Innoviva, Inc. · NASDAQ:INVA

Innoviva — Proxy Contest (April 2017)

4 slides from Innoviva's proxy contest presentation, Apr 3, 2017

1. Slide 1: How Innoviva's Collaboration with GSK Drives Value

   How Innoviva’s Collaboration with GSK Drives Value ©2017 INNOVIVA 2 Innoviva has significant operational obligations and responsibilities: 50% partners with GSK in managing the development and commercialization of our products 50% partners with GSK in amending and approving the marketing plans for o

2. Slide 2: Reconciliation of Non-GAAP Financial Measures to GAAP: Use of Non-GAAP Financial Measures

   Reconciliation of Non-GAAP Financial Measures to GAAP Use of Non-GAAP Financial Measures ©2017 INNOVIVA In certain circumstances, results have been presented that are not generally accepted accounting principles measures (“Non-GAAP”) and should be viewed in addition to, and not as a substitute for,

3. Slide 3: Reconciliation of Non-GAAP Financial Measures to GAAP

   GAAP net income Reconciliation of Non-GAAP Financial Measures to GAAP ©2017 INNOVIVA Reconciliation of GAAP to Non-GAAP Operating Results (in thousands) Eight Quarters Ended Dec. 31, 2016 Twelve Months Ended Dec. 31, 2016 (unaudited) (unaudited) 40,776 59,536 103,294 15,171 240 51,834 8,297 131 27,6

4. Slide 4: Reconciliation of Non-GAAP Financial Measures to GAAP

   Reconciliation of Non-GAAP Financial Measures to GAAP Reconciliation of GAAP to Non- GAAP Operating Results {in thousands). Ended tnded ee31-7016 Dee. 31,2016 (unoudied) ——_(unavetted) (Aa? rt came $s wre $5 Non GAAP acti: brs epene fncome) ret 108294 51834 Slockooves companion 1571 a7 Beprcion 200

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