Confidential

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Confidential

www.labco.eu / www.synlab.com

SYNLAB European Leader in Diagnostics

FY15 Results Conference call – May 10th, 2016

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Agenda

2

2015 highlights

Full Year 2015 Financial Statements

Full Year 2015 Financial Performance

2016 Outlook

2

3

4

1

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1 – 2015 Highlights

3

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FY2015 Highlights: establishment of new Synlab group

in line with summer 2015 plans

All closing/funding transactions were fully executed by October 1st.

Integrated management team appointed and in charge since October 2015

Corporate identity clearly articulated: name and logo - selective step-by-step roll-out

throughout 24 months

Synergy plans fully laid out and set in motion to deliver initial synergy targets (initial

estimate/ 17M€ on a full year basis):

• Procurement renegotiations

• Countries with overlapping (with presence of both Labco and synlab) activities: Italy,

Belgium, UK and Switzerland

• Decision to locate central headquarters in Munich

4

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FY2015 Highlights: New Synlab group profile

5

PF Combined Revenue

Geographical Breakdown

• Reported annual sales of c. EUR 1,5 bn

• Pro Forma Combined Estimated

Adjusted EBITDA of c. €320m

• Present in 30+ countries

• c.12,8 thousand employees

• 470 + labs

• 400M + tests/year

• c.12,800 employees

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FY2015 Highlights: business environment

Volume supportive in all regions :

• strong volumes rebound in France in the 2nd half of the year

• Medical innovation driving growth in new categories of tests and services

• Continued momentum in the hospital outsourcing trend in Synlab’s main markets

Price pressure contained in main countries

• Germany quotation (reimbursement) scheme favorable in 2015

• No price reductions in France

… but:

• Budget reduction in Italy

• Tariff cuts in genetics in the Czech Republic

No major regulation / reimbursement scheme changes

VAT rate increase on healthcare supplies in Spain

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FY2015 Highlights: robust financial performance

Strong revenue growth for the pro-forma Synlab Group of 7,6%:

• Revenue growth 4,3% on a like-for-like basis

• All countries growing – Germany followed a selective growth approach with overall

slight contraction as a result of intended termination of non-performing hospital

contracts; growth without the impact of the termination estimated at 3,9M€

• Strong ramp up of outsourcing activities in the UK

Adjusted EBITDA growth on a pro-forma basis of 3,1%

• On a like-for-like basis Adjusted EBITDA grew by 2,5% (adjusted for start-up losses in

the UK and the one-off impact of the VAT increase in Spain)

• Labor costs have been reduced as a proportion of revenues as result of productivity

plans in various countries

• Restructuring plans being implemented in Spain (Barcelona) and Germany

Leverage at the end of the year stable compared to issuance

7

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FY2015 Highlights: intense business development activity

A total of 22 transactions closed for a combined enterprise value of 102,5M€;

15 highly synergetic buy and build transactions in Synlab’s larger countries:

• 6 in France

• 3 in Italy, building on Synlab’s strong presence in Lombardy and Campania

• 4 in Germany

• Other geographies: 2

• Post-synergy multiple at c. 4.3x

Selective inroads in new high-growth markets: Cyprus, Ghana, Romania

3 high-profile acquisitions in France:

• Technipath extends the network of European anatomo-pathology to France

• Alpigène to become Synlab’s platform for developing French genetic testing business

• Unibionor acquisition in Lille reinforcing Synlab leadership in the North of France

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2 – Full Year 2015 Financial Statements

9

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10

Please note:

- P&L comprises the former Labco perimeter starting

07/08/2015 and synlab perimeter starting from the

01/10/2015 onwards

- No comparative data for the prior year presented in

financial statements due to newly founded parent

company/group

M€Full Year

2015

% of

Revenue

Revenue 493 100%

Materials and related expenses (113) -23%

Payroll and related expenses (194) -39%

Other operating expenses (114) -23%

Other operating income 10 2%

Depreciation and amortisation (32) -6%

Operating profit before acq. and restr. 51 10%

Restructuring and other significant items (8) -2%

Acquisitions related expenses (25) -5%

Impairment and reversal of impairment 0 0%

Operating profit 17 3%

Share of profit of associates (1) 0%

Finance income 7 1%

Finance costs (77) -16%

Loss before taxes (54) -11%

Income tax expenses (8) -2%

Deferred taxes 0%

Net loss for the period (62) -13%

Synlab Bondco: FY 2015 P&L

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M€ Sep'15 Dec'15

Goodwill 2.172

Intangib le assets 834

Property, Plant and Equipment 194

Other Non-Current Assets 31

Non Current Assets 1.284 3.230

Other Current Assets (A) 131 295

Cash & Cash Eq. (B) 1.387 95

Total Assets 2.803 3.620

Equity 379 1.089

Financial Liabilities (C) 2.194 1.987

Current Liabilities (D) 183 290

Other Non Current Liabilities 47 254

Total Equity & Liabiltities 2.803 3.620

Net Financial Debt (C)-(B) 807 1.893

Cur. Asset - Cur. Lia (A)-(D) -52 6

11

Please note:

- Balance sheet for new group as of Dec’15 takes

into account Purchase Price Accounting

treatment for both Labco and Synlab acquisitions

Synlab Bondco: Balance Sheet

M€ Dec'15

SSN (net of issuance costs) 882

SSFRN (net of issuance costs) 573

RCF (net of issuance costs) 95

Finance Lease 56

Other 13

Total Net Debt (excl. SN) 1.617

SN I/CO loan 370

Total Net Debt 1.987

Cash 95

Total Net Debt (Bondco) 1.893

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3 – Full Year 2015 Financial Performance

12

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Key Financials

13

7,6%

PF Combined

Revenue (m€)

PF Combined

AEBITDA (m€)

3,1%

Please note: FY‘14 Combined PF includes SDN group since 01/01/2014. (see July OM p.122)

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Synlab Bondco PF P&L Statement

14

Consolidated Statement of Income in M€

PF

Combined

2015

%

PF

Combined

2014

% Var %

Revenue 1 479 100,0% 1 374 100,0% 105 7,6%

Materials and related expenses ( 342) -23,1% ( 317) -23,1% ( 24) 7,7%

Payroll and related expenses ( 582) -39,3% ( 548) -39,9% ( 33) 6,1%

Other operating expenses ( 317) -21,5% ( 280) -20,4% ( 37) 13,3%

Other operating income 27 1,8% 26 1,9% 1 2,7%

EBITDA 265 17,9% 255 18,5% 11 4,2%

Depreciation and amortisation ( 134) -9,0% ( 89) -6,5% ( 45) 50,9%

Operating profit before acquis. and restructuring exp. 131 8,9% 166 12,1% ( 35) -20,8%

Expenses for restructuring and other significant items ( 16) -1,1% ( 30) -2,2%

Acquisitions related expenses ( 30) -2,0% 3 0,2%

Impairment and reversal of imp. of non-current assets 0 0,0% 18 1,3%

Operating profit 86 5,8% 157 11,4%

Please note: FY‘14 Combined PF includes SDN group since 01/01/2014. (see July OM p.122)

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Consolidated Statement of Income (in M€)

PF

Combined

2015

%

of Rev.

PF

Combined

2014

%

of Rev.Var %

EBITDA 265,1 17,9% 254,5 18,5% 10 602 4,2%

Non-recurring items included in EBITDA to be adjusted :

Income and expenses from asset disposals 0,1 (1,0)

Share based payments 1,4 2,0

Other 1,7 (3,3)

Severance payments (0,9) 8,0

Mobilization costs (incuding start up losses) 0,1 1,5

Penalties paid due to cancellations of contracts 0,4 (2,0)

PF Combined Adjusted EBITDA 267,8 18,1% 259,7 18,9% 8 093 3,1%

Synlab Bondco PF Adjusted EBITDA

15

*

* Other include primarily restructuring costs in 2015 as well as consultancy expenses passed on to former shareholders in 2014

Please note: FY‘14 Combined PF includes SDN group since 01/01/2014. (see July OM p.122)

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Synlab: Revenue FY’15 vs FY’14

16

6,9%

Perimeter Dec’14 excl. disposals

4,3%

7,6%

Please note: FY‘14 Combined PF includes SDN group since 01/01/2014. (see July OM p.122)

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Synlab: Like-for-like Revenue FY’15 vs FY’14

17

4,3%

Perimeter Dec’14 excl. disposals

3,0%

* Rest includes other operating units and holdings

Please note: FY‘14 Combined PF includes SDN group since 01/01/2014. (see July OM p.122)

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Synlab : Adjusted EBITDA FY’15 vs FY’14

18

3,1%

4,2%

Perimeter Dec’14 excl. disposals

Please note: FY‘14 Combined PF includes SDN group since 01/01/2014. (see July OM p.122)

2,5%

• UK: Start-up losses (-4,9m)

• ES: VAT increase (-2,4m)

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19

Pro Forma Combined Estimated Adjusted EBITDA

Please note: December ’15 PF Run Rate Adjusted EBITDA amounts to 317,7m€ vs. 305,6m€ LTM March ’15 ( in July‘15 OM)

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Leverage Dec’15

20

M€ Dec’15 Leverage

Cash -95

Super Senior RCF (€250mm) 100

Senior Secured FRN 585

Senior Secured Notes 900

Other Bank Debt 11

Bank Overdraft 1

Finance Lease 56

Adjusted Net Senior Debt 1.558 4,9x

Adjustment : Deferred Consideration for Acquisitions 18

Senior Notes 375

Adjusted Net Total Debt 1.951 6,1x

PF Combined Estimated Adjusted EBITDA 317,7

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4 – 2016 Outlook

10/05/2016 21

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Outlook 2016 (I)

Business environment:

• Volumes to remain supportive in main markets

• Reimbursement/Regulatory environment to remain stable overall:

− Limited tariff cuts in larger countries: Germany, France

− Italy:”Lorenzin” decree expected to smooth budgets in Campania over the year;

− Price reduction expected in Belgium in H2;

Revenues organic growth expected in all countries:

• Commercial momentum in referent based BtoB markets (Germany,

Switzerland,…);

• Italy driven by marketing push in out-of-pockets segments;

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Outlook 2016 (II)

Adjusted EBITDA growth to be at least double that of revenue:

• Operating leverage;

• Legacy efficiency plans expected to yield benefits:

− Barcelona new central Lab / Spanish concentration;

− Roadmap in Germany;

• Synlab/Labco related synergies to be delivered in 2016:

− Largely driven by Procurement;

− Headquarters and overlapping countries synergies effect back-end loaded in the

year as execution of plans is still ongoing;

Framework in place for continued execution of business development strategy:

• Reinforced base of strategically aligned investors:

• Ample liquidity available for execution of external growth;

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Update on integration (I)

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Corporate / Headquarters:

• All corporate teams to be transferred to Munich new headquarters by 1st of

July;

• Former Labco headquarters in Paris to be closed by end of May;

• P. Charrier stepped down as Synlab Ltd Chairman at the end of March;

Overlapping countries:

• UK operations fully integrated: Former Synlab Christies JV to be fully

consolidated starting H2;

• Italy:

− Legal restructuring completed through merger of Synlab and Labco

entities in Lombardy;

− Integration of headquarters and labs in Lombardy completed since the

beginning of May;

• Belgium : required management changes enacted – full synergy scoping

still ongoing

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Update on integration (II)

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Procurement synergies potential upsized post full review of supplier

base:

• Final plan involves:

− A combination of change/no change scenario (leaving incumbent in place);

− Assuming full ownership of some equipment;

• Pricing upside to be fully reflected in contracts once contracts are signed;

• New wave of supplier optimization started targeting combined Group’s indirect spend;

Other synergy pools being systematically investigated:

• Plan for insourcing most on currently farmed-out specialty testing onto Synlab central

labs in Germany and Spain;

• Opportunities for cross-selling innovative testing (Neobona, Nutritional tests) being

explored;

• Optimization study for IT systems/infrastructure ongoing

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Update on integration: synergies upside

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Savings Estimate

(M€)

Related Net Cash

Outflow (M€)

Procurement

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Projected M&A landing 2016:

• 34 deals

• In 10 different geographies

• Potentially adding up to 24M€ EBITDA (pre-syn)

• Total expected spend (EV) of 160 to 190M€

Signed as of today:

• 8 deals

• Total EV: c. 70M€

• Post-synergy multiple below 4.8x

Closed in 2016:

• 5 bolt-on acquisitions in three geographies

• Total EV: c. 15M€

• Post-synergy multiple below 4.0x

Outlook 2016: M&A

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Outlook 2016: Germany

- Market:

• Total market expected to continue growth at ~2% p.a., e.g., driven by prevalence of

chronic diseases

• Accessible part of market expected to growth at ~3% p.a., mainly driven by decreasing

# of self-referrals and outsourcing.

• Development of EBM and GOÄ to be in line with budget expectations

- Growth levers:

• Expansion through new referring customers as well as new contracts in the hospital

outsourcing business

- Performance levers:

• German “Roadmap”-restructuring project continued

• Full year effect of cancellation of loss-making hospital contracts

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Outlook 2016: France

- Market:

• Market is expected to grow by 1,5% in value if the government would respect the 3

years agreement

• Potential new long term tariff discussion with the government at the end of 2016

- Growth levers:

• Labco 3.0:

− Prescriber/patient marketing & communication – newsletter, POS material,

websites

- Performance levers:

• Implementation of new reagent prices obtained from the merger with synlab

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Outlook 2016: Italy

- Market:

• NHS tariffs are expected to stay stable except in Veneto, Liguria

• Impact of “Lorenzin” decree

• Solid growth of out-of-pocket across all business segments, also driven by new

projects

- Growth levers:

• Continuous growth in NIPT

• Out of pocket

• Development of Hospital & Clinic business

• Opening/relocation of BCPs

- Performance levers:

• Implementation of new company structure (Gemini)

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Outlook 2016: Spain

- Market:

• Volume increases in private sector in line with past years around 3-4%

• Price pressure

- Performance levers

• Barcelona location concentration

• Accreditation: Prepare for full Accreditation of BCN to allowing sourcing from

other countries

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Outlook 2016: Switzerland

- Market:

• Demographic growth for 2016: 1%

• Clear differences in market trends between the regions

• Many doctors retiring & younger doctors move away from traditional one-man doctors’

offices towards cooperative private practices with group of doctors

- Growth levers:

• Introduction of new products such as NIPT (NeoBona), cystatin C and ANA screen

- Performance levers

• FYE of project “Refresh”

• Due to stringent focus and control, reduction of the bad debt for 2016

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Guidance Q1 2016

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Performance in Q1** expected to be robust both topline & bottom line

• Revenue growth of around 4,0% (approximately 1,5% on an organic basis)

• “Adjusted” EBITDA growth of around 7% (nearly 3% on an organic basis)

Synergy effect from the combination of Labco/Synlab will only be visible from Q2’16

**Source Management accounts. These accounts have not been subject to any external review