12-12!12!2012 Brown-Forman Investor Day

BROWN-FORMAN CORPORATION 2012 INVESTOR DAY JAY KOVAL VP of Investor Relations

DECEMBER 12, 2012

Forward-Looking Statements This presentation contains statements, estimates, and projections that are "forward-looking statements" as defined under U.S. federal securities laws. Words such as “aim,” “anticipate,” “aspire,” “believe,” “envision,” “estimate,” “expect,” “expectation,” “intend,” “may,” “potential,” “project,” “pursue,” “see,” “will,” “will continue,” and similar words identify forward-looking statements, which speak only as of the date we make them. Except as required by law, we do not intend to update or revise any forward-looking statements, whether as a result of new information, future events, or otherwise. By their nature, forward-looking statements involve risks, uncertainties and other factors (many beyond our control) that could cause our actual results to differ materially from our historical experience or from our current expectations or projections. Following is a non-exclusive list of such risks and uncertainties: • declining or depressed global or regional economic conditions, particularly in the Euro zone; political, financial, or credit or capital market instability; supplier, customer or consumer credit or other financial problems; bank failures or governmental debt defaults • failure to develop or implement effective business, portfolio and brand strategies, including the increased U.S. penetration and international expansion of Jack Daniel’s Tennessee Honey, innovation, marketing and promotional activity, and route-to-consumer • unfavorable trade or consumer reaction to our new products, product line extensions, price changes, marketing, or changes in formulation, flavor or packaging • inventory fluctuations in our products by distributors, wholesalers, or retailers • competitors’ consolidation or other competitive activities such as pricing actions (including price reductions, promotions, discounting, couponing or free goods), marketing, category expansion, product introductions, entry or expansion in our geographic markets • declines in consumer confidence or spending, whether related to the economy (such as austerity measures, tax increases, high fuel costs, or higher unemployment), wars, natural or other disasters, weather, pandemics, security concerns, terrorist attacks or other factors • changes in tax rates (including excise, sales, VAT, tariffs, duties, corporate, individual income, dividends, capital gains) or in related reserves, changes in tax rules (e.g., LIFO, foreign income deferral, U.S. manufacturing and other deductions) or accounting standards, and the unpredictability and suddenness with which they can occur • governmental or other restrictions on our ability to produce, import, sell, price, or market our products, including advertising and promotion in either traditional or new media; regulatory compliance costs •business disruption, decline or costs related to organizational changes, reductions in workforce or other cost-cutting measures • lower returns or discount rates related to pension assets, interest rate fluctuations, inflation or deflation • fluctuations in the U.S. dollar against foreign currencies, especially the euro, British pound, Australian dollar, Polish zloty or Mexican peso • changes in consumer behavior or preferences and our ability to anticipate and respond to them, including societal attitudes or cultural trends that result in reduced consumption of our products; reduction of bar, restaurant, hotel or other on-premise business or travel • consumer shifts away from brown spirits or premium-priced spirits products; shifts to discount store purchases or other price-sensitive consumer behavior • distribution and other route-to-consumer decisions or changes that affect the timing of our sales, temporarily disrupt the marketing or sale of our products, or result in implementation-related or higher fixed costs • effects of acquisitions, dispositions, joint ventures, business partnerships or investments, or their termination, including acquisition, integration or termination costs, disruption or other difficulties, or impairment in the recorded value of assets (e.g. receivables, inventory, fixed assets, goodwill, trademarks and other intangibles) • Lower profits, due to factors such as fewer or less profitable used barrel sales, lower production volumes, decreased demand or inability to meet consumer demand for products we sell, sales mix shift toward lower priced or lower margin SKUs, or cost increases in energy or raw materials, such as grain, agave, wood, glass, plastic, or closures • natural disasters, climate change, agricultural uncertainties, environmental or other catastrophes, or other factors that affect the availability, price, or quality of agave, grain, glass, energy, closures, plastic, water, or wood, or that cause supply chain disruption or disruption at our production facilities or aging warehouses • negative publicity related to our company, brands, marketing, personnel, operations, business performance or prospects • product counterfeiting, tampering, contamination, or recalls and resulting negative effects on our sales, brand equity, or corporate reputation •significant costs or other adverse developments stemming from class action, intellectual property, governmental, or other major litigation; or governmental investigations of beverage alcohol industry business, trade, or marketing practices by us, our importers, distributors, or retailers

Investor Day Agenda 1:30

Presentations

Paul Varga – Chairman, Chief Executive Officer Lawson Whiting – SVP, Chief Brands Officer John Hayes – SVP, Managing Director, Jack Daniel’s Mark McCallum – EVP, President of Europe, Africa, Asia-Pacific and Travel/Retail Andrzej Janota – Area Director, Poland, Russia, Ukraine & CIS Jill Jones – EVP, President of North and Latin America Mike Keyes – SVP, President of North America

3:00 Break

3:15

Presentations

Don Berg – EVP, Chief Financial Officer Garvin Brown IV – EVP, Chairman, Board of Directors

4:00 Q&A Session

5:00 Cocktails and Whiskey Tastings

2012 INVESTOR DAY

PAUL VARGA

CHAIRMAN, CHIEF EXECUTIVE OFFICER

BROWN-FORMAN B-F 150

Better Future Building Forever

Broader Franchises

Balanced & Flexibility

Brown-Family

BROWN-FORMAN • A leading portfolio of premium distilled spirits

brands with targeted category focus • Ownership of Jack Daniel’s trademark and

distillery • Growing geographic diversification and RTC to

support it • Financial Health – current and historic

performance, ROIC, TSR, capital stewardship and risk management

• Brown family control and long-term perspective

BROWN-FORMAN

Investing for Growth

MEXICO

U.S.

BRAZIL

CHINA

AUSTRALIA

INDIA

SPAIN

RUSSIA

U.K. POLAND

TURKEY

GERMANY

FRANCE

Our Markets Investing in…

Our Brands

Investing for Growth

Our People

Investing in…

Our Assets

14% B-F

’02 – ‘07 ‘07 – ‘12

13%

‘02 – ‘12

13%

9% 1% S&P 500 5%

Delivering Strong TSR During Both Good and Bad Times

2012 INVESTOR DAY

LAWSON WHITING

SVP, CHIEF BRANDS OFFICER

BUILDING BRANDS FOREVER

A Premium Brand Portfolio

48%

5%

2%

12%

8% 6% 5%

4%

8%

JD Family

el Jimador

New Mix RTD

Finlandia Family

Southern Comfort Family

Canadian Mist

Korbel

Woodford Reserve, Herradura,Tuaca and ChambordRest of Portfolio

Fiscal 2012 Cases

Southern Comfort Plan on Track to Return Brand to Growth

New Communication Partnerships & Activation Improved Media Presence Broadened Line-Up

Whatever’s Comfortable (Video)

Strong Family of Vodka Brands

Brands Finlandia Vodka Depletions New Occasions Line Extensions

2002 2012 0

1

2

3

4

Mill

ions

of 9

L ca

ses

Source: 2002 IWSR volumes, 2012 company depletions

Focus on key US markets and Mexico; Selectively grow Rest of World

Build the Casa Herradura Portfolio Globally

Tequilas

EXPAND el Jimador Trademark

GROW Category

& Gain Share

DRIVE Rapid Growth

& Expansion

CAPTURE Our Share of Super Premium Category

A Leader in North American Whiskeys

Jack Daniel’s: Fastest Growing Spirits Brand Family

Brand Family Owner 2011 Retail Value ($B)

5 yr CAGR (volumes)

1. Smirnoff Diageo $7.2 (3.0%)

2. Johnnie Walker Diageo $6.3 3.3%

3. Bacardi Bacardi $4.4 (2.9%)

4. Jack Daniel’s B-F $4.3 7.7%

5. Hennessey LVMH $3.2 2.6%

6. Absolut Pernod $2.9 2.5%

7. Chivas Regal Pernod $2.6 3.8%

8. Captain Morgan Diageo $2.2 7.3%

9. Bailey’s Diageo $1.7 (0.3%)

10. Ballantine’s Pernod $1.7 1.1%

Source: 2011 IWSR

2012 INVESTOR DAY

JOHN HAYES SVP, MANAGING DIRECTOR, JACK DANIEL’S

Intro (Video)

From 200,000 cases in a few states in the USA to 12 million cases in 160+ countries

0

2

4

6

8

10

12

14

Mill

ions

of 9

L Ca

ses

Jack Daniel’s Family of Brands Depletions

Note: JD Family of Brand Depletions in drink equivalent cases

JDTW

JD Family

Global

Heritage

Quality

Broad Price Spectrum

Traditional

Regional

Mixability/Variety

Flavored Line Extensions

Modern

Ready to Drink

Stylish

Acquired Taste

Regional

Mixability/Variety

Flavored Line Extensions

Modern

Ready to Drink

Stylish

Global

Heritage

Quality

Broad Price Spectrum

Traditional

Acquired Taste

TV Ads (Video)

Successfully Communicating in a Digital World

Jack Daniel’s Family Depletions – Brand Mix

0

2

4

6

8

10

12

14

Mill

ions

of 9

L Ca

ses

RTD’s adjusted to drink equivalent volume

100%

0%

JDTW Rest of FAM

95%

5%

87%

13%

JDTW

JD Family

1990

2000

2012

Jack Daniel’s Family Depletions – Geographic Mix

-

2

4

6

8

Mill

ions

of 9

L Ca

ses

RTD’s adjusted to drink equivalent volume

80%

20%

USA International

61%

39%

46% 54%

1990

2000

2012 International

USA

Jack Daniel’s Old No. 7 Selected Developed Markets

0

500

1,000

1,500

2,000

2,500

3,000

9L C

ases

(000

)

France

Japan

Australia

Germany

UK

Jack Daniel’s Old No. 7 Selected Emerging Markets

0

100

200

300

400

500

600

700

800

9L C

ases

(000

)

Brazil

China

Russia

Turkey

Mexico

Poland

Jack Daniel’s, Going Forward Four Strategic Imperatives support our long-term goals

for the Jack Daniel’s Trademark:

Jack Daniel’s Trademark Sources of Growth

Existing JD Products New JD Products

Accelerate Black Label

growth

Accelerate growth of other current

products

Launch new Whiskey Based

Products Launch new

Whiskey Products

0

100

200

300

400

9L C

ases

(000

)

Depletions

0

30

60

90

120

150

9L C

ases

(000

)

Depletions

0

1

2

3

4

5

6

7

9L C

ases

(Mill

ions

)

Depletions

Sinatra (Video)

$10

$15

$20

$25

$30

$35

$40

0 3 6 9 12 15Global Volume in 9L Cases (Millions)

Source: IWSR

Glo

bal 7

50m

l Equ

ival

ent P

rice

The Unique Value of Jack Daniel’s

Jack Daniel’s Black Label

Smirnoff Bacardi

JW Black Chivas

Jack Daniel’s Gaining Share in a Growing Category

93%

7% Share 2001

Whiskey* JD Whiskeys

91%

9% Share 2011

Source: IWSR

90

100

110

120

2001 2003 2005 2007 2009 2011

Mill

ions

of 9

L Ca

ses

Standard Plus Whiskey Depletions

Barrel Tree (Video)

2012 INVESTOR DAY

MARK McCALLUM EVP, PRESIDENT FOR EUROPE, AFRICA, ASIA-PACIFIC AND TRAVEL RETAIL

16%

7%

77%

2002

International Growth Net Sales

27%

31%

42%

2012

14%

86%

1992*

* 1992 Rest of World includes Europe

Europe Rest of World US

International Expansion

#of Countries with +100,000 cases

# of Countries with +50,000 cases

4

6

1992

24

40

2012

14

22

2002

International Route-to-Consumer

Agency 88%

Joint Venture

6% Owned

6%

Fiscal 2002 (% of Stripped Net Sales) Excluding U.S.

Fiscal 2012 (% of Stripped Net Sales) Excluding U.S.

Agency 34%

Cost Sharing

13%

Joint Venture

1%

Owned 52%

Agency Commissionaire Cost Sharing Owned • “Full” distributor

margins paid on sale

• Limited influence of sales process

• No margin paid, shared cost of sales force

• Significant control of sales process

• B-F captures full margin and incurs all the expenses

• Complete control of sales process

Joint Venture • Share in the

profits and expenses

• Shared control of sales process

• “Commission” (margins) paid for select services

• Some influence of sales process

Source: IWSR 2011

9L Case In millions

% of B-F in TDS

World of Opportunity Remains

2012 INVESTOR DAY

ANDRZEJ JANOTA

AREA DIRECTOR, POLAND, RUSSIA, UKRAINE & CIS

• Strong premiumization trends

• The right portfolio for the market

• Utilizing Route-to-Consumer changes to drive growth

-1% -1%

+14%

-2%

0%

2%

4%

6%

8%

10%

12%

14%

16%

Spirits Sub-premiumSpirits

Premium+Spirits

Premiumization in Spirits

Source: IWSR 2011

10 Year CAGR 10 Year CAGR

Category Share

258M Cases 262M Cases

3.6 M Cases*

Premium+ Vodka 70%

Whisky Tequila

15% 5%

10%

+15% +19%

+13%

+24%

Other (Brandy, Gin, Rum…)

Brown-Forman Portfolio Fit

10 Year CAGR

• #1 Imported Vodka¹ • Outperforming

category¹ growth

• JD #1 American Whiskey¹ • JD fastest growing premium whisky² • Early Times growing fast in standard

whiskey category ¹ AC Nielsen AS 2012

² IWSR

• Strong B-F Portfolio of Tequilas

+13% +19% +24% Premium+

Vodka

Whisky Tequila

Depletions

10 Year CAGR = +34%

21 26 34 50 69

95

232 269

308

212

382

484

2002 2003 2004 2005 2006 2007 2008 2009 2010 2011 2012 CurrentMATLTM

2012 INVESTOR DAY

JILL JONES

EVP, PRESIDENT OF NORTH AND LATIN AMERICA

• Spirits and RTD market trends

• Portfolio power

• Leveraging distribution to drive Jack Daniel’s growth

Source: Nielsen/ISCAM AS2012 (Spirits) and IWSR 2011 (RTDs)

Spirits and RTDs Market Trends

+3% Spirits

Vodka 1.4 Whiskey

Tequila

2.4

7.8

2.2

-3%

+5%

0% +20%

Brandy

2.3 -2% Rum

Other 6.1

22 Million Cases 12 Month %

+12%

New Mix (EJ) 5.0

+48%

+12%

JD RTDs +226% Finlandia Frost

Other 5.3

11 Million Cases

RTDs

12 Month %

.5

.1

Portfolio Power Tequila

Super-Premium

Premium

Mainstream

Whiskey RTD

610

1,211 1,680

2,391 2,674

100

1,086

2,378

3,368

4,549

5,599

FY 01 FY 02 FY 03 FY 04 FY 05 FY 06 FY 07 FY 08 FY 09 FY 10 FY 11 FY 12 FY 13 Q2

RTD VolumeSpirit Volume

Net Sales

JD Trademark Evolution Base 100 – FY 01

Source: IWSR & BF internal data

Leveraging Distribution Platform

3rd Party Importers Brown-Forman Mexico

Have leveraged company to drive Jack Daniel’s growth

2012 INVESTOR DAY

MIKE KEYES

SVP, PRESIDENT OF NORTH AMERICA

• The U.S. spirits market is improving in ways particularly beneficial to B-F portfolio

• Strategic focus on innovation is a winning formula

• Delivering top-tier results

…and We Have the Most Premium Portfolio

0 25 50 75 100

Premium+ Brands are Growing Fastest…

Source: U.S. Nielsen excluding Washington (12/10/11 – 11/10/12)

% Premium & Above

0%

2%

4%

6%

8%

12 Month Rolling Retail Value Percent Change

Total Distilled Spirits

Premium +

Value/Popular

Increased Media


Brands Are Taking Price…

0%

1%

2%

3%

4%

12 Month Rolling Retail Value Price/ Mix Percent Change


Total B-F Portfolio

Digital

Balanced Creative

Integrated Programs

Partnerships

…Excellent Execution Enabling Us to Take More

Innovation /Craft

0%

2%

4%

6%

8%

10%




Bourbon Category is Outperforming…

Total Bourbon/ Tennessee Whiskey

…and We Have a Significant Portfolio

JDTH (Video)

Most Successful New Product Launch in Our History

Source: U.S. Nielsen excluding Washington (12/10/11 – 11/10/12); Impact

• #1 brand in its competitive set • larger than Red Stag and

American Honey combined1

• Among top 100 spirits sold1

• 15.7% of JDTW retail value1

• 1.7 billion media impressions

• Closing in on 1M Facebook fans, half new to the Jack franchise

1Nielsen

Innovating in Both Creative and Investment

• Reallocated resources to fund media campaign – Reduced: coupons, gift and value added packaging – Reallocated traditional field spend to major media campaign

• 36 weeks of TV – Largest TV buy ever, 2nd largest TV brand in the category1

Media: TV Impressions: 50M Digital: Video views: 2M

ADWEEK’s #1 Summer ad

1Source: Kantar Media, 2012 TV Media Projection

Delivering Top-Tier Results


0%

2%

4%

6%

8%



Total B-F Portfolio

2012 INVESTOR DAY

DON BERG

EVP, CHIEF FINANCIAL OFFICER

As reported (excluding Lenox); Not adjusted for the sale of the Hopland based wine brands.

FY12 Marked Return of High Single Digit Growth

Ending April 30, 2012

0%

2%

4%

6%

8%

10%

35-yr CAGRsince 1977




5-yr CAGRsince 2007

Net Sales 7% 5% 7% 8% 5%Gross Profit 8% 6% 7% 8% 4%Operating Income 8% 7% 8% 9% 6%

Gross Margins Opportunities Through Pricing

40%

50%

60%

FY02 FY03 FY04 FY05 FY06 FY07 FY08 FY09 FY10 FY11 FY12

FY 2013 First Half Gross Margins Up 260 BPS

Source: IWSR 2011 and Nielsen November 10, 2012

Well Positioned to Benefit from North American Whiskey Resurgence

B-F Global Cases Sold, FY12

Strong Category Momentum

North American Whiskey

59% Other 41%

US Whiskey Global Volumes

Total US Value – TTM % Change

20,000

25,000

30,000

35,000

1987 1990 1993 1996 1999 2002 2005 2008 2011

0

2

4

6

8

10

TTL Spirits

TTL Bourbon/Tenn

TTL NA Whiskey

90%

10%

Premiumization Provides Opportunity for Global Growth

$0

$40

$80

$120

2001 2003 2005 2007 2009 2011

(Ret

ail S

ales

Val

ue $

B)

$0

$50

$100

$150

$200

2001 2003 2005 2007 2009 2011

(Ret

ail S

ales

Val

ue $

B)

Emerging Markets

B-F’s Premium Portfolio

Source: IWSR 2011 Note: Developed markets include US, Canada, UK, Western Europe, Australia and Japan (and each country’s duty free channel)

+4%

+7%

+9%

+16%

– Especially in Emerging Markets Developed Markets

Standard and Below Premium and Above

Investments in International Expansion Are Powering Sales

8% CAGR in Global Net Sales; 19% CAGR in Non-US Net Sales

42%

58%

US Non US0%

25%

50%

75%

100%

77%

23%

US Non US

A Long Runway for Growth

0%

25%

50%

75%

100%

Source: IWSR

– BF has <1% Share of Global TDS

All Other

Top 25

Brown-Forman

2001 2.0B 9L Cases

2011 2.9B 9L Cases

$0

$1

$2

$3

$4

$5

Available Capital Reinvested in Business Returned toShareholders

2002-2012 $4.6B

$3.1B

Cash from Business

Increased Net Debt

Acquisitions, Net of Divestitures

Special Div/Lenox

Capital Investment

Dividends

Share Repurchases

Billi

ons

Free Cash Flow

Capital Redeployment and TSR

Capital Investment

$0.9B

$0.7B

Investing in Growth $250-300M of Capital Investment from Fiscal 2013-15 Returning to Historic Rates of 2-3% of Sales

Increasing Jack Daniel’s Capacity

Increasing Barrel Making Capacity by 50%

Adding 12 New Warehouses

Consistently Growing Our Dividend for 29 Years

$0.00

$0.20

$0.40

$0.60

$0.80

$1.00

$1.20

1987 1989 1991 1993 1995 1997 1999 2001 2003 2005 2007 2009 2011 2013

Annual Dividend per Share

Nov. 15, 2012: Increased dividend 9% to an annualized $1.02

…while Being Disciplined in Our Approach to Acquisitions…

Given Our Organic Growth Ambitions, Acquisitions are an Opportunity Rather Than a Necessity

Innovation rather than Acquisition

North American Whiskey

Tequila

Pursue…

Innovation AND

Acquisition

Acquisitions

Vodka Scotch

Irish

Local

…AND Returning Excess Cash to Our Shareholders

200

220

240

260

280

300

320

340

360

380

1987 1989 1991 1993 1995 1997 1999 2001 2003 2005 2007 2009 2011 2013

Shares Outstanding (in millions)

Nov. 20, 2012: Announced a Special Dividend of $4.00/Share

Low Risk, High Returns

0x

1x

2x

3x

4x

5x

Brown-Forman S&P 5000%

5%

10%

15%

Brown-Forman S&P 500

10 Year Average Net Debt/EBITDA

10 Year Total Shareholder Return

Source: Bloomberg, as of April 30, 2012

Source: Bloomberg, as of April 30, 2012

Delivering Best in Class, Risk-Adjusted Returns for Our Shareholders

292

139 6

050

100150200250300350400450500

Return > S&P 500 Return >S&P 500 & ß < 1 Return > BF/b & ß < BF/b

S&P 500 10 year

Strengths

• A leading portfolio of premium distilled spirits brands with targeted category focus

• Ownership of Jack Daniel’s trademark and distillery

• Growing geographic diversification and RTC to support it

• Financial Health – current and historic performance, ROIC, TSR, capital stewardship, risk management

• Brown family control and long-term perspective

2012 INVESTOR DAY

GARVIN BROWN IV EVP, CHAIRMAN, BOARD OF DIRECTORS

ORGANIZING THE BROWN-FORMAN SYSTEM

COMPANY BOARD

FAMILY


COMPANY

BOARD

FAMILY


BOARD COMPANY

FAMILY

Best Practice and Ranges of Experience


FAMILY

COMPANY BOARD

Building a Governance System for 5th Generation

1st Gen

2nd Gen

3rd Gen

4th Gen

5th Gen

0

100

200

300

400

500

600Performance 1997-2012

BF-BS&P 500Nasdaq

BF-B, NASDAQ , S&P 500: ‘97 – ‘12

BF 150 Approaches the Right Time Line

There is Certainly Interest in Jack Daniel’s

…and There is Equal Passion for Our Broad Portfolio

2012 INVESTOR DAY

FAMILY GOVERNANCE

Creating the Family Committee

Agendas Cover Four Key Areas

1st Gen

2nd Gen

3rd Gen

4th Gen

5th Gen



Former Chairman & CEO

Board Chairman

Board Member

Officer and/or Employee

Officer/ Employee (Changed Career) Lenox Board Member

1st Gen

2nd Gen

3rd Gen

4th Gen

5th Gen



Board Chairman

Board Member



Family Committee

Member of B-F Major Gifts Committee

1st Gen

2nd Gen

3rd Gen

4th Gen

5th Gen


Board Chairman

Board Member



Family Committee

Member of B-F Major Gifts Committee

Interned at Company

Former Family Council Leader, or Member


1st Gen

2nd Gen

3rd Gen

4th Gen

5th Gen

Opportunities • Global growth of premium whiskey and

distilled spirits, particularly in Emerging Markets with growing populations and incomes

• Greater portfolio diversification from a combination of organic growth of existing brands, innovation and acquisition

• Higher pricing to support brand imagery, offset higher costs/taxes and grow margins

• Greater efficiency to support growing global presence

• Balance Sheet strength

2012 INVESTOR DAY

DECEMBER 12, 2012

Documents

12-12!12!2012 Brown-Forman Investor Day