Fresenius SE & Co. KGaA

Investor Presentation • May 17, 2016

A Leading Global Health Care Group

Goldman Sachs – Leveraged Finance Conference

May 17, 2016 – Rancho Palos Verdes

Safe Harbor Statement

This presentation contains forward-looking statements that are subject to various risks and uncertainties. Future results could differ materially from those described in these forward-looking statements due to certain factors, e.g. changes in business, economic and competitive conditions, regulatory reforms, results of clinical trials, foreign exchange rate fluctuations, uncertainties in litigation or investigative proceedings, and the availability of financing. Fresenius does not undertake any responsibility to update the forward-looking statements contained in this presentation.

Agenda

• Company Overview
• Business Segments
• Fresenius Medical Care
• Fresenius Kabi
• Fresenius Helios
• Fresenius Vamed
• Summary and Outlook
• Appendix

Company Overview

Fresenius Group: A Global Leader in Health Care Products and Services

• Sales €28.1 bn, net income1 €2.5 bn in LTM March 2016
• Well-diversified portfolio
• Leading market positions
• Global presence
• Long-term opportunities in growing, non-cyclical markets

Goldman Sachs - Leveraged Finance Conference, May 17, 2016 © Copyright Page 5 1 – Net income incl. attributable to non-controlling interest, 2015 before special items

Fresenius Group: Strong and Balanced Health Care Portfolio

Market Cap.⁶ \$26.6 bn

• 1 LTM March 2016
• 2 2015 before special items
• 3 Based on consolidated market capitalization of FSE as of May 9, 2016
• 4 Based on consolidated market capitalization of FSE and FME as of May 9, 2016 and consolidated net debt as of March 31, 2016
• 5 Held by Fresenius ProServe GmbH, a wholly owned subsidiary of FSE
• 6 Based on market capitalization of FME as of May 9, 2016

Fresenius Group: Financial Results

1 – Incl. attributable to non-controlling interest, 2015 before special items

2 – 2011 sales were adjusted by -€161 m according to a U.S. GAAP accounting change. This solely relates to Fresenius Medical Care North America

3 – LTM March 2016

Fresenius Group: Sustainable Organic Sales Growth

Fresenius Group: Sustainable Organic Sales Growth in all Business Segments

2009 2010 2011 2012 2013 2014 2015 2016 Fresenius Helios Fresenius Vamed

• 1 LTM March
• 2 Due to project delays in Russia and Ukraine

Goldman Sachs - Leveraged Finance Conference, May 17, 2016 © Copyright Page 9

10%

Fresenius Group: Consistent Cash Generation and Proven Track Record of Deleveraging

1 – LTM March

2 – At actual FX rates for both EBITDA and net debt; 2011-2014 adjusted due to debt issuance cost restatement (U.S. GAAP standard ASU 2015-03)

Business Segments

Fresenius Medical Care: Global Market Leader in Dialysis

• World leader in dialysis products and services Patients in million treating 294,043 patients in 3,432 clinics worldwide1
• Provide highest standard of patient care
• Vertical integration
• High quality products & services
• Complete therapy offerings
• Leader in growing market
• Dialysis market growing 4% cc and estimated to reach around \$100 bn by 2020
• ~6% patient growth p.a. driven by age, life style and mortality reduction

1970 1980 1990 2000 2010 2020E

Fresenius Kabi: A Worldwide Leading Hospital Supplier

• Comprehensive product portfolio for critically and chronically ill patients
• Generic I.V. Drugs
• Clinical Nutrition
• Infusion Therapy
• Medical Devices / Transfusion Technology
• Global addressable market: >€33 bn
• Leading market positions
• Focus on organic growth driven by geographic product rollout and robust product pipeline
• Aim to expand the business through selective acquisitions

Fresenius Kabi: Strong Growth Track Record & High Profitability

1 – Before special items

2 – LTM March

Fresenius Helios: Leading Hospital Operator in Germany

• German Acute Care Hospital Market: ~€91 bn1, thereof 18% privatized
• ~ 6% share in German Acute Care Hospital Market
• High-quality medical care
• Solid organic growth based on growing number of admissions and reimbursement rate increases
• Strong track record in hospital operations and acquisitions: targeting 12 − 15% EBIT margin within 6 years per individual clinic location
• Negligible bad debt ratio due to comprehensive insurance coverage of German population
• 1 German Federal Statistical Office 2015; total costs, gross of the German hospitals less academic research and teaching 2 – As of March 31, 2016

Goldman Sachs - Leveraged Finance Conference, May 17, 2016 © Copyright Page 15

Largest Network with 111 Hospitals 2

Fresenius Helios: Strong Growth Track Record & Increased Profitability

• 1 Before special items
• 2 LTM March

Fresenius Vamed: A Leading Global Specialist in Hospital Projects and Services

• Specialized in project development, building hospital infrastructure and providing hospital services (technical services and operational management)
• Track record:

• 760 health care projects in 78 countries successfully completed

• Services provided to > 550 hospitals and 135,000 beds globally
• Continuous demand for hospital infrastructure and operating efficiency; key markets Europe, Asia-Pacific, Africa

Summary and Outlook

Fresenius Group: 2016 Financial Outlook by Business Segment

Fresenius Medical Care 1	Sales growth constant currency Net income growth	7% - 10% 15% - 20%
Fresenius Kabi	Sales growth organic EBIT constant currency	low single-digit roughly flat
Fresenius Helios	Sales growth organic EBIT	3% – 5% €670 – 700 m
Fresenius Vamed	Sales growth organic EBIT growth	5% – 10% 5% – 10%

1 – 2016 net income growth outlook is based on current exchange rates, savings from the Global Efficiency Program are included, 2015/2016 acquisitions are not included, net income growth is based on US\$ 1,057 million in 2015

Fresenius Group: 2016 Financial Guidance

Sales growth constant currency	6% ‒ 8%
Net income growth1 constant currency	8% ‒ 12%

Fresenius Group: Attractive Mid-Term Growth Targets

FY 20191

Sales: €36-40 billion

Net income2: €2.0 to €2.25 billion

Strong and Balanced Health Care Portfolio

1 – At comp. FX rates, including small and mid-size acquisitions, EAT CAGR at mid-point of guidance: 10.5%.

2 – Excl. attributable non-controlling interest

Fresenius Group: Ideal Strategic Posture to Benefit from Major Healthcare Trends

Aging population and higher incidence of chronic diseases World population aged 60+ will more than double by 2050 to >2 bn (OECD)

Increasing health care spending in emerging markets Increasing health care coverage and per capita spending (e.g. India: \$215, China: \$646, vs. USA: \$9,146; WHO)

Continuing growth of generics

Approx. \$19 bn branded IV drug sales (base: 2013) go off-patent in the U.S. by 2023

Rise of private providers in health care services

Further privatization of German hospital market Global opportunity to provide dialysis services (e.g. China, India)

Fresenius Group: Investment Highlights

Diversified revenue base with four strong business segments

Global presence in growing, non-cyclical markets

Leading market positions

Proven ability to integrate acquisitions

Clear track record of and commitment to de-leveraging

Strong financial performance and cash flow generation

Appendix

Fresenius Group: Financial Results

		Q1/16	Q1/15
Sales	Growth cc Growth actual rates	€6,914 m 7% 7%	€6,483 m 13% 24%
EBIT1	Growth cc Growth actual rates	€959 m 11% 13%	€851 m 18% 32%
Net income1	Growth cc Growth actual rates	€362 m 23% 24%	€292 m 16% 28%

1 – 2015 before special items

Fresenius Group: Financial Results by Business Segment

Q1 2016	Fresenius Medical Care	Fresenius Kabi	Fresenius Helios	Fresenius Vamed
Sales Growth	\$4,205 m 6%	€1,470 m 5%	€1,435 m 3%	€218 m 5%
EBIT Growth	\$540 m 7%	€309 m 20%1	€159 m 8%1	€7 m 0%

Fresenius Group: Demonstrated Strong Sales and EBITDA Growth

• 1 Before special items
• 2 LTM March

Fresenius Group: Key Figures Q1/2016

€ million	Q1/2016	Q1/2015	Change actual rates	Change constant rates
Sales EBITDA2	6,914 1,237	6,483 1,115	+7% +11%	1 +7% +10%
EBIT2	959	851	+13%	+11%
Interest, net	-152	-165	+8%	+8%
EBT	807	686	+18%	+16%
Taxes2	-229	-207	-11%	-10%
Net Income3	578	479	+21%	+19%
Employees	223,704	217,836

• 1 7% organic growth, 1% acquisitions, -1% divestitures
• 2 2015 before special items
• 3 Net income incl. attributable to non-controlling interest, 2015 before special items

Fresenius Medical Care: Key Figures Q1/2016

\$ million	Q1/2016	Q1/2015	Growth
Total Sales	4,205	3,960	1 +6%
EBITDA	722	680	+6%
EBITDA margin	17.2%	17.2%
EBIT	540	504	+7%
EBIT margin	12.8%	12.7%
2 Net Income	228	210	+9%

1 – 7% organic growth, 2% acquisitions, -3% currency effects

2 – Net Income attributable to shareholders of Fresenius Medical Care AG & Co. KGaA

Fresenius Kabi: Key Figures Q1/2016

€ million	Q1/2016	Q1/2015	Growth
Sales	1,470	1,394	1 +5%
- I.V. Drugs - Clinical Nutrition - Infusion Therapy - Medical Devices/ - Transfusion Technology	645 378 202 245	545 372 231 246	+18% +2% -13% 0%
2 EBITDA	371	315	+18%
EBITDA margin	25.2%	22.6%
2 EBIT	309	257	+20%
EBIT margin	21.0%	18.5%
3 Net Income	179	140	+28%

1 – 10% organic growth, -2% divestitures, -3% currency effects

2 – 2015 before special items

3 – Net income attributable to shareholders of Fresenius Kabi AG, 2015 before special items

Fresenius Helios: Key Figures Q1/2016

€ million	Q1/2016	Q1/2015	Growth
Total Sales	1,435	1,391	1 +3%
2 EBITDA EBITDA margin	206 14.4%	192 13.8%	+7%
2 EBIT EBIT margin	159 11.1%	147 10.6%	+8%
3 Net Income	124	107	+16%

1 – 3% organic growth, acquisitions and divestitures had no material effect

2 – 2015 before special items

3 – Net income attributable to shareholders of HELIOS Kliniken GmbH, 2015 before special items

Fresenius Vamed: Key Figures Q1/2016

€ million	Q1/2016	Q1/2015	Growth
Total Sales	218	208	1 +5%
EBITDA EBITDA margin	9 4.1%	9 4.3%	0%
EBIT EBIT margin	7 3.2%	7 3.4%	0%
2 Net Income	5	4	+25%

1 – 6% organic growth, -1% divestitures

2 – Net income attributable to shareholders of VAMED AG

Fresenius Group: Cash Flow Development LTM March 31, 2016

€ million		Operating CF	CAPEX (net)			Free Cash Flow1
	954	15.8%	-326	-5.4%	628	10.4%
	570	10.1%	-278	-4.9%	292	3 5.2%
	72	6.4%	-12	-1.1%	60	5.3%
Corporate/ Other	1	n.a.	-13	n.a.	-12	n.a.
2 excl. FMC	1,671	13.1%	-629	-4.9%	1,042	8.2%
	1,533	10.0%	-892	-5.8%	-641	4.2%
Group	3,130	11.2%	-1,521	-5.5%	1,609	5.7%

1 – Before acquisitions and dividends

2 – Margin incl. FMC dividend 3 – Understated: 6.0% excluding €46 million of capex commitments from acquisitions

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LTM Margin = in % of sales

Reconciliation according to U.S. GAAP: Q1 2016 / Q1 2015

The Group's U.S. GAAP financial results as of March 31, 2016 does not include special items, whereas the U.S. GAAP financial results as of March 31, 2015 include special items. Net income attributable to shareholders of Fresenius SE & Co.KGaA was adjusted for these special items. The table below shows the special items and the reconciliation from net income (before special items) to earnings according to U.S. GAAP.

	Q1/2015 before special items	efficiency program KABI	integration costs for acquired Rhön hospitals	disposal gains from two HELIOS hospitals	Q1/2015 according to U.S. GAAP (incl. special items)
€m
Sales	6,483				6,483
EBIT	851	-10	-2	34	873
Interest result	-165				-165
Net income before taxes	686	-10	-2	34	708
Income taxes	-207	3			-204
Net income	479	-7	-2	34	504
Less noncontrolling interest	-187				-187
Net income attributable to shareholders of Fresenius SE & Co. KGaA	292	-7	-2	34	317

The special items are reported in the Group Corporate/Other segment.

Financing Facilities and Debt Structure

Fresenius Group: Current Debt and Cash Flow Structure – March 31, 2016

Fresenius Medical Care Financing Fresenius SE Financing

• 1 External debt as of March 31, 2016
• 2 Incl. Fresenius Finance B.V. and other financing subsidiaries

• 3 Controlling stake

• 4 As held by Fresenius ProServe GmbH, a wholly owned subsidiary of Fresenius SE & Co. KGaA, which provides the guarantees

• 5 Incl. subsidiaries

Fresenius Group: Capitalization – March 31, 2016

	in € million	4 in \$ million4	% of total cap	EBITDA LTM x
FSE 2013 Credit Agreement: Term Loan A (€, US-\$)	1,692	1,926	2.6%
FSE 2013 Credit Agreement: Term Loan B (US-\$)	0	0	0.0%
Senior Notes (€, US-\$)	2,725	3,102	4.2%
Convertible Bonds	471	536	0.7%
Commercial Papers	115	131	0.2%
Schuldschein Loans	1,268	1,444	1.9%
Other debt less total debt issuance costs, gross	427	486	0.7%
Total Debt (FSE excl. FMC), gross	6,698	7,625	10.3%
Cash (excl. FMC)	427	486	0.7%
Total debt (FSE excl. FMC), net	6,271	7,139	9.6%
Total FMC debt, net1	7,396	8,420	11.4%
Total consolidated debt, net	13,667	15,560	21.0%	3 2.6x
Market capitalization2	51,509	58,695	79.0%	9.9x
Total capitalization	65,176	74,254	100.0%	12.5x
FSE Group EBITDA3				5,195

1 - Net of Cash and intercompany adjustments

2 - Based on market capitalization for FSE and FMC as of May 9, 2016

3 - 2015 before special items

4 - Exchange rate as of December 31, 2015, except for market capitalization which uses exchange rate as of May 9, 2016

Fresenius Group: Debt Maturity Profile1 – March 31, 2016

Fresenius Medical Care: Debt Maturity Profile1 – March 31, 2016

1 – Based on utilization of major financing instruments

Fresenius Group excl. FMC: Debt Maturity Profile1 – March 31, 2016

Fresenius Group: Proven Track Record of Deleveraging

Net debt/EBITDA

• 1 Pro forma acquisitions, before special items
• 2 Before special items
• 3 Adjusted due to debt issuance cost restatement (U.S. GAAP standard ASU 2015 03)
• 4 Pro forma excluding advances made for the acquisition of hospitals from Rhoen-Klinikum AG, before special items
• 5 2015 before special items
• 6 At annual average FX rates for both EBITDA and net debt

Fresenius Group: Debt and Interest Ratios

	March 31, 2016	Dec 31, 2015	1,2,3 Net debt/EBITDA
Debt (€m)	14,549	14,769
thereof 49% \$ denominated
Net debt (€m)	13,667	13,725	3.24
1,2 Net debt/EBITDA	2.67	2.68	2.57 2.69
2 EBITDA/Interest	8.1	8.3	2.68 2.54 2.67 Target at actual 2016 at average FX rates for the last twelve months YE:~2.5
			YE/11 YE/12 YE/13 YE/14 YE/15 Q1/16

• 1 At annual average FX rates for both EBITDA and net debt
• 2 Before special items
• 3 2011 2014 adjusted due to debt issuance cost restatement (U.S. GAAP standard ASU 2015-03)

Fresenius SE & Co. KGaA: Rating Development over time

Moody's Standard & Poor's Fitch

A Leading Global Healthcare Group