Coppersmith Presentation to Alere Inc Stockholders

PAGE 60 | Alere's Nominees: Redundant Experience & Questionable Judgment 3. New Company Nominees, Handpicked to Defend the Status Quo, Are Unlikely to Drive Real Change ▪ Business judgment lapses, regulatory inquiries and questionable career episodes prompt risk management concerns Principal experience for 3 nominees is in pharmaceuticals, not medical devices - redundant and much less relevant Despite its importance to management's stated vision, no experience in health management or health info exchanges Sir Tom McKillop ""The board was fully briefed and gung ho,' remembers one adviser. Sir Tom McKillop, who had taken over from Sir George less than 12 months earlier, privately expressed misgivings about such a large and complex deal but felt that saying no would be seen as a de facto move to replace Sir Fred. 'He felt he had to back the chief executive' - once again highlighting the lack of countervailing voices in the RBS hierarchy." - The London Telegraph, 3/5/11 ▪ Sir McKillop was Chairman of Royal Bank of Scotland from 2006 through its failure and nationalization in 2009 > Oversaw the 2007 acquisition by RBS (as part of a consortium) of its Dutch rival, ABN AMRO Bank N.V, resulting in near collapse and an emergency U.K. government infusion of approximately $71B ■ COPPERSMITH ■ > Only RBS Board member named as a defendant in a litigation brought by 12,000 individuals and ~100 institutions alleging that Sir McKillop and others misled investors about RBS' financial health during a 2008 share rights issue > Personally involved in negotiating the famously-reviled exit compensation package for RBS' former CEO Sir Fred Goodwin, which was subsequently revised after public outrage > Prior to overseeing one of the biggest failures in global corporate history, Sir McKillop was CEO of pharmaceutical company AstraZeneca

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