Making ICL a World Leader in the Making ICL a World Leader in the Fast-Growing Markets for Specialty Fertilizers Horticultural Inputs & TurfFertilizers, Horticultural Inputs & Turf

Proposed Acquisition ofProposed Acquisition ofScott’s Global Professional BusinessDecember 2010December 2010

Important Legal Notes

The information delivered or to be delivered to you does not constitute an offer or a recommendation to do any transaction inIsrael Chemicals Ltd (ICL) securities Although our shares may be bought and sold on the Tel Aviv Stock Exchange (TASE) at

Important Legal Notes

Israel Chemicals Ltd. (ICL) securities. Although our shares may be bought and sold on the Tel Aviv Stock Exchange (TASE) atany time, they do not constitute trade out of Israel - neither in the United States nor elsewhere and this presentation does notconstitutive an offer or investment advice to any US or other public at this time. If we ever do so, our offer will only be made bya prospectus or a registration statement conforming with the requirements of U.S. or any other applicable law.

Certain statements in this presentation and other oral and written statements made by ICL from time to time, are forward-looking statements, including, but not limited to, those that discuss strategies, goals, outlook or other non-historical matters; orproject revenues, income, returns or other financial measures. These forward-looking statements are subject to risks anduncertainties that may cause actual results to differ materially from those contained in the statements, including, among others,the following: (a) the changes in worldwide economic and political conditions that impact interest and foreign exchange rates,the following: (a) the changes in worldwide economic and political conditions that impact interest and foreign exchange rates,(b) the extent to which ICL is able to successfully integrate acquisitions, (c) the extent to which ICL is able to achieve savingsfrom its various plans, (d) government funding and program approvals affecting products being developed or sold undergovernment programs, and (e) cost and delivery performance under various program and development contracts. We cautionyou that the above list of important factors is not comprehensive. We refer you to filings that we have made with the TASE.They may discuss new or different factors that may cause actual results to differ materially from this informationThey may discuss new or different factors that may cause actual results to differ materially from this information.

All information included in this document speaks only as of the date on which they are made, and we do not undertake anyobligation to update such information afterwards.

Some of the market and industry information are based on independent industry publications or other publicly availableinformation, while other information is based on internal studies. Although we believe that these independent sources and ourinternal data are reliable as of their respective dates, the information contained in them has not been independently verified, wecan not assure you as to the accuracy or completeness of this information.

Readers and viewers are cautioned to consider these risks and uncertainties and to not place undue reliance on suchinformation.

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Transaction Summary

Transaction OverviewTransaction Overview

Acquisition: ICL has made an offer to acquire the Global Professional business of The Scotts Miracle-Gro Company (NYSE:SMG). Global Pro is a leading global provider of specialty fertilizers and horticultural and turf specialty products

Purchase price: $270 million in cash from ICL’s internal resourcesp Global Pro’s financials (fiscal 2010, ended Sept 2010):

Revenues: $242M; EBITDA: $31.4M (non-GAAP)

Closing: expected in Q1 2011 subject to completion of customary closing conditions Closing: expected in Q1 2011, subject to completion of customary closing conditions

Acquisition rationale: positioning ICL as a global leader in theSpecialty Fertilizers, Horticultural Inputs & Turf markets with: $500M i l ~$500M in sales A broad range of branded & proprietary products Industry-leading R&D and technologies A large, global, experienced sales and marketing organization Access to downstream customers for our traditional products Favorable access to raw materialsa o ab e access to a ate a s

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Business and Assets To Be AcquiredBusiness and Assets To Be Acquired

Workforce: ~340 employeesWorkforce: 340 employees

Sales & marketing force: ~220 highly-trained sales & support personnel in 6 regions with existing customer relationships

Strong R&D capabilities & IP portfolio: Strong R&D teams; patented Control Release fertilizers, Slow Release fertilizers & coatings technologies

Strong brands: Global Pro’s Osmocote, Peters, Agroblen and other brands. ICL is also securing multi-year rights to use the Scotts, Levington and other brand names

Production plants: 2 fertilizer plants in Heerlen, Netherlands & South Carolina/USA 1 growing media plant and 3 peat mines in the UK 1 growing media plant and 3 peat mines in the UK

Ongoing co-operation, technical & supply agreements

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S i lt Specialty Fertilizers Market

What Are Specialty Fertilizers?What Are Specialty Fertilizers?

Concentrated fertilizers with high efficiency used to Enhance yields Improve crop quality S Save water Protect the environment

Mainly used toMainly used to Integrate fertilizers with drip irrigation

or foliar Control consumption in open fields, p p ,

nurseries and lawns Optimize mix of major and minor

elements and trace elements Optimize plant performance

Usually tailored to specific needsof end usersof end-users

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Growth Drivers for Specialty FertilizersGrowth Drivers for Specialty Fertilizers

Demand for

Population growth

Strong Market NeedsGlobal Trends Demand for Specialty Fertilizers

growth Limited land and

water resources drive growers to increase yield per cultivated

Specialty fertilizers help farmers,

d & i

Increase in standard of living in emerging

Reduction of bl l d

yield per cultivated area

gardeners & nurseries achieve: • Improved efficiency

g g gregions

arable land

Limited availability of water resources

Increased awareness and regulations force growers to take environmental impact

• Higher yields• Better quality•“Greener” agricultureof water resources

Environmental concerns

environmental impactinto consideration

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concerns

The Specialty Fertilizers Market: Still Small, butGrowing Faster than the Commodity Market

Fertilizer Group

Fertilizer Type Cost Yield

MarketSize*

GrowthRate*

CONVENTIONAL FERTILIZERS

• Nitrogen

• Phosphate MEDIUM MEDIUM ~$100Bper ear

3-4%per earFERTILIZERS

• Potash

• Water soluble

per year per year

SPECIALTYFERTILIZERS

HIGH

• Water soluble straights

• Formulated fertilizers

HIGH~$2.0-2.5B

per year

5-8%per year

• Coated fertilizersper year

* Source: IFA‐Global Fertilizers and Raw Materials Supply and Supply/Demand Balances: 2010‐2014 (May 2010), Company estimates

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pp y pp y/ ( y ), p y

Market ConclusionMarket Conclusion

Specialty Fertilizers offerSpecialty Fertilizers offer High growth rates in line with evolution of agricultural

technologies, including increased usage of Water Soluble Fertilizers (WSF) and Controlled Release Fertilizers (CRF) Relatively high-priced, downstream products

with strong margins High customer loyalty Relatively low volatilityy y Environmentally friendly fertilizing solutions

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ICL SpecialtySpecialtyFertilizers Today

ICL Specialty Fertilizers TodayICL Specialty Fertilizers Today

Sales: ICL FERTILIZERS

2009 sales: $2.1B•~$250 million/year•~100K tons of WS solid fertilizers•~200K tons of liquid fertilizers

ICL Specialty Fertilizers

q

Main customers:• Solids: producers/blenders & distributors to

sophisticated end usersFertilizers2009 Sales: ~$250M

sophisticated end-users• Liquids: local end-users

Product Lines:• Water Soluble (WS) MKP, MAP, NPK & HKP• Variety of leading brands• World’s #1 producer of soluble PK fertilizers

(crystallized potash & phosphate)

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Innovative Line of Fully-Soluble FertilizersInnovative Line of Fully Soluble Fertilizers

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Scotts’ Global ProGlobal ProBusiness

Global Pro is a Top Player in the Global Specialty Fertilizers Market

• Scotts Global Pro is a market leader in

Miracle-GroNYSE: SMG

premium specialty fertilizers for Ornamental, Horticulture & Professional Turf markets, with arising presence in the Specialty Agriculture market

HQ: Marysville, Ohio2010 sales: $3.1BEmployees: 8,000

g p p y g

• Scotts is divesting Global Pro to increase its focus on its Global Consumer business

Global Global Scotts Lawn CorporateGlobal Consumer

(84%)

Global Professional

(8%) 2010 l $242M

Scotts LawnService

(7%)

Corporate& Other

(1%)

2010 sales: $242M ~340 employees

Branded products for lawn and garden care

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Global Pro: A Great Complement to ICL Specialty Fertilizers

Leadership in three attractive Markets

Leadership in three attractive, high-growth markets: Ornamental, Turf & Special Agriculture

Sales Force Best-in-class field force with global reach & loyal customer base

B d d t tf li i l di

Global Pro’s markets, products,

technologies, Products &Brands

Broad product portfolio including industry-leading brands with significant end-user recognition

g ,sales force, target

end-users & management

R&DTechnical & R&D leadership includingpatented CRF, SRF & Coatings technologies

complement those of ICL Specialty

Fertilizerstechnologies

Management Highly experienced global management team continuing after acquisition

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g team continuing after acquisition

Market Leadership in 3 Attractive SegmentsMarket Leadership in 3 Attractive Segments

Ornamental Professional SpecialtyO a e taHorticulture Turf

p yAgriculture

Brands & t h l Industry

Recent Industrytechnology

position 1Industry leadership 1 introduction

of Agrocote™Industry leadership

Field force iti 1

End-user focus 1

Strong local nutritional experts working with food End-user

focusposition focus 1 companies, and large specialized growers

focus

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All data provided by Scotts

Large Sales Force Recognized for E t Ad i & T h i l K l dExpert Advice & Technical Knowledge 220 sales and technical sales support associates Long-lasting premium relationships& high customer loyalty

Global220 field

force l

~ 1,900 distributor

l T h i l lPro personnel sales reps Technical sales force reaches 80% of end-market Over 2,000 people support product offering globally

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Sales Platform Reaches 80% of End-User MarketsSales Platform Reaches 80% of End User Markets

Sales office

Sales organizationsUK H

Production facility

• UK • Hungary• Netherlands • US• Germany • Kenya• France • China• France • China• Italy • Malaysia• Spain • Australia• Poland• Poland

In addition, distributors throughout the worldthroughout the world

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Broad Product Portfolio With I d t L di B dIndustry-Leading Brands

Ornamental Horticulture

Specialty Agriculture

Professional Turf

Special Agriculture

ProfessionalTurfHorticulture Agriculture Turf

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Industry-Leading Technology andR&D Capabilities

Leader in coating technologyLeader in coating technology

Pioneering history of superior performance

Controlled patterned and programmed releaseControlled, patterned and programmed release

Flexible coating technologies meet various plant nutrition needs at different price points

Global R&D Center of Excellence

Recent technologies: Dual Coating and Fusion

State-of-the-art R&D laboratory

Experienced team of specialized researchersp p

Product formulation know-how

Delivered 7 patented technologies in the last 10 years

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Leadership in Coated/Encapsulated C t ll d R l P d tControlled Release Products

The Controlled Release (CRF) Concept

1 NPK granules are 2 After application 3 The nutrients are 4 Controlled nutrient 1. NPK granules are partially coated with an elastic polymer

2. After application, water enters through the pores

3. The nutrients are dissolved in the water, resulting in a concentrated

4. Controlled nutrient release over 3, 6, 9 or 12 mos

concentrated nutrient solutions

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Transaction Rationale

Creating a Specialty Fertilizers & Horticultural Inputs/Turf POWERHOUSEHorticultural Inputs/Turf POWERHOUSE

The New Entity: SynergiesThe New Entity: Synergies

S l • Leveraging both parties’ distribution networks, sales forces and product Sales Leveraging both parties distribution networks, sales forces and product portfolios to explore cross-sale opportunities

Logistics • Leveraging both parties’ capabilities to optimize logistics service & reduce costsg costs

Raw Materials Backward-integrate Global Pro’s manufacturing • Secure its raw material supply

I i t l f ICL t i l• Increase internal usage of ICL raw materials

R&D • “Cross-fertilization” between combined forces to develop products & technologies

Production • Back-up production capabilities within ICL global manufacturing plants

M t • Benefit from the highly experienced & capable management teams from both Management g y p p gcompanies

Administration • Utilize ICL infrastructure to provide service support provided by Scotts HQ

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We Aim to Build an Industry LeaderWe Aim to Build an Industry Leader

ICL Specialty Fertilizers & Horticultural Inputs/Turf

Global Business Unit~$500M in Sales

B d d t Broad product portfolio for all

markets, including

Highly trained sales team & well

established support

Creative R&D and leading

Experienced joint

managementleading brands and unique products

established supportcapabilities technologies management

team

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We Will Be Positioned to Benefit from the F t t G i S t f th F tili M k tFastest Growing Segment of the Fertilizer Market

Other h i l

Specialty Fertilizers

chemicals, seeds,

animal feed, etc 11% 79%

Plant P t ti

etc. 11%

Controlled & slow release

Growing

Protection 5%

slow release, water soluble & liquid fertilizers

Growing Media 5%

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We Will Bring State-of-the-Art Products To Customers Throughout the World

Global Pro throughout Europe & UK

Global Pro

throughout Europe & UK

Global ProGlobal Pro

Global Pro

Global Pro

Global Pro

Sales Office

Manufacturing PlantGlobal Pro Global Pro

Global Pro

ICL Fertilizers

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The Proposed Transaction is an Exciting Step Forward for ICL

The transaction will: Make ICL a leading player in the fastest growing segment

of the fertilizer market Double ICL Specialty Fertilizers’ annual revenues to half a billion dollars

and enhance its profitability Enrich ICL’s product portfolio with the market’s leading brands Enrich ICL s product portfolio with the market s leading brands Expand ICL’s technological capabilities with strategic coatings,

CRF and SRF technologiesg Extend ICL’s fertilizer business downstream to the end-user Create a great platform for ICL’s continued geographical expansion

and additional M&As in the fertilizer and horticultural inputs/turf businesses Enable ICL to bring additional environmentally-friendly products to

global agricultural markets

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global agricultural markets

Thank youThank you

www icl group comwww.icl-group.com