Enhancing Value With Financial & Operational Excellence

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1 Enhancing Value With Financial & Operational Excellence Robert Hombach CFO & COO

2 Enhancing Value With Financial & Operational Excellence Growing Sales & Earnings Generating value in attractive markets with strong underlying fundamentals Introducing new high margin, differentiated biopharmaceuticals Building a targeted Oncology business with $500M+ in sales by 2020* Accelerating R&D spending while enhancing productivity Enhancing Strong Margin Profile Investing in targeted promotional activities to drive sales growth Enhancing operational performance with manufacturing efficiencies Leveraging general and administrative expenses Generating Strong Free Cash Flow Maintaining a strong balance sheet and significant financial flexibility Managing capital expenditures and materially improving free cash flow Generating attractive financial returns on R&D and capital investments Executing Disciplined Capital Allocation Strategy Investing for future growth with select business development initiatives Executing disciplined capital allocation approach that balances reinvestment with returning value to shareholders including ~15% dividend payout ratio *Does not reflect recently announced Oncaspar acquisition expected to close 2H 2015

3 Sustainable Global Leadership Across Diverse Biopharmaceutical Portfolio 2014 Sales By Product Category 2014 Sales By Geography Hemophilia $6B Inhibitors U.S. $6B BioT Immunoglobulin OUS Emerging Markets OUS Established Markets U.S Participating In Attractive Markets With Strong Global Channels

4 Benchmarking Against A New Peer Set Biotech & Biopharmaceutical Portfolios of large molecule drugs produced by processes reliant on recombinant DNA technology: Protein replacement therapies Monoclonal antibodies used as antiinflammatories or cancer treatments Innovation is a critical success factor In-house development and scientific leadership Acquisitions and partnering Characterized by lower fixed cost infrastructure and inventory investment Traditional Plasma Portfolios of therapies produced from human plasma: Extensive collection and fractionation network Plasma economics impact profitability Manufacturing is a critical area with significant technical and regulatory complexities Industry is characterized by: High fixed cost infrastructure Long cycle times High inventory investment Baxalta Has Competitive And Compelling Financial Profile

5 *Financial results and outlook exclude special items and are presented on an adjusted basis; see for information regarding non-gaap financial measures used throughout this presentation, including operating margin, EBITDA margin and free cash flow Financial Projections* Outlook Assumes: Robust global demand across portfolio and nominal price benefits New entrants in the growing, global hemophilia market Modest price pressures in select areas and austerity measures Risk-adjusted revenues from numerous new product launches Managing down stand-up costs to reinvest in growth Current foreign exchange rates Potential Growth Catalysts (not included in outlook): Recently announced Oncaspar acquisition contributing ~$100M in annual sales, strong margin profile, and pipeline optionality; expect to close in 2H 2015 Prospective business development initiatives Significant benefit from new tenders or new public/private partnerships Future Projections Represent Realistic Assumptions And Achievable Growth

6 *MSA refers to contract manufacturing revenues related to biosurgery products produced for Baxter; pro forma adjustments subject to change in future Form 10 filings 2015 Financial Results Q1 and Q presentation based on Form 10 Baxter will reflect Baxalta as discontinued operations in Q Form 10 financials include historical allocations that are not indicative of future costs (including interest and income tax) Pro Forma adjustments will include expected debt levels, interest expense, pension, TSA and MSA* Excludes stand-up costs to create a new company Q3 and Q presentation will reflect Baxalta as a stand-alone entity Incorporates necessary stand-up costs: Corporate overhead International infrastructure 2015 Financials Make Comparisons To Future Projections Challenging

7 Stand-Up Costs Establishing Baxalta as a stand-alone company positioned for long-term growth Additional headcount to cover previously shared roles Corporate overhead and international infrastructure Facilities and IT systems Professional services and TSA agreements Annualized Stand-Up Costs Total ~$150 Million With Opportunity To Offset Meaningful Portion Over Next 2-3 Years

8 *Most recent Form 10 Adjusted Pro Forma includes ~$150 million of MSA revenue which remain subject to change Pro Forma Sales Reconciliation FY 2014 Adjusted Pro Forma 1H 2015 Expectation 2H 2015 Expectation FY 2015 Expectation Reported Sales (Including foreign currency) $5.9B $2.7B+ ~$3.0B ~$5.7B MSA Revenues ~$150M ~$75M ~$75M ~$150M Pro Forma Reported Sales (Including foreign currency) $6.1B* ~$2.8B $3.0B+ ~$5.9B Constant Currency Growth ~6% 2% - 3% ~4%

9 *2H 2015 expectations include ½ year of stand-up costs totaling ~$75 million in excess of 2014 Pro Forma results 2H 2015 Financial Expectations FY 2014 Adjusted Pro Forma 2H 2015 Expectation* Reported Sales (Including foreign currency) $6.1B $3.0B+ Gross Margin 58% 58% - 59% Operating Margin 33% ~29% EBITDA Margin 36% ~33% Tax Rate ~22% 23% - 24%

10 2016 Growth Drivers Core Business Underlying demand growth and momentum New product launches driving $300M+ of sales 2016 Expectation Sales Growth: Mid-Single Digits (Constant Currency) Investments ½ year of incremental stand-up costs Increased R&D investments to advance pipeline Investments to build Oncology business and support new product launches Currency Impact largely reflected in 2015 sales base FX hedging at weaker levels than 2015 Gross Margin: ~59% Operating Margin: ~29% EBITDA Margin: 33% - 34%

11 *Includes annualized stand-up costs of $150+ million Target Profile 2016 Expectation* Outlook Sales Growth (Constant Currency) Mid-Single Digits 6% - 8% CAGR Gross Margin ~59% 60% - 61% Op Earnings Growth N/A 8%+ CAGR Operating Margin ~29% 30% - 31% EBITDA Margin 33% - 34% 35% - 36% Tax Rate 23% - 24% 23% - 24%

12 *Includes annualized stand-up costs of ~$75 million in 2015 H2 and $150+ million in 2016 Target Financial Profile 2H 2015 Expectation* 2016 Expectation* Outlook Sales Growth (Constant Currency) 2% - 3% Mid-Single Digits 6% - 8% CAGR Gross Margin 58% - 59% ~59% 60% - 61% Op Earnings Growth N/A N/A 8%+ CAGR Operating Margin ~29% ~29% 30% - 31% EBITDA Margin ~33% 33% - 34% 35% - 36% Tax Rate 23% - 24% 23% - 24% 23% - 24%

13 *Does not reflect recently announced Oncaspar acquisition assumes deal closure in 2H 2015 Accelerating Sales With Three Sustainable Businesses Hematology Immunology Oncology 2014 Sales: $3.7B CAGR: 3% - 5% 2014 Sales: $2.2B CAGR: 8% Sales*: $500M+ ($700M+ with Oncaspar) Hemophilia 1% - 3% CAGR Inhibitors 5% 7% CAGR Blood Disorders 2020 Sales: ~$200 M Immunoglobulin ~8% CAGR BioTherapeutics 3% - 5% CAGR Biosimilars 2020 Sales: ~$150M Oncaspar nal-iri (MM-398) Pacritinib Imalumab (BAX 069) Rigosertib

14 Financial Expectations Reflect Evolving Market Dynamics Growth Drivers Baxalta Revenues* Under-penetration, under-diagnosis Sustainable growing demand 6% - 8% CAGR Emerging markets penetration $10 $8.2B+ New product launches ~$5.9B Market Dynamics $5 New competitive entrants Global reimbursement pressures Potential novel MOAs $ * Expectation Core Portfolio Growth Incremental New Product Contribution 2020 Outlook *Including the impact of foreign currency and MSA revenue

15 Increasing Emerging Markets Penetration Baxalta Revenue Per Capita U.S. Germany France Italy Japan Brazil Turkey Russia China India Established Markets BRICT Markets Driving Double-Digit Growth In Emerging Markets With Sales Of ~$2.0B By 2020

16 Enhancing Strong Gross Margin Profile % Of Total Sales 100% % Of Sales 50% 0% 2015 Expectation 2020 Outlook Gross Margin 50%+ Gross Margin <50% Increased Focus On Higher Margin Products Creating Leverage And Driving Incremental Returns

17 Driving Operational Excellence Across The Portfolio Operational Drivers Creating Value Disciplined investment approach to align capacity with demand Executing multiple new product launches within existing manufacturing footprint Strategies That Drive Differentiated Brands Revenue Growth Margin Enhancement Increasing yields to reduce manufacturing costs and increase returns New Product Approvals Improving inventory turns to free up cash flow for new investments Capacity Growth Maintaining strong quality track record Selectively leveraging CMO s to optimize flexibility and cash flow Optimizing cost position over next two to three years post MSA & TSA Yield Improvement Plasma Supply Growth Building On Operational Expertise To Optimize Flexibility And Enhance Profitability And Cash Flow

18 *Excludes special items Accelerating Innovation And Launching ~20 New Products By 2020 R&D Expense* (% Of Sales) New Product Sales (% Of Sales) 15% 100% ~11% 11% - 12% % Of Sales 10% 5% 9% % Of Sales 0% 0% Expectation 2020 Outlook 2015 Expectation 2020 Outlook New Products Core Portfolio ~30% Of Sales Generated From New Products By 2020

19 Disciplined Capital Expenditure Management Capital Expenditures $1.5 ~$1.2B Cumulative Investment $1.0 New Product Launches ~25% ~$0.8B Capacity ~40% $0.5 Maintenance ~20% Infrastructure & IT Systems ~15% $ Expectation 2020 Outlook Maintenance/ Infrastructure Capacity Investments Plasma Investments Covington Site Development Ongoing Disciplined Capital Investment To Support Business Growth Opportunities

20 *Includes risk-adjusted milestone payments Driving Material Improvement In Cash Flow* Operating Cash Flow Free Cash Flow $3.0 ~11% CAGR 25%+ CAGR $2.0 ~$1.1B $2.0 ~$2.1B ~$1.3B ~$1.4B $1.0 $1.0 ~$0.1B ~$0.5B $0.0 $ Expectation 2020 Outlook 2016 Expectation 2020 Outlook Generating Significant Free Cash Flow Of ~$1.3B By 2020

21 *High end includes financing for Oncaspar acquisition expected to close 2H 2015 Baxalta s Capital Structure Financing Our Company Baxalta pre-spin debt issuance Oncaspar acquisition financed by foreign cash and U.S. debt Cash dividend to BAX totaling ~$4.0B Baxter distributes more than 80% of BXLT stock to BAX shareholders as a tax-free dividend YE 2015 Commentary Cash ~$1.5B 1/3 U.S. and 2/3 International Debt $4.5B - $5.0B* Maintaining solid investment grade profile Debt/EBITDA ~2.5X Targeting leverage of ~2.0X through EBITDA growth Net Debt/EBITDA ~1.6X Targeting leverage of ~1.0X Maintaining Flexibility With A Strong Balance Sheet And Investment Grade Profile

22 *Payout ratio is defined as percent of adjusted net income Balanced And Disciplined Capital Allocation Approach Capital Allocation Capital Allocation Priorities 100% Reinvestment to accelerate core business (R&D, capital expenditures and working capital) Returning value via dividends (payout ratio: ~15%)* M&A opportunities to accelerate growth Modulating share repurchases depending on M&A activity 0% Cash Flow Reinvestment Dividends M&A / Buyback Strong Free Cash Flow Drives Flexibility To Invest In Future Growth

23 Aligning Executive Compensation With Shareholder Value Key Elements Equity granted in March 2015 for Baxalta executives will be converted 100% to Baxalta equity Compensation philosophy will emphasize performance-based metrics to drive equity compensation Senior leaders will receive options and performance-based equity grants Established equity retention thresholds for senior leaders Committed To Aligning Ongoing Compensation Philosophy With Interest Of Shareholders

24 Enhancing Value Through Disciplined Financial & Operational Excellence Key Takeaways Accelerating top-line growth to 6% - 8% CAGR and operating earnings growth of 8%+ CAGR through 2020 Funding R&D investments and driving enhanced margin profile with disciplined management of general and administrative expenses and operational excellence Building a targeted Oncology business with $500M+ in sales by 2020* Maintaining strong balance sheet, investment grade profile and financial flexibility by managing capital spending and significantly growing free cash flow Executing disciplined capital allocation approach that balances reinvestments with returning value to shareholders Accelerating Sales And Enhancing Profitability With Disciplined Focus On Value Creation *Does not reflect recently announced Oncaspar acquisition expected to close 2H 2015

25 Baxalta Incorporated 2015 Investor Conference

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