ira sohn 2014 glenview

5/25/2018 Ira Sohn 2014 Glenview

1/49

Larry Robbins, CEO

19thAnnual Ira Sohn

Investment Conference

May 5, 2014

Wow, Thats Cheap!

Gotta Stick to the Fundamentals

We Want (and He Needs) the Cup!

0

Slides available at

www.sohnconference.org


2/49

MAY 2014LEGALDISCLAIMERTHIS PRESENTATION DOES NOT CONSTITUTE AN OFFER TO SELL NOR THE SOLICITATION OF AN OFFER TO BUY ANY INTEREST IN ANY INVESTMENT FUND

MANAGED BY GLENVIEW CAPITAL MANAGEMENT, LLC (GLENVIEW). SUCH OFFER OR SOLICITATION MAY ONLY BE MADE BY DELIVERY OF THE APPLICABLE

FUNDSOFFERING DOCUMENTS, INCLUDING A PRIVATE PLACEMENT MEMORANDUM, APPLICABLE SUBSCRIPTION DOCUMENTS, APPLICABLE GOVERNING

DOCUMENTS AND GLENVIEWSFORM ADV PART 2, ALL OF WHICH MUST BE READ IN THEIR ENTIRETY. EACH FUNDSOFFERING DOCUMENTS CONTAIN A

DESCRIPTION OF THE MATERIAL TERMS OF THE FUND, INCLUDING, WITHOUT LIMITATION, RISK FACTORS AND CONFLICTS OF INTERESTS RELATING TO THE

FUND AND GLENVIEW. AMONG OTHER THINGS, THE RISK FACTORS PROVIDE THAT: AN INVESTOR MAY LOSE ALL OR PART OF ITS INVESTMENT, PAST

PERFORMANCE IS NOT NECESSARILY INDICATIVE OF FUTURE RESULTS, THE FUNDS MAY NOT ACHIEVE THEIR INVESTMENT OBJECTIVES, THE FUNDS MAYUTILIZE LEVERAGE, AND THERE ARE RESTRICTIONS LIMITING AN INVESTORS ABILITY TO REDEEM OR TRANSFER ITS INVESTMENT IN THE FUNDS. ANY

OFFERING WILL BE MADE ON A PRIVATE PLACEMENT BASIS TO A LIMITED NUMBER OF ELIGIBLE INVESTORS WHO MEET THE SUITABILITY REQUIREMENTS

RELATING TO AN INVESTMENT IN THE APPLICABLE FUND AND WHO ARE WILLING AND ABLE TO CONDUCT AN INDEPENDENT INVESTIGATION OF THE RISKS

INVOLVED. THE INFORMATION CONTAINED HEREIN WILL BE SUPERSEDED IN ITS ENTIRETY BY THE APPLICABLE FUNDSOFFERING DOCUMENTS.

THE INVESTMENT FUNDS MANAGED BY GLENVIEW (EACH, A FUND,TOGETHER THE FUNDS)MAY HAVE POSITIONS IN THE SECURITIES OF COMPANIES

REFERENCED IN THIS PRESENTATION. THESE PORTFOLIOS ARE ACTIVELY MANAGED AND ANY SECURITIES DISCUSSED HEREIN MAY OR MAY NOT BE HELD IN

THE PORTFOLIOS AT ANY GIVEN TIME. THE SECURITIES DISCUSSED HEREIN DO NOT REPRESENT AN ENTIRE PORTFOLIO OF A FUND AND IN AGGREGATE MAY

ONLY REPRESENT A SMALL PERCENTAGE OF A FUNDS HOLDINGS. SPECIFIC SECURITIES HIGHLIGHTED HEREIN HAVE BEEN SELECTED TO ILLUSTRATE

GLENVIEWSINVESTMENT APPROACH AND ARE NOT INTENDED TO REPRESENT THE FUNDSPERFORMANCE NOR HAVE THEY BEEN SELECTED ON THE BASIS

OF PERFORMANCE OR ANY PERFORMANCE-RELATED CRITERIA. NOTHING CONTAINED HEREIN SHALL CONSTITUTE AN ADVERTISEMENT, A SOLICITATION,

RECOMMENDATION OR ENDORSEMENT TO BUY OR SELL ANY SECURITY OR OTHER FINANCIAL INSTRUMENT REFERENCED IN THIS PRESENTATION.

ANY PROJECTIONS, TARGETS OR ESTIMATES IN THIS REPORT ARE FORWARD LOOKING STATEMENTS AND ARE BASED ON GLENVIEWSRESEARCH, ANALYSIS,

OPINIONS AND ASSUMPTIONS MADE BY GLENVIEW. THERE CAN BE NO ASSURANCE THAT SUCH PROJECTIONS, TARGETS OR ESTIMATES WILL OCCUR AND

THE ACTUAL RESULTS MAY BE MATERIALLY DIFFERENT.

PAST PERFORMANCE IS NOT NECESSARILY INDICATIVE OF FUTURE RESULTS.

THE FUNDS HAVE NOT BEEN APPROVED BY OR LICENSED OR REGISTERED WITH ANY LICENSING AUTHORITY OR GOVERNMENTAL AGENCY. THE

INFORMATION CONTAINED IN THIS PRESENTATION IS FOR DISCUSSION AND INFORMATIONAL PURPOSES ONLY AND IS BEING FURNISHED ON ACONFIDENTIAL BASIS TO A LIMITED NUMBER OF ELIGIBLE INVESTORS. NO PORTION OF THIS PRESENTATION MAY BE COPIED, REPRODUCED, REPUBLISHED

OR DISTRIBUTED IN ANY WAY WITHOUT THE EXPRESS WRITTEN CONSENT OF GLENVIEW.

THIS PRESENTATION IS FOR INFORMATIONAL PURPOSES ONLY AND IS NOT TO BE RELIED UPON AS INVESTMENT, LEGAL, TAX OR FINANCIAL ADVICE. ANY

PROSPECTIVE INVESTOR MUST CONSULT WITH HIS OR HER INDEPENDENT PROFESSIONAL ADVISORS AS TO THE LEGAL, TAX, FINANCIAL OR OTHER MATTERS

RELEVANT TO THE SUITABILITY OF AN INVESTMENT IN ANY INTEREST IN ANY INVESTMENT FUND MANAGED BY GLENVIEW.

FOR IMPORTANT ADDITIONAL DISCLOSURES, PLEASE REFER TO PAGES 46-48 OF THIS PRESENTATION.


3/49

MAY 2014SONICEWELLSAYITTWICE

Plain English Legal Disclaimer

IN ORDER TO ENHANCE CURRENT AND PROSPECTIVE INVESTOR UNDERSTANDING OF OUR PROCESS, APPROACH AND VIEWS, THIS

PRESENTATION INCLUDES DETAILED DISCUSSIONS REGARDING SELECTED POSITIONS IN OUR FUNDSPORTFOLIOS. IN DOING SO,WE HOPE THIS TRANSPARENCY ENHANCES YOUR UNDERSTANDING OF OUR VIEWS ON THE INVESTMENT OPPORTUNITIES WE SEE

IN THE MARKETPLACE AND WHY WE HAVE POSITIONED THE FUNDSPORTFOLIOS THE WAY WE HAVE. WITH SUCH INFORMATION

AVAILABLE TO YOU, WE BELIEVE CURRENT AND PROSPECTIVE INVESTORS ARE BETTER INFORMED AND EQUIPPED TO CHALLENGE

OR DILIGENCE OUR VIEWS AND APPROACH TO DETERMINE WHETHER AN INVESTMENT IN A FUND IS CONSISTENT WITH THE

MANDATE OF EACH INDIVIDUAL INVESTOR. AS OUR FOCUS IS ON CURRENT POSITIONS, WE NATURALLY HAVE A CONSTRUCTIVE

BIAS TO THESE COMPANIES, WHICH INVESTORS SHOULD WEIGH IN DETERMINING THEIR OWN VIEWS ON OUR APPROACH AND

THE FORWARD RETURN OPPORTUNITIES OF THE FUNDS.

AS THE LEGAL DISCLAIMERS MAKE CLEAR, WE ARE NOT DISCUSSING POSITIONS TO HIGHLIGHT THOSE THAT HAVE PERFORMEDWELL FOR US. BY AND LARGE THE HIGHLIGHTED POSITIONS ARE CURRENT PORTFOLIO POSITIONS AND THEIR PERFORMANCE

REMAINS TO BE SEEN. WE HAVE ALWAYS HAD A MIX OF WINNERS AND LOSERS AND EXACTLY HOW THESE POSITIONS PERFORM

OVER TIME WILL BE JUDGED WITH TIME. TO UNDERSTAND THE PAST PERFORMANCE OF OUR FUNDS, YOU SHOULD REFER TO THE

TABLES IN THE APPENDIX WHERE WE LAY OUT THE MONTHLY PERFORMANCE OF OUR FUNDS SINCE INCEPTION. WE HAVE ALSO

INCLUDED A SECTION THAT SHOWS OUR TOP 5 WINNERS AND BOTTOM 5 LOSERS DURING THE LAST FULL CALENDAR YEAR TO

PROVIDE YOU WITH ENHANCED TRANSPARENCY. OF COURSE, THIS WOULDNTBE A DISCLAIMER, IF WE DIDNT REMIND YOU

THAT OUR PAST PERFORMANCE IS NOT AN INDICATOR OF HOW WE WILL DO IN THE FUTURE. NONETHELESS, OUR ACTUAL

PERFORMANCE SHOULD BE YOUR GUIDE FOR HOW WEVE DONE IN THE PAST, NOT THE PERFORMANCE OF INDIVIDUAL

SECURITIES.

WE RECOGNIZE THAT THESE MATERIALS ARE DETAILED AND SOMEWHAT OPINIONATED. WE HAVE DESIGNED THEM THAT WAY

SO YOU CAN UNDERSTAND WHY WE ARE ENTHUSIASTIC ABOUT CERTAIN OPPORTUNITIES AND WHAT INFORMS OUR MARKET

OUTLOOK. IN OUR VIEW, TRANSPARENCY IS PARAMOUNT AND WE HOPE THAT THESE MATERIALS SERVE AS A USEFUL GUIDE AS

YOU EVALUATE WHETHER AN INVESTMENT IN OUR FUNDS IS APPROPRIATE FOR YOU.


4/49

PAGE3

TIMEOUT: WHATSTHEPLAY?

The Winning Playbook

1 Perceived Bad Guys MayBe Great Teammates

HMOs, GMOs, and HedgeFund CEOs

2 Make the Easy Play Secular Growth in Healthcareand Agriculture

3 Ignore the Crowd Noiseand Focus

Watch Fundamentals Closely

4 Give Yourself MultipleChances to Win

Convertible Equities

5 110% Effort Respectful ShareholderEngagement

Long Investment Ideas

Humana

WellPoint

Monsanto

(HUM: $109)

(WLP: $101)

(MON: $112)

The Best Things About May:

1.March and April are over

2.Stanley Cup Playoffs3.The Sohn Investment Conference


5/49


6/49

PREVIOUSLY, ONTHELAST104 WEEKS EPISODES.

May 2012 May 2014 Comments

Systemic RiskHigh

European Uncertainty

Low OMT, Germany stepped up3

Stock Correlations0.75

all risk on/off

0.55

stock pickers market

S&P 500 1325 (12.7x) 1884 (16.1x) +45%

10-Year Treasuries 1.76% 2.58% Tapering now done

High Yield Bonds 7.9% 5.6% Debt cheap and available

Corporate Boards Hoarding cash Deploying cash Success with Buybacks/M&A

M&A LTM1 $463B $798B Acquirers being rewarded

Annual Share Repurchase2 $366B $518B +41%

Engagement Little / NoneStrong across

all market caps

Unprecedented Wave

Mats Zuccarello &

Carl HagelinAHL/NHL

Round 2 Playoffs,

1st / 9thleading scorersLockout / Workout / Worked Out!

PAGE5

1

Source: Strategas Group.2

Represents Q4 2011 and Q4 2013 annualized.3

250-day correlation amongst S&P 500 stocks (each stock in index correlated to one another) is sourced from Strategas

S&P 500 Rolling 250-Day Correlation

0.50

0.60

0.70

0.80

Jan-12 Jul-12 Jan-13 Jul-13 Jan-14


7/49

DRIVERSOFCONVERGENCEWe believe the fundamental backdrop for equity based investing strategies is constructive based upon the

following factors:

4.8%

2%

4%

6%

'60 '70 '80 '90 '00 '10

Leg 1: Cheap Valuations Leg 2: Excess Cash

Leg 3: Exceedingly Low Borrowing Costs Leg 4: Shareholder Engagement1

US Non-Financial Corps. Cash % Total Assets

% TotalAssets

(4Q13 is most recent data)2014 P/E 2015 P/E 10 Yr Range

Glenview 14.7 11.8 8-19x

S&P 500 16.1 14.4 10-17x

S&P 500

Internet Retail48.6 34.2 20-106x

PAGE6

1

Examples of Shareholders Engagements. Data sourced from Strategas and Glenview figures. Please refer to pages 46-48 for important disclosure on highlighted securities, benchmark comparisons,performance data and forward looking statements, opinions and projections.


8/49

FROMDRIFTUPTOLIFTUP

2H 2012 &all of 2013

2014 &

beyond

Lower Systemic Risk Valuation rebounded from lows

Modest 6% earnings growth

Capital Deployment Corporate actions / M&A

Accelerated earnings

Strengthening economy

Potential for continued P/E restoration

Board, Management and Owners

must lift up Excess returns achievable but work

needed Increased focus on contrarian ideas

Stocks drifted up 2/3 of index return from multiple

enhancement

ResultsDrivers

Company Sale Share Repurchase Accretive M&A Portfolio Restructuring Management Change Activist Engagement

Convertible Equity = Cheap, Defensive Secular Growth + Call Options on:

Opportunity Set - Convertible Equities

A fictional concept that describes a low risk base business with one or more call options on value accelerants

to lift up an ordinary investment return to an extraordinary return

Hard Work and Good Decisions Will Differentiate

PAGE7

Please refer to pages 46-48 for important disclosures regarding the use of forward-looking statements, opinions and projections in this presentation. In addition, certain statements contained herein arebased on Glenviews research, analysis, opinions and assumptions made by Glenview, which may not prove to be accurate or corr ect.


9/49

PAGE8

EVERYMANSTRASHISGLENVIEWSTREASUREPast and Present Sohn Conference Contrarian Longs

What was saidvs. Glenviews view Results Returns

Long Express Scripts (ESRX)

PBMs are fraudulent middlemen

vs.PBMs reduce pharma costs

Pharma Inflation:

12%2% 7.5xover 10 years

Long McKesson (MCK)Distributors cant survive

business model changes

vs.

Pills in 06

EPS up

5xin 10 years

Outperformed SPX by

293%

Long HospitalsTenetHealthcare (THC)

Obamacare will damage Hospitals

vs.

More coverage = more revenues,

shareholders will be rewarded

Consolidation

Repurchase

Reform Uplift

2xand climbing

Long Managed Care Companies

Humana (HUM), WellPoint (WLP)

(we own more than these two)

HMOs are the problem

with healthcare

vs.

HMOs reduce costs,

shareholders will be rewarded

Strong basis

for optimism

We see

excess returns

Long Monsanto (MON) GMOs will fall out of favor

vs.

GMOs are the only answer

to growing food yields

Strong basis

for optimism

We see

excess returns

2002

2005

2012

2014

2014

Securities highlighted in this slide have been selected to illustrate Glenviews investment approach and/or market outlook and are not intended to represent the Funds performance or be an indicator forhow the Funds have performed or may perform in the future. These examples have been selected solely for this purpose and have not been selected on the basis of performance or any performancerelated

criteria. In addition, certain statements contained herein are based on Glenviews research, analysis, opinions and assumptions made by Glenview, which may not prove to be accurate or correct. Please

refer to pages 46-48 for important disclosures regarding the use of highlighted securities and the use of forward looking statements, opinions and projections in this presentation.


10/49

PAGE9

HMOS: DONTLETTHEFACTSGETINTHEWAYOFAGOODARGUMENT

Myth 1:

We right now give $15 billion every year as subsidies to privateinsurers under the Medicare system. It doesnt work any better

through these private insurers; they just skim off $15 billion. That

was a giveaway.- President Obama, Sep 2008

Entire Net Income of Public

For-Profit HMO IndustryHMO Profits US Healthcare Spending

2008 2014E 2000 2010 2020E

$10B $14B $1,377B $2,600B $4,416B

A Single-Payor System would be more

efficient than the Big Bad Private HMOs

Through consumer choice and policy decisions,

government has increasingly transferred more

business to the private sector:

HMOs Profits are the reason

healthcare costs are too highMyth 2:

Mythbuster:Mythbuster:

Whats hard is what millions of families and small businesses aregoing through because we allow the insurance industry to run wild

in this country.

- President Obama, Mar 2010

2014E HMO Profits as a % of Healthcare Spending

National Medicare Advantage Penetration:

2010: 24% 2014: 30%

Source: CMS, Kaiser Family Foundation, Credit Suisse. Please refer to pages 46-48 for important disclosures regarding the use of forward-looking statements, opinions and projections in this presentation. Inaddition, certain statements contained herein are based on Glenviews research, analysis, opinions and assumptions made by Glenview, which may not prove to be accurate or correct.

HMO Profits

~0.4%

US Healthcare

Spending

Medicaid Managed Care Management of Dual Eligibles

Expansion or adoption

since 2011States pursuing Duals demos

Actions speak louder than words

PlusACA Medicaid Expansion


11/49

0x

10x

20x

30x

PAGE 10

HOWDOWEKNOWHMOSAREHATED? MULTIPLEWAYS!

NTM

P/E

Multiples

HC Services

12%(2%)

(3%)8%

(6%)

Managed Care1

(6%)

(4%)

11.7X

S&P 500 Healthcare Index Pharma Biotech Med Tech HCIT

HMOs are ABSOLUTELY Cheap

14.4x15.3x

10.6x12.3x

9.9x 9.7x 10.5x

7.5x

11.5x

8.4x

0x

5x

10x

15x

20x

S&P 500 UNH CI AET WLP HUM

2015

Multiples2

WLP

Bull CaseManaged

Care Average1Healthcare

IndexHUM

Bull Case

1

Large cap managed care firms (UNH, CI, AET, WLP) excluding HUM.2

Multiples based on consensus and GCM 2015 EPS estimates. Please refer to pages 46-48 for important disclosures regarding the use offorward-looking statements, opinions and projections in this presentation. In addition, certain statements contained herein are based on Glenviews research, analysis, opinions and assumptions made by

Glenview, which may not prove to be accurate or correct.

Jun

2007

Oct

2008

Today

(18%)

Jun

2007

Oct

2008

Today Jun

2007

Oct

2008

Today Jun

2007

Oct

2008

Today Jun

2007

Oct

2008

Today Jun

2007

Oct

2008

Today Jun

2007

Oct

2008

Today Jun

2007

Oct

2008

Today

HMOs only group yet to recover


12/49

DIDNTTHEAFFORDABLECAREACTHURTHMOS? YES, BUTTHEYAREHEALINGWELL

Profit Caps Federal MLR Requirements

Profit Caps 2 Federal and State Rate Review

Added Costs Industry Taxes and Fees

Reduced

Reimbursement

Medicare Advantage

reimbursement cuts to FFS

Medicare Parity

High Unemployment5% decline in commercial

enrollments, 10% at trough

Falling Interest Rates1-2% EPS headwind annually

from lower investment income

1

Bureau of Labor Statistics, WLP estimates.2

Historical data based on the JPM AA-rated JULI index. Projected AA yields are based on the current JPM AA-rated JULI index spread + the 7-year US Treasuryforward curve. 3Accenture 2013 report on Private Exchanges. Please refer to pages 46-48 for important disclosures regarding the use of forward-looking statements, opinions and projections in this

presentation. In addition, certain statements contained herein are based on Glenviews research, analysis, opinions and assumptions made by Glenview, which may not prove to be accurate or correct.

Sources of Pain: 2007-2013 Let the Healing Begin: 2014-2019

Better Business Mix

and Better Business

Greater exposure to faster-growing

Medicare & Medicaid: 9% in 2007,

22% today

MA Volume AND

Price Growth

3% population, 3-5% penetrationand 1-2% pricing growth in 2016

and beyond, plus share gains

Increased Medicaid

Penetration

Medicaid Expansion and

Outsourced Medicaid will nearly

double market size in 3 years

Rising EmploymentEstimated to add 2% per year to

commercial enrollments

Rising Interest Rates 1-2% EPS tailwind annually fromhigher investment income

Growth in Private

Exchanges

Moving from ASO to Risk increases

profit per member 4x-5x

89%

91%

93%

95%

Jan-08 Jan-10 Jan-12 Jan-14 Jan-16 Jan-18

Interest Rates2

0%

2%

4%

6%

8%

Apr-07 Apr-09 Apr-11 Apr-13 Apr-15 Apr-17

Historical & Projected AA Corporate Yields

1-2%/year

EPS tailwind

1-2%/year

EPS headwind

projected

Unemployment1

2008-13 Commercial

Enrollments

(5%)

2013-18 Commercial

Enrollments

+9%

~2% per year

EmploymentRate

(%)

projected

Private Exchanges3

1

9

19

30

40

0

20

40

2014 2015 2016 2017 2018

Members

(M)

Projected Adoption

PAGE11


13/49

Strong Secular Growth Enrollment +3% driven by population, employment, newly insured Commercial pricing stable with cost trend, Medicare headwinds abating

M-HSD% premium growth leading to 13-15% EPS growth before extraordinary returns

Medium Term Tailwinds Interest rates, employment, free cash flow deployment Accelerating demographics in MA

Room for Multiple Restoration Group 10.6x EPS = return to over 14x over 3 years adds +10% above earnings growth

Fresh & Engaged Management Most management teams have new CEO/CFO in last 3 years

Levers to Drive Value Balance sheet optimization Repurchase

M&A

Asset reshuffling

Monetizing hidden assets

HMOSFROMINVESTORHELLTODOINGWELL

The negatives were absorbed or never happened

Leaving a clear road ahead

Single Payor couldnt get traction in 2009 with the Democratic sweep Early read of ACA population is acceptable within risk corridors

MLR Floors, MA cuts absorbed in 2011 Managed Care Tax, Dumping absorbed in 2014

PAGE12

Please refer to pages 46-48 for important disclosures regarding the use of forward-looking statements, opinions and projections in this presentation. In addition, certain statements contained herein arebased on Glenviews research, analysis, opinions and assumptions made by Glenview, which may not prove to be accurate or corr ect.


14/49

SINCETHEACA, A TALENTEDANDFOCUSEDWAVEOFNEWLEADERS

Title Name Duration (yrs) Prior Experience Corporate Actions

CEO Joe Swedish 1 Trinity Health/ Catholic Health

Association/ HCA

Divested 1-800 CONTACTS division

CFO Wayne DeVeydt 7 PricewaterhouseCoopers Repurchased >50% of shares outstanding

during his tenure

Acquired AGP for $4.6B

CEO Mark Bertolini 3 Cigna Acquired Coventry for $7.3B

CFO Shawn Guertin 1 Coventry Health Care Repurchased ~9% of shares outstanding

CEO David Cordani 4 Coopers & Lybrand Acquired HealthSpring for $3.8B

PBM outsourcing deal

VADB carve-outCFO Tom McCarthy 1 Kemper Insurance

CEO Bruce Broussard 1 US Oncology/Harbor Dental Hired 3rdparty advisor to investigate

opportunities for their PBM

CFO Brian Kane Starts June 1 Goldman Sachs

PAGE13

Securities highlighted in this slide have been selected to illustrate Glenviews investment approach and/or market outlook and are not intended to represent the Funds performance or be an indicator forhow the Funds have performed or may perform in the future. The securities discussed herein do not represent an entire portfolio and in the aggregate may only represent a small percentage of a Funds

holdings. Please refer to pages 46-48 for important disclosures regarding the use of highlighted securities and the use of forward looking statements, opinions and projections in this presentation.


15/49

CASESTUDY


16/49

PAGE 15

HUMANA: HEALTHYINVESTMENTOUTLOOK

1. MA Description Government pays private companies to manage Medicare

coverage & develop their own plan designs, which results

in richer benefit designs including vision, hearing, & dental

care 75% MA / 25% Other Managed Care

2. Attractive Core Waterfall 2015 and Beyond Revenues 9%

EBIT 13%

EPS 17%

3. Numerous Areas of Upside Optionality PBM Outsourcing

Adding leverage for accretive M&A / repurchase Expanding membership from retiree private exchanges,

public exchanges, and state-based Duals contracts

Long term: Potential acquisition target

4. Overcapitalized 23% to 26% dry powder as % of market cap

5. Cheap and Getting Cheaper

6. Enhanced Focus on Shareholder Value New CEO and CFO focused on driving core value and

addressing upside levers

Symbol HUM

Share Price $108.89

Shares Out 156 M

Market Cap $17.0 B

Parent Cash $0.5 B

Debt $2.6 B

EV $19.1 B

Debt/Cap 22%

Dry Powder

% of Market Cap 23 - 26%

Health Insurance Provider

2014E 2015E

EPS ~$8 >$9

P/E ~14x


17/49

THERESANALARMINGOUTBREAKOFOLDPEOPLE

As Baby Boomers turn 65, population growth of 65 and over is 3% vs 0.70% national average

20%

25%

30%

35%

40%

2008 2009 2010 2011 2012 2013 2014 2015 2016 2017 2018

Medicare

AdvantagePenetration of

>65 Population

(%)

Year

MA penetration has grown steadily1

+3%growth/yr

And they prefer Medicare Advantage over Straight Fee For Service Medicare

And they prefer Humana over other MAproviders

0%

10%

20%

30%

40%

50%

2009 2010 2011 2012 2013

Medicare

Advantage

Market Share

(%)

Other

UHC

KFHPAETWLPCIG

HUM

UHC HUM

KFHP

AET

WLPCIG Other

(100K)

HUM share has grown steadily1

Year

Consolidation of plans with


18/49PAGE 17

SENIORSVOTEFORMAEVENTHECBO GETSIT

30%+

20-29%

10-19%

0-10%

Share of Medicare Beneficiaries Enrolled in MA1

High % MA States are Swing States & Populous

States Senators House Members % USElectoral

College

WeightedAverage

MA %D R D R

30%+ States

(18)23 14 107 112 47% 37.1%

20%+ States

(32)32 32 162 188 78% 32.9%

20

6

18

12

5

14

818

0

25

50

States

Senate Leadership State with 20%+ MA

Swing State with 20%+ MA

MA Plans are high-quality &

Seniors are very satisfied

MA outperformed fee-for-service on

10 of 12 quality measures2

~9 out of 10 enrollees are satisfied

with every aspect of their MA plan3

1

Kaiser Family Foundation, 2014.

2

Am J Manag Care 16(11): 841-848, 2010 and 18(2): 96-104, 2012.

3

National Survey of Seniors Regarding Medicare Advantage Plans, North Star Opinion Research, Feb. 2013.Please refer to pages 46-48 for important disclosures regarding the use of forward-looking statements, opinions and projections in this presentation. In addition, certain statements contained herein are

based on Glenviews research, analysis, opinions and assumptions made by Glenview, which may not prove to be accurate or correct.

2007 2014Despite ACA cuts, seniors stay

in MA & CBO has increased its

MA enrollment estimates

6

12

18

24

2009 2011 2013 2015 2017 2019

Projected

MA Enrollees

(M)

CBO2010

CBO

2012

CBO

2014


19/49

WHICHALLADDSUPTO10-15% ORGANICREVENUEGROWTH

Humana MA Revenue Growth 2015 & Beyond

0%

5%

10%

15%

Population

Growth

Penetration Market Share

Gains

3%

3-5%

3-5%

Total Member

Growth

+

Pricing Growth

9-13%1-2%

=

Share

Gains

Penetration

Population

Growth

2015+ Organic

Growth

Opportunity

10-15%

=

0

500

1,000

1,500

2,000

2,500

2009 2010 2011 2012 2013

HUM Medicare

Advantage

Members

(000)

2009-13

12.7% CAGR

Year

9-13% MA growth is inline with recent organic growth and accelerates the earnings waterfall over time

15% 15% 15% 15%

5% 5% 5% 5%

12.4% 12.5%12.7% 12.9%

0%

5%

10%

15%

2015 2016 2017 2018

HUM EBIT

Growth (%)

Year

Medicare

Advantage

Other

Consolidated

PAGE18

Calculations are based on Glenviews projections, which may not prove to be accurate or correct. Please refer to pages 46-48 for important disclosures regarding the use of highlighted securities and the use

of forward looking statements, opinions and projections in this presentation.


20/49

RELIEVINGELBOWPAIN

After 5 years of absorbing rate cuts resulting in no earnings growth, the pig is finally

through the python, leading to sustained, defensive growth + convertible options

$6

$8

$10

$12

2011 2012 2013 2014 2015 2016 2017 and beyond

12% 10% 7% 4%2% 1%

80%

90%

100%

110%

120%

2011 2012 2013 2014 2015 2016 2017 and

beyondFFS Parity Remaining ACA Cuts

-6%

-4%

-2%0%

2%

2011 2012 2013 2014 2015 2016 2017 and

beyond

(~2%) (~2%)(~1%)

(~5%)

(~3%)

About flat

1-2%

Phase-In ofMedicare

Advantage

ACA Cuts1

Annual RateIncrease/Decrease2

HumanaEPS

Convertible

Options:

Option 1

PBM

+

Option 2

Cash Use /

Returns on Cash

+

Option 3

Retiree Private

Exchanges

+

Option 4

New Markets

+Option 5

Long Term

Consolidation

15-20%

EPS Growth

PAGE19

1Based on JP Morgan estimates. 22011-15 estimated based on Humanas disclosures. Calculations are based on Glenviews projections, which may not prove to be accurate or correct. Please refer to pages

46-48 for important disclosures regarding the use of highlighted securities and the use of forward looking statements, opinions and projections in this presentation.

O 1 S O S


21/49

Integrated medical / Pharmacy Management

Formulary Design

Clinical program development

Sales & marketing

Customer facing functions

Direct engagement with physicians

Management of mail order facilities

Ownership of specialty pharmacies

OPTION1: PBMTIMETOSTEPONTHESCALE

PBM Optionality

PBM

Rx Volume

(MM)

Buyer /

Partner Year Structure Impact

WLP ~200 ESRX 2009 10-yr asset purchase $4.7 B Cash

AET ~136 CVS 2010 Outsourcing Agreement 10% Accretive to EPS

CI ~170 CTRX 2013 Outsourcing Agreement 7% Accretive to EPSHUM ~275 ?? ?? Likely Outsourcing Could be 10-15% Accretive

We believe that HUM could outsource parts of its PBM operations to another scale provider to reduce costs &

enhance earnings from its PBM operations

1,7091,478

572 444275 200 170 136

-

500

1,000

1,500

2,000

CVS ESRX UNH CTRX HUM WLP CI AET

Scale MattersSignificant Saving

Opportunity to Humana

Adjusted Rx Volume (Millions)1

Weve Seen This Movie Before

X

TBD

We continuously in fact we're in the process right now of evaluating our cost structure both from a fulfillment point of

view and from a purchasing point of view to ensure that we are competitive. We've hired a third-party to do that evaluation

and nothing to-date has given us an indication that we need to change that perspective. - CEO Bruce Broussard (March 11, 2014)

AET CI

1CVS includes 890 M prescriptions filled at the pharmacy & 819 M through the PBM. CTRX totals are pro-forma and include CI scripts. Calculations are based on Glenviews projections, which may not prove

to be accurate or correct. Please refer to pages 46-48 for important disclosures regarding the use of highlighted securities and the use of forward looking statements, opinions and projections in this

presentation.

PAGE20

O 2 D P T G C F B


22/49

OPTION2: DRYPOWDERTHEGENERALCANFIREBACK

22%

25% 40%

Old Target of

outgoing CFO

Max leverage to

maintain investment

grade as per rating

agencies

HUM Valuation

2015 2016

Current leverage 11.5x 9.9x

30% Debt / Cap 9.9x 8.4x

35% Debt / Cap 9.6x 8.2x

40% Debt / Cap 9.3x 7.9x

Dry Powder

23-26%

Dry

Powder

16-19%

2015 Debt / Cap

Dry Powder13%

30% 35%

Peers

CI 33%

UNH 34%

AET 36%

WLP 37%

While investors continue to value Humana using a rear view mirror,

management should aggressively repurchase shares

PAGE21

Data sourced from company materials and Bloomberg. Calculations are based on Glenviews projections, which may not prove to be accurate or correct. Please refer to pages 46-48 for important disclosures

regarding the use of highlighted securities and the use of forward looking statements, opinions and projections in this presenta tion. In addition, certain statements contained herein are based on Glenviews

research, analysis, opinions and assumptions made by Glenview, which may not prove to be accurate or correct.

O 3 A


23/49

OPTION3: RETIREEPRIVATEEXCHANGESMORETHANHOTAIR

10-12M retirees

have employer-

sponsored

health coverage

1.5-4.5M

could move to

Private Exchanges

in the next 5 years

400k-1.5M of those will

likely adopt MA plans:

A membership tailwind

for MA of up to 9%

0.5-2% Revenue

Growth per year,

10-40c EPS Growth

Based on current

market share,

50k-225k new MAlives for Humana

Private Exchange: A marketplace of health insurance & related products open to employees/retirees of a given employer sponsor

Large Employers

across 8 surveys1

Actively

pursuing8-10%

Near-term

adoption 22-28%

Retirees on Private

Exchanges of AON &

Extend Health, two

leading managers

On MA plans 25%

PAGE22

1Source: Aon 2013 Corporate Exchange Survey, Benfield 2013 Employer Healthcare Reform & Private Exchanges Survey, PwC 2013 Focusing on the Future of Healthcare Benefits Survey, TW 2013 Health Care Changes Ahead Survey, KFF

2013 Employer Health Benefits Survey, Alegeus 2013 Defined Contribution & Private Exchange Survey, Willis 2012-13 Healthcare Reform Survey, PwC 2012 Health & Well-Being Touchstone Survey, International Foundation of Employee

Benefit Plans 2013 Employer-Sponsored Health Care Survey, Aon 2012 Retiree Health Care Survey, Aon 2013 Retiree Healthcare Survey.Calculations are based on Glenviews projections, which may not prove to be accurate or correct.

Please refer to pages 46-48 for important disclosures regarding the use of highlighted securities and the use of forward looking statements, o pinions and projections in this presentation.

O 4 N M


24/49

OPTION4: NEWMARKETS

0.25

0.54

1.001.04

0.0

0.4

0.8

1.2

2014 Guidance 2015E 2016E 2017E

Public Exchanges Medicare/Medicaid Duals

1M public exchange lives

would add ~40-80c to EPS

Humana Public Exchange Lives (M)

Already-won contracts

add ~40-60c to EPS

Total (CBO) 6M 13M 24M 25MHUM Share 4% 4% 4% 4%

HUM recently won Duals contracts worth $5-7B

HUMs long-term target margin for state-based

contracts is 3%

There are ~9M dual-eligible enrollees, accounting

for $250B+ in annual healthcare spending

17 states are running or plan to run demonstration

projects to coordinate care for these Duals

Lives(M)

Project cleared by CMS

Proposal pending

Considered

PAGE23

Please refer to pages 46-48 for important disclosures regarding the use of forward-looking statements, opinions and projections in this presentation. In addition, certain statements contained herein are

based on Glenviews research, analysis, opinions and assumptions made by Glenview, which may not prove to be accurate or corr ect.

V


25/49

VALUATION

Consistent with the framework of a Convertible Equity we see healthy

gains ahead for Humana, with the opportunity for extraordinary returnsdriven by PBM outsourcing and sound capital deployment.

PAGE24

2015E Multiple Target Price % Upside

Base Case ~$10 15-16x $143-152 31-40%

+ PBM Outsource ~$11 15-16x $162-172 48-58%

+ PBM Outsource & Debt/Cap of 35% ~$13 15-16x $194-207 78-90%




26/49

CASESTUDY

WELLPOINT HEALTHY INVESTMENT OUTLOOK


27/49PAGE 26

WELLPOINT: HEALTHYINVESTMENTOUTLOOK

1. WLP Description Diversified health benefits company providing health, drug,

dental, vision benefits including Blue Cross & Blue Shield plans

The Blue network as 3x the market share of its next closest rival

in the commercial health insurance market, and WLP has

dominant 28% share in its markets

2. Attractive Core Waterfall 2015 and Beyond Revenue 6%

EBIT 9%

EPS 14%

3. Numerous Areas of Upside Optionality PBM asset value

Cash EPS

Excess subsidiary revenues Adding leverage for accretive M&A/repurchase

4. Overcapitalized ~24-27% dry powder as % of market cap


6. Enhanced Focus on Shareholder Value New CEO (March 2013), new Head of Government Division,

new Chief Strategy Officer, new CIO

New Chairman of the Board and 4 new Directors

Symbol WLP

Share Price $100.87

Shares Out 293 M

Market Cap $29.5 B

Parent Cash $2.0 B

Debt $14.5 B

EV $41.9 B

Debt/Cap 37%

Dry Powder

% of Market Cap 24 - 27%

Health Insurance Provider

2014E 2015E

EPS ~$9 ~$10

P/E ~11x ~10x

Financials

P/E 2015E 2016E

Base Estimates 10.5x 9.3x

+ Cash EPS 10.0x 8.9x

+ New PBM Deal 9.4x 8.4x+ Debt/Cap 45% 8.6x 7.8x

+ All 3 of the Above 7.3x 6.7x

Data sourced from company materials and Glenviews projections, which may not prove to be accurate or correct. This example has been selected to illustrate Glenviews investment approach and/or market outlook and is not intended

to represent the Funds performance or be an indicator for how the Funds have performed or may perform in the future. This example has been selected solely for this purpose and has not been selected on the basis of performance orany performance-related criteria. In addition, certain statements contained herein are based on Glenviews research, analysis, opinions and assumptions made by Glenview, which may not prove to be accurate or correct. Please refer to

pages 46-48 for important disclosures regarding the use of highlighted securities and the use of forward looking statements, opinions and projections in this presentation.

WHO DOESNT LOVE OPTIONS?


28/49PAGE 27

WHODOESNTLOVEOPTIONS?

WellPoint = All the benefits of the base case for HMOs, trading at 10x 2015 earnings

+

Option 1

PBM Options in 2017-2019

+

Option 2

Move to Cash Earnings to conform to Buffett Math

+

Option 3

Excess Capital Deployment

+

Option 4

Rising Interest Rates

+

Option 5

Duals Opportunity

+

Option 6

Medicaid Expansion

Please refer to pages 46-48 for important disclosures regarding the use of forward-looking statements, opinions and projections in this presentation. In addition, certain statements contained herein are

based on Glenviews research, analysis, opinions and assumptions made by Glenview, which may not prove to be accurate or corr ect.

SO NICE LETS SELL IT TWICE


29/49PAGE 28

SONICE, LETSSELLITTWICE

Options to Unlock PBM Value which could happen as early as 2017:

Improve terms of the current outsourcing arrangement with incumbent (ESRX) or another PBM,

closer to comparable recent transactions

Achieving terms similar to AET/CVS (2010) or CI/CTRX (2013) would add ~$750M to WLP EBIT (+19%)

On reduced share count in 2019, this will add approximately $2 in EPS or $26-28 in future value

I. Improved Terms

Receive another up-front payment to renew the long-term lease on the outsourced PBM from the

incumbent or another PBM

ESRX paid $4.7B for the contract in Dec 2009

A new deal could be worth >$5B in 2017 (+16% of WLP market cap after taxes)

II. Up-Front Payment

Bring the PBM in-house (like UNH)

We believe this option is least likely

In 2009, WLP announced the sale of their PBM assets and operations

for the next 10 years to Express Scripts for $4.7B

Thus, in Dec. 2019 they reclaim their PBM

Investors value WLP PBM at zero. In 2019, we believe its worth $25-30 per share or $15in present value today.

III. In-Source



BUFFETTS RIGHT GOODWILL DOESNT AMORTIZE


30/49PAGE 29

BUFFETT SRIGHTGOODWILLDOESN TAMORTIZE

Companies should be valued based on Cash EPS (excl. acquisition amortization)

when this metric is a more accurate reflection of FCF/share than GAAP EPS

Several Healthcare companies have switched

to Cash EPS in recent years, includingand we think it is the right metric for WLP too

Subsidiary Dividends

Last Five Years

Cash Net Income= >120%

Switching to Cash EPS would add~$0.50 (+6%) to WLP EPS



DRY POWDER THE PENDULUM HAS MORE ROOM TO SWING


31/49

DRYPOWDERTHEPENDULUMHASMOREROOMTOSWING

37%

45%Max leverage to

maintain investment

grade as per rating

agencies

WLP Valuation

2015E 2016E

Current leverage 10.5x 9.3x

+ 43% Debt / Cap 8.8x 8.0x

+ 45% Debt / Cap 8.6x 7.8x

Dry

Powder

27%

Dry

Powder

19%

2015 Debt / Cap

Peers

HUM 22%

CI 33%

UNH 34%

AET 36%

Excess reserves at subsidiaries = 6% of market cap

43%

Dry

Powder

24%

PAGE30

Data sourced from company materials and Bloomberg. Calculations are based on Glenviews projections, which may not prove to be accurate or correct. Please refer to pages 46-48 for important disclosures

regarding the use of highlighted securities and the use of forward looking statements, opinions and projections in this presenta tion. In addition, certain statements contained herein are based on Glenviews

research, analysis, opinions and assumptions made by Glenview, which may not prove to be accurate or correct.

OTHER OPTIONS & TARGET PRICE


32/49PAGE 31

OTHEROPTIONS& TARGETPRICE



Interest Rates

Duals

Medicaid Expansion

Interest rate increase of 280 bps based on the forward

curve would worth $0.70 (+8%)to earnings power by 2018

CBOs current schedule for Duals would be worth ~$0.60

(+7%)to earnings power by 2018

If all of WLPs states were to expand Medicaid today, itwould be worth up to $0.30 (+4%)to earnings power

2015E Multiple Target Price % Upside

Base Case ~$10 13-14x $125-134 24-33%

+ Cash EPS >$10 13-14x $131-142 30-40%

+ New PBM Deal ~$11 13-14x $139-150 38-49%

+ Debt/Cap of 45% >$11 13-14x $153-165 52-63%

+ All 3 of the Above >$13 13-14x $179-193 78-91%


33/49

CASESTUDY

FEEDING 9 BILLION PEOPLE


34/49

FEEDING9 BILLIONPEOPLE

1 in 7 people today do not have

access to sufficient protein and

energy in their diet, and even more

suffer from malnourishment1

The Inescapable Facts:

Between population growth and percapita consumption trends, food

demand will nearly double by 20502

Arable land is a finite resource

1State of Food Insecurity in the World, Food and Agricultural Organization of the United Nations. 2Food Security: The Challenge of Feeding Nine Billion People, Godfray, H.C. et al., Science 327, 812-818

(2000). 3Food and Agricultural Organization of the United Nations. 4Tilman et al. Global Food and the Sustainable intensification of agriculture Proc. Natl. Acad. Sci. USA. 108 (2011). Calculations are basedon Glenviews projections, which may not prove to be accurate or correct. Please refer to pages 46-48 for important disclosures regarding the use of highlighted securities and the use of forward looking

statements, opinions and projections in this presentation.

1

2

35,000

7,500

10,000

12,500

15,000

2009 2050

5

8

10

13

15

Global Population & Food Consumption3,4

Arable

Land1.4 B

Hectares

Global

Population(B)

Global Food

Consumption(M kcal

per day)

~1.5 BHectares

60%100% Growth in

Calories is Needed

6.8 B

9.5 B

Low

estimate

High

estimate

Population

Population

PAGE33

HOW TO FEED THE WORLD WITHOUT DESTROYING IT


35/49

HOWTOFEEDTHEWORLDWITHOUTDESTROYINGIT

GMO seeds are the worlds best option for sustainably meeting demand

Food

Inflation

Environmental

Impact

Structural

Limit

High grain prices need for ROIC

Comes from deforestation

Stresses water supply

Can help with efficiency

But, cap. intensive w/ quest. ROIC

Government restrictions

Infrastructure lacking

Saturation in developed world

Credit limits in emerging markets

Limits on application rates

Small % of farmer costs

Seed prices increase with yields

Studies say no negative impact

Lower usage of toxic chemicals

Drought-tolerance reduces H20 req.

Quick adopt. when govt not in way

No capital or credit limitations

Increase Arable Land

Option #1

Capital Equipment

Option #2

Fertilizer & Chemicals

Option #3

GMO Seeds

Option #4

Toxic

Issues

Positive impact on yield

But, incr. costs at extreme prices

Increased fuel and emissions

PAGE34

Please refer to pages 46-48 for important disclosures regarding the use of highlighted securities and the use of forward looking statements, opinions and projections in this presentation.

SEPARATING FACT FROM FICTION


36/49

PAGE35

SEPARATINGFACTFROMFICTION

GMOs are meddling

with Mother Nature

Fiction

GMOs are unsafe

Seed manufacturersbenefit at the expense

of farmers and society

Fact

Around 8500 BC people started breeding the desirable traits of wild plants into their crops to increase

yields its called farming

The WHO, the AMA, the U.S. National Academy of Sciences, the British Royal Society, and every other

respected organization that has examined the evidence has come to the same conclusion: consuming

foods containing ingredients derived from GM crops is no riskier than consuming the same foods

containing ingredients from crop plants modified by conventional plant improvement techniques.

-American Association for the Advancement of Science, October 2012

MON earns a 25% incentive fee

Revenues go up proportional to higher yields their products create

969798990001020304050607080910111213

25

40

55

70

85

100

115

130

Pre-MON

Income

Higher Seed

Price

Yield Benefit

and Cost Saves

Post-MON

Income

Yield &

Insecticide Use(Indexed,

1996 = 100)

Value to the FarmerU.S. Corn & Soy Since the Launch of GMO

1Yield data per USDA.2 Benbrook: Impacts of genetically engineered crops on pesticide use in the U.S. the first sixteen years. Environmental Sciences Europe 2012 24:24. Calculations are based on

Glenviews projections, which may not prove to be accurate or correct. Please refer to pages 46-48 for important disclosures regarding the use of highlighted securities and the use of forward lookingstatements, opinions and projections in this presentation.

72% decrease in

insecticide usage

23% increase in

yields

MONSANTO: ALL THE TRAITS OF A GREAT INVESTMENT


37/49

PAGE36

MONSANTO: ALLTHETRAITSOFAGREATINVESTMENT

Data sourced from company reports. Debt is pro forma for $1.0B of debt issued subsequent to FY2013 related to acquisition of Climate Corporation. Calculations based on Glenviews projections , which

may not prove to be accurate or correct. Please refer to pages 46-48 for important disclosures regarding the use of highlighted securities and the use of forward looking statements, opinions and projectionsin this presentation.

P/E CY 2014E CY 2015E

With current

capitalization19x 15x

Pro forma at 2.5x

Debt/EBITDA17x 12x

Symbol MON

Share Price $112.00

Shares Out 533M

Market Cap $59.7B

Cash $3.8B

Debt $3.2B

EV $59.0B

Net Debt/EBITDA (0.1x)

Dry Powder

% of Market Cap

$15.8B

27%

Seed & Trait Manufacturer

CAGR 13-17

Revenue Growth 9%

EBIT Growth 21%

EPS Growth 24%

2014E 2015E

EPS ~$6 ~$7

P/E 19x 15x

Financials

1. Great Business

Seeds and Traits (80% of profit)

Defensive, recurring, acyclical

2. Attractive Core Waterfall Revenues 7%

GP 8%

EBIT 12%

EPS 15%

3. Numerous Upside Levers

Near-term: COGS, LatAm Soy

Medium-term: Greater Yield, New Traits, DD Pricing

Long-term: Precision Farming

4. Massively Overcapitalized

27% to 56% dry powder


6. Enhanced Focus on Shareholder Value

NOT TO SOUND DEFENSIVE BUT ITS GROWTH IS ORGANIC


38/49

High recurring revenue

70% seed and traits is non-discretionary

Dominant share and presence

Subject to weather not economic cycles

NOTTOSOUNDDEFENSIVE, BUTITSGROWTHISORGANIC

Monsantos franchise and defensive characteristics

are on par with the best 'large moat' businesses:

Cell Towers Pharmaceutical Services

Online Search, Shopping & Travel

Massive barriers to entry:

Seed shares are perpetual local monopolies based

upon historical use

Each year of efficient breeding grows yields by 3%

Without a time machine, uncatchable lead

Traits are progressively stacked and again winners

create winnersseed industry must license MON traits

Taken together, this creates attractive and defensive organic core growth

MON Share

Seeds Traits

US Soy 28% 100%

US Corn 38% 90%

Revenues

7%GP

8%EBIT

12%EPS

15%

PAGE37

Data is sourced from company materials. Calculations based on Glenviews projections, which may not prove to be accurate or correct.Please refer to pages 46-48 for important disclosure regarding the use

of highlighted securities and the use of forward looking statements, opinions and projections in this presentation.

STACKING GROWTH ON GROWTH


39/49

STACKINGGROWTHONGROWTH

PAGE38

0%

5%

10%

15%

20%

25%

MON EPS Growth1

$1,400

$1,800

$2,200

$2,600

$3,000

2009 2010 2011 2012 2013

Extraordinary COGS

Several natural disasters have led to a

buildup of extraordinary costs which

should unwind in coming years

$1,507

$1,796$1,941

$2,225

$2,668

Extra

Costs

10% to

20% of

EPS

COGS Relief

South America

120M acres

$0 revenue today

North America

80M acres

$1.7BRevenue

today (11% of total)

LatAm Soy with $1.75 of EPS by 2017

LatAm Soy Launch Accelerating Yields

Corn Demand Will Nearly

DoubleAcres Will Not

0.0

0.4

0.8

1.2

1.6

2.0

2

4

6

8

10

2 00 0 2 00 5 2 01 0 2 01 5 2 02 0 2 02 5 2 03 0

Corn Demand

Bushels

Harvested

(B)

Hectares

Planted

(B)

Yields must grow 75% by 2030 to feed the world

2% yield CAGR must accelerate to 3%

Year

100%

140%

180%

220%

260%

2003 2005 2007 2009 2011 2013

MON Provides the Solution

Future: 3% Yield = 9% MON Pricing =

15% EPS CAGR

Indexed

to 2003

MON Price

8% CAGR

Corn Yields

2% CAGR

Increase in

MON Price($/Acre)

Increase in

Yield(bu/Acre)

Value to the

farmer @$4.50 Corn

ROI to

thefarmer

$10 8 bu $36 260%

U.S. Drought Resistant Corn

(launched 2013)

South American Corn Trade-up

(launched 2012)

Brazil: Singles to Doubles

Argentina: Doubles to Triples

New Traits

DD paying more for MON traits

To protect margin, they need to

raise price

Ironically, this also helps MON

soy seed pricing

1-2% pricing uplift

DuPont price increases in Soy

create competitive halo

Data sourced from company materials and Glenviews projections, which may not prove to be accurate or correct. This example has been selected to illustrate Glenviews investment approach and/or market outlook and is not intended

to represent the Funds performance or be an indicator for how the Funds have performed or may perform in the future. This example has been selected solely for this purpose and has not been selected on the basis of performance orany performance-related criteria. In addition, certain statements contained herein are based on Glenviews research, analysis, opinions and assumptions made by Glenview, which may not prove to be accurate or correct. Please refer to

pages 46-48 for important disclosures regarding the use of highlighted securities and the use of forward looking statements, opinions and projections in this presentation.

EPS growth based on Glenviews projections through end of

Fiscal Year 2017; assumes midpoint of management price/mix

guidance, reversal of extraordinary corn seed COGS,

contribution from Intacta rollout and management guided

South America corn trait trade up.

HEY BATTER BATTER SWING BATTER!


40/49

HEYBATTERBATTER, SWING, BATTER!

PAGE39

Data sourced from company materials and Bloomberg. Calculations based on Glenviews projections, which may not prove to be accurate or correct. Please refer to pages 46-48 for important disclosure

regarding the use of highlighted securities and the use of forward looking statements, opinions and projections in this presentation.

(0.1x)

1.0x 4.0x

2.5x

Peers

Quality Chemicals

If We Were King

For a Day

2014

14%

2017

37%

2014

27%

2017

55%

2014

39%

2017

72%

MON Valuation

CY 2014 CY 2015

Base 19x 15x

1.0x Leverage 18x 14x2.5x Leverage 17x 12x

4.0x Leverage 16x 11x

As a defensive monopoly with multiple upside levers, Monsanto

is suboptimally hoarding capital and value is trapped

Dry Powder

Dry Powder

Dry Powder

ENHANCED FOCUS ON SHAREHOLDER VALUE


41/49

ENHANCEDFOCUSONSHAREHOLDERVALUE

Over the past nine months Management and the Board have taken small steps towards convergence:

If Monsanto utilizes their dry powder well in addition to executing on the myriad of growth opportunities,

we expect that shareholder value will grow

Based on our analysis and with feedback we've gotten from many of our owners, we are

now moving to use the cash over and above our current levels to further prioritize our share

buyback and dividend programs.

The best example of that more aggressive approach is the recent authorization by our boardof a new $2 billion three-year buyback program.

Practically, this is the first time in our company's history where we've doubled the size of our

buyback program. Our current program was approved in June of last year. So between what

we spend for Q3, additional spending in the first month of Q4 and our expected program for

the remainder of the quarter, we have accelerated the current buyback program.

Pierre Courduroux, CFO

1. ~$450M repurchase per quarter

2. $2B repurchase authorization

3. Discussion of enhanced dividends

$4.56Base Growth Base Base

LatAm Soy LatAm SoyCOGS

COGS

New Traits New Traits

Maintain 2.5x

Net Leverage

$2.00

$7.00

$12.00

$17.00

FY13A FY17E - Base FY17E - Accelerants FY17E - Balance Sheet Deployed

~$15

~$11

~$8

~24% CAGR

~15% CAGR

~35% CAGR

PAGE40

This chart includes the following assumptions, projections, forward looking statements and opinions: 15% Base EPS growth assumes ~9% revenue, ~13% EBIT and 15% EPS growth. Assumes MON reaches 2.5x Net Debt / EBITDA during

FY2014E and maintains that leverage. All free cash flow after dividends and proceeds from increased debt used to repurchase. Assumes 15% stock price appreciation per year. Calculations are based on Glenviews projections, which may notprove to be accurate or correct. Please refer to pages 46-48 for important disclosures regarding the use of highlighted securities and the use of forward looking statements, opinions and projections in this presentation.

This example has been selected to illustrate Glenviews investment approach and/or market outlook and is not intended to representthe Funds performance or be an indicator for how the F unds have performed

or may perform in the future. This example has been selected solely for this purpose and has not been selected on the basis of performance or any performance-related criteria. In addition, certain statements

contained herein are based on Glenviews research, analysis, opinions and assumptions made by Glenview, which may not prove to be accurate or correct.

VALUATION


42/49

Aug 2017 EPS P/E Range Target Price 2-Year % Return

Base Case ~$8 17x-20x $136-$160 21%-43%

+ Accelerants: LatAm Soy, COGS relief, New Traits ~$11 17x-20x $187-$220 67%-96%

+ Net Leverage at 2.5x ~$15 17x-20x $255-$300 128%-168%

VALUATION

PAGE41



Historically, Monsanto has traded at 20-22x forward earnings per share. Using a more

conservative 17-20x multiple on FY17 earnings yields two year price appreciation in the

range of 21% to as high as 168%, assuming capital deployment at 2.5x leverage.

Importantly, these targets give no value to Monsantos investment in Precision Farming, as there is no

positive earnings contribution assumed in the near-term

PLANTINGASEEDFORANADDITIONAL$24 OFEPS IN10 YEARS1


43/49

$

1. MON has been investing in & developing "Integrated Farming Systems" or Precision Farming

This is analogous to personalized medicine

Using informatics and data to develop optimal solutions by farm

FieldScripts(internally developed product)

Timing: rolling out commercially for first time this year onto hundreds of thousands of acres

Pricing: $10 per acre

Value to farmer: gives farmers 5-10 bushels per acre (~$30 of value to farmer)

Climate Corporation(acquired October 2013 for $930M)

At 85% incremental margins, this equates to $24 in EPS

on current shares, achievable over the coming decade

2. Monsanto currently has 2 platforms

3. At its investor day in November 2013, MON estimated that these two platforms together

can reach 1 billion acres at $20 per acre

PAGE42

Data sourced from company materials. Please refer to pages 46-48 for important disclosure regarding the use of highlighted securities and the use of forward looking statements, opinions and projections in this

presentation.

1 This calculation is based on Glenviews research, analysis, projections and opinions, which may not prove to be

accurate or correct. Please refer to pages 46-48 for important disclosure regarding the use of forward looking

statements, opinions and projections in this presentation. Securities highlighted in this slide have been selected

to illustrate Glenviews investment approach and/or market outlook and are not intended to represent the Funds

performance or be an indicator for how the Funds have performed or may perform in the future. This example

has been selected solely for this purpose and has not been selected on the basis of performance or any

performance-related criteria. The securities discussed herein do not represent an entire portfolio and in the

aggregate may only represent a small percentage of a Funds holdings.

WE LIKE THE AND BUSINESS


44/49

WELIKETHEAND BUSINESS

PAGE43

Often times capital allocation choices are presented as mutually exclusive OR choices

Will I invest in the business for the long-term? Will we pursue short-term value through share buybacks?OR

We prefer the AND business

Monsanto can:

1. Continue to have strong business

2. Invest >$1.7B annually in R&D

3. Invest $300 million annually in technology acquisitions

4. Increase leverage to 2.5x net Debt/EBITDA to drive per share value

5. Have $8B available for opportunistic acquisitions

6. Retain a strong, investment grade credit rating

7. Pursue and invest in Precision Farming

If Monsanto wishes to accelerate investment in Precision Farming, they may also:

1. IPO


45/49

PAGE44

Glenview Capital is proud to be part of a team of hedge fund managers who

have and will continue to support the critical work of the Sohn Foundation

THANKYOU


46/49

PAGE45

We Applaud the Men and Women Who

Make the Work of the Foundation Possible

The name on the front is a hell of a lot more

important than the one on the back!Herb Brooks, Miracle

IMPORTANTADDITIONALDISCLOSURES


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This presentation does not constitute an offer to sell nor the solicitation of an offer to buy any interest in any investment fund (each, a Fund or together the

Funds) managed by Glenview Capital Management, LLC ("Glenview"). Such offer or solicitation may only be made by delivery ofoffering documents

containing a description of the material terms of any investment, including risk factors and conflicts of interest. Any such offering will be made on a private

placement basis to a limited number of eligible investors. You should conduct your own investigation and analysis of Glenview and the Funds. Anyone

considering an investment in the Funds should review carefully and completely the applicable Funds Offering Documents, including the Offering

Memorandum of such Fund, the applicable subscription documents, the applicable Governing Documents and Glenviews Form ADV Part 2, in their entirety

and ask questions of representatives of the Funds before investing.

Benchmark Comparisons

Information about indices is provided to allow for comparisons to that of certain wellknown and widelyrecognized indices. Such information is included

solely for the purpose of showing comparisons and general trends, as displayed in the relevant charts.

Definitions for indices used in this presentation are included below:

S&P 500 Index

The Standard and Poors 500 Index (the S&P 500 Index) is a capitalization-weighted index of 500 stocks. The index is designed to measure performance ofthe broad U.S. economy through changes in the aggregate market value of 500 stocks representing all major industries. The S&P 500 Index was developed

with a base level of 10 for the 1940-43 base period. Returns shown in this presentation for the S&P 500 Index reflect total returns, which captures the

changes in the prices of the index components and which accounts for dividend reinvestment.

S&P 500 Internet Retail Index

The Standard and Poors 500 Internet Retail Index is a capitalization-weighted index of 500 stocks. The index was developed with a base level of 10 for the

1941-1943 base period. The parent index is the S&P 500 Index. This is a GICS Level 4 Sub-Industry group.

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Past performance is not indicative nor a guarantee of future results. There can be no assurance that any Fund will achieve comparable results in the future or

that it will be able to avoid losses. There can be no assurance that Glenview will be able to implement its investment strategy or investment approach to

receive comparable results. Additionally, Glenview may not be able to dispose of its investments on the terms or at the time it wishes to do so.

Highlighted Securities

Securities highlighted or discussed in this presentation have been selected to illustrate Glenviews investment approach and/or market outlook and are notintended to represent the Funds performance or be an indicator for how the Funds have performed or may perform in the future. The securities discussed

herein do not represent an entire portfolio and in the aggregate may only represent a small percentage of a Funds holdings. Each security discussed in this

presentation has been selected solely for this purpose and has not been selected on the basis of performance or any performance-related criteria. The

portfolios of the Funds are actively managed and securities discussed in this presentation may or may not be held in such portfolios at any given time.

Nothing in this presentation shall constitute a recommendation or endorsement to buy or sell any security or other financial instrument referenced in this

presentation. In addition, certain statements contained herein are based on Glenviews research, analysis, forward looking statements, opinions, projections

and assumptions made by Glenview.

Forward Looking Statements, Opinions and Projections

This presentation contains certain forward looking statements, opinions and projections that are based on the assumptions and judgments of Glenview and

the Funds with respect to, among other things, future economic, competitive and market conditions and future business decisions, all of which are difficult or

impossible to predict accurately and many of which are beyond the control of Glenview or the Funds. Because of the significant uncertainties inherent in

these assumptions and judgments, you should not place undue reliance on these forward looking statements, nor should you regard the inclusion of these

statements as a representation by Glenview or that the Funds will achieve and strategy, objectives or other plans. All forward looking statements and

projections are made as of the date of this document. The opinions expressed herein are current opinions as of the date appearing in this material only. There

is no obligation to update these forward looking statements, projections and/or opinions to reflect events or circumstances after the date hereof, nor is there

any assurance that the policies, strategies or approaches discussed herein will not change. For the avoidance of doubt, any such forward looking statements,

opinions, assumptions and/or judgments made by Glenview and the Funds may not prove to be accurate or correct.

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Information Obtained From Third-Party Sources

Certain economic and market information contained herein has been obtained from published sources prepared by other parties, which in certain cases has

not been updated through the date of the distribution of these materials. While such sources are believed to be reliable for the purposes used herein,

Glenview does not assume any responsibility for the accuracy or completeness of such information. Further, no third party has assumed responsibility for

independently verifying the information contained herein and accordingly no such persons make any representations with respect to the accuracy,

completeness or reasonableness of the information provided herein.

Unless otherwise indicated, market analysis and conclusions are based upon opinions or assumptions that Glenview considers to be reasonable.

IRS Circular 230 Notice

To ensure compliance with Internal Revenue Service Circular 230, each prospective investor is hereby notified that: (a) any discussion of United States federal

tax issues in this presentation is not intended or written by any of the foregoing to be relied upon, and cannot be relied upon by prospective investors, for the

purpose of avoiding penalties that may be imposed on investors under the internal revenue code; (b) such discussion is written in connection with the

promotion or marketing of the transactions or matters addressed herein; and (c) each prospective investor should seek advice based on its particular

circumstances from an independent tax advisor.