND CORRUGATED PACKAGING

• Demand
• Demand for corrugated packaging in Europe grew by

2.7% per annum from 2000 to 2006, driven by strong growth in Emerging Europe of 11% per annum(1). Over the 2004 to 2006 period, demand grew by around 2.4Mt

• Future demand growth is expected to be broadly in

line with these historic trends

• 2.7% growth on 2006 demand of around 25Mt

represents around 0.68Mt

• Supply
• Total European containerboard capacity increases

between 2004 and 2006 of around 3.8Mtpa offset by capacity closures of around 2.4Mtpa, gave a net increase in capacity over the period of around 1.4Mtpa (excluding capacity creep)

• Recent significant capacity increases now absorbed

into the market. No new paper machines announced to come on line in 2007/2008

• Rationalisation of kraftliner capacity in North

America has contributed to reduced imports to Europe 200 250 300 350 400 450 500 550 600 650 2001 2002 2003 2004 2005 2006 2007 /tonne Kraftliner 175g Testliner 2

(2) (1) Growth on tonnage basis 2000 to 2006 based on 2006 forecasts. (2) Q4 2001 – Q1 2007. Sources: ICCA, RISI, Pöyry Forest Industry Consulting (2)

PAGE 22

INDUSTRY FUNDAMENTALS: EUROPEAN UNCOATED WOODFREE PAPER

• Demand
• European uncoated woodfree demand grew by 3%

per annum in the period from 2000 to 2006, driven by strong growth in the office paper segment of around 4% per annum(1)

• Within the office paper segment, growth mainly

attributed to strong growth in Emerging Europe. Growth in Emerging Europe was around 7% over 2005-2006(2)

• Moderate demand growth anticipated to continue,

with Emerging Europe exhibiting the strongest growth in the region albeit at lower levels than experienced over the 2000 to 2006 period

• 3% demand growth on total 2006 demand of around

11.8Mt represents around 0.35Mt

• Supply
• Announced European capacity closures in 2006 of

180Ktpa, with further closures of 540Ktpa announced for 2007

• Global capacity is expected to grow in line with

demand, with most new capacity planned for Asia in response to strong Chinese demand growth.

• Only announced major expansion in Europe is a new

500Ktpa machine at Portucel’s Setubal mill, planned for commissioning in 2009 600 700 800 900 1,000 1,100 1,200 2001 2002 2003 2004 2005 2006 2007 /tonne UCWF

(3) (3) (1) Volume growth based on 2000 to 2006 demand estimates by Pöyry Forest Industry Consulting. (2) Demand estimates by Pöyry Forest Industry Consulting. (3) Q4 2001 – Q1 2007. Sources: Mondi, Pöyry Forest Industry Consulting, CEPIFINE, RISI

PAGE 23

Note: Dotted lines represent average 1990 - Q1 2007. Source: Pöyry Forest Industry Consulting

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Strong market position Strong asset base

+

Focus on performance

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Outperforming its peers

MONDI WELL PLACED TO BENEFIT FROM UPTURN IN PAPER PRICING

300 400 500 600 700 800 900 1,000 1,100 1,200 1990 1991 1992 1993 1994 1995 1996 1997 1998 1999 2000 2001 2002 2003 2004 2005 2006 2007 Uncoated Woodfree A4 B-Grade Copy Office Paper Kraftliner 175g Average Delivered Prices in Europe /tonne

PAGE 24

Growth of Office PCs Drives Office Paper Growth

OFFICE PAPER DEMAND GROWTH EXPECTED TO CONTINUE

Office Paper used for “Work in progress” and “Reading” Office Paper used for “Archiving” and “Distributing”

• Paper with inherent

advantages

• Flexibility/portability
• Possibility to annotate
• Navigation
• Electronic

processes often with advantages –

• ngoing

substitution

• Overall increase in

number of Office Paper users over-riding effect (1) According to IDC. Sources: BCG, EIU, EMGE, IDC, Mondi, PPI

2 4 6 8 10 12 14 16 18 20 100 200 300 400 500

United States United Kingdom Germany Italy Mexico Poland Russia China Office PCs per 1,000 heads (2003) Office Paper consumption per head (kg, 2003) PC penetration CAGR 2003-2010(1) +4% +6% +6% +9% +16% +19% +6% +8% Detailed Understanding of Usage Patterns

Strong market position

PAGE 25

KEY FEATURES OF THE DLC STRUCTURE

• Single Corporate Group
• MPLC and MLTD separate legal

entities with separate stock exchange listings

• Unified boards and management
• Head office located in South

Africa by December 2008

• Shareholders of both companies

effectively vote together as a single decision making body

• Cross guarantees between MPLC

and MLTD

• Any takeover offer must be made to

shareholders of both MPLC and MLTD

MPLC Ordinary Shareholders MLTD Ordinary Shareholders MPLC MLTD Non - African Operations African Operations SINGLE CORPORATE GROUP Sharing Agreement Equalisation Ratio 1:1

PAGE 26

(1) Joint Venture.

Mondi Business Paper Mondi Packaging Mondi Packaging South Africa (55% share) Newsprint/ Merchant Mondi Europapier (90% share) Swiecie (66% share) Aylesford Newsprint(1) (50% share) Ruzomberok (51% share) Mondi Shanduka Newsprint(1) (50% share) Hadera (50.1% share)

MATERIAL MINORITY & JOINT VENTURE INTERESTS

Profit for the 2006 financial period attributable to minorities amounted to 51m