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PENTAIR 2012 INVESTOR & ANALYST DAY

November 27, 2012

Pentair Investor & Analyst Day


CAUTION CONCERNING FORWARD-LOOKING STATEMENTS

This communication contains statements that Pentair believes to be "forward-looking statements" within the meaning of the

U.S. Private Securities Litigation Reform Act of 1995. All statements other than statements of historical fact, including,

without limitation, statements regarding the anticipated benefits of the merger or Pentair's anticipated financial results, are

forward-looking statements. Without limitation, any statements preceded or followed by or that include the words "targets",

"plans", "believes", "expects", "intends", "will", "likely", "may", "anticipates", "estimates", "projects", "should", "would",

"expect", "positioned", "strategy", "future" or words, phrases or terms of similar substance or the negative thereof, are

forward-looking statements. These forward-looking statements are not guarantees of future performance and are subject to

risks, uncertainties, assumptions and other factors, some of which are beyond Pentair's control, which could cause actual

results to differ materially from those expressed or implied by such forward-looking statements. These factors include the

ability to successfully integrate Pentair and the flow control business and achieve expected benefits from the merger;

overall global economic and business conditions; competition and pricing pressures in the markets Pentair serves; the

strength of housing and related markets; volatility in currency exchange rates and commodity prices; inability to generate

savings from excellence in operations initiatives consisting of lean enterprise, supply management and cash flow practices;

increased risks associated with operating foreign businesses; the ability to deliver backlog and win future project work;

failure of market to accept new product introductions and enhancements; the impact of changes in laws and regulations,

including those that limit U.S. tax benefits; the outcome of litigation and governmental proceedings; and the ability to

achieve Pentair's long-term strategic operating goals. Additional information concerning these and other factors is

contained in Pentair's filings with the U.S. Securities and Exchange Commission ("SEC"), including in Pentair’s Quarterly

Report on form 10-Q for the quarter ended September 29, 2012. All forward-looking statements speak only as of the date of

this communication. Pentair assumes no obligation, and disclaims any obligation, to update the information contained in

this communication.

FORWARD-LOOKING STATEMENTS


KEY DEFINITIONS FOR TODAY’S PRESENTATION

• All References to 2015 Represent Our Long Term Strategic Goals

• All References to 2013 Represent Our Full Year Expected Results

• All References to 2012 Represent Our Full Year Expected Results, Presented on a Pro Forma Basis to Include the Results of Flow Control for the Full Year

• All References to 2011 are Presented on a Pro Forma Basis to Include the Results of Flow Control for the Full Year

• (*) All 2013, 2012, and 2011 Amounts are Presented on an Adjusted Basis and Exclude the Impact of Severance, Asset Impairment, Deal Related, and Other Costs

Please Refer to the Appendices for Reconciliations of Non-GAAP Measures and Pro Forma Results


TODAY’S AGENDA

WELCOME

8:30 – 8:35 Welcome & Agenda Jim Lucas

8:35 – 9:25 Industry Depth, Worldwide Impact Randy Hogan

9:25 – 9:55 More Opportunities Todd Gleason

10:15 – 10:45 Proven Operating Disciplines Mike Schrock

9:55 – 10:15 Break

10:45 – 11:15 Setting & Meeting Expectations John Stauch

11:15 – 12:00 Q&A and Closing Remarks Randy Hogan


WELCOME … WHAT YOU’LL HEAR TODAY

A New Company Building Off Proven Platforms for Success

From Randy: We Have a Solid Foundation, Vision & Strategic Roadmap

Why We are Better Positioned Today

We Have a Great Culture & Tremendous Energy

From Todd: Successful Integration … 30,000 Employees Embracing Change

More Synergies and Opportunities

We are Off to a Great Start Capturing Synergies

From Mike: Pentair Integrated Management System (PIMS) Delivers Value

Lean Enterprise Already Being Deployed / Adopted

PIMS a Key Enabler to Delivering Synergies Quickly

From John: Committed to Our Targets … Roadmap to Deliver

Smart & Aggressive Deployment of Capital


Pentair: Industry Depth, Worldwide Impact

Randall J. HoganChairman & Chief Executive Officer

November 27, 2012


PENTAIR 2012 INVESTOR & ANALYST DAY 7

CURRENT ENVIRONMENT – 2012 UPDATE

• YTD Core Sales Growth of 1% (Price Offsetting Sluggish Volume)

• YTD Margin* Expansion of 70bps to 12.7% Driven by Productivity

• Announced 37th Consecutive Annual Dividend Increase

• Closed Flow Control (FC) Merger as Scheduled on September 28th

• Market / Global Economic Comment+ US Residential Steadily Improving+ Municipal Backlog Building+ Fast Growth Regions Still Growing— Western Europe Remains Challenged— Industrial Deceleration Globally

Pentair / Flow Control (FC) Integration2012 Q3 Year-to-Date Summary

• “Day 1” Better Than Anticipated and Planned

• Minimal Major Transition Service Arrangements with Tyco

• Already Visited over 30 Flow Control Sites and Spoke to ~25% of FC Employees

• Increased Confidence in Opportunities Related to Functional Structures, Pentair Integrated Management System, Global Sourcing, and IT

• Revenue Synergy Opportunities Identified … Energy, Food & Beverage, Pumps, Filtration Systems, and Fast Growth Regions

Macro Less Certain … Internal Levers to Pull


FINANCIAL TARGETS

2012 2013 2015 2012* 2013* 2015 2012* 2013* 2015

Revenue ($B) Op Income ($M) EPS

~$7.5~$7.7

~$8.6

+3%

5%CAGR

+20%

19%CAGR

~$790 ~$950

~$1.3B

ROS 10.6% ~12% ~15%

~$2.52

$3.10 to

$3.30

~$5.00

+27%

>25%CAGR

• Revenue Growth Accelerating

– Higher Exposure to Energy … NA Residential Tailwind

• Op Income Growth & EPS Driven by Base and IST

– ~10% CAGR on Base + Benefit of Integration & Standardization Team (IST)

Now Let Us Tell You How

Guidance Goal Guidance Guidance GoalGoal


WHAT YOU’LL HEAR TODAY

A New Company Building Off Proven Platforms for Success

A Stronger Company

More Opportunities

Proven Operating Disciplines

Setting & Meeting

Expectations

1

The New Pentair

2

3

4

• More Balanced• More Global• More Diversified

• Growth• Cost• Standardization

• PIMS: Focus on Lean Enterprise

• Aggressive & Achievable

• Smart Capital Deployment


A STRONGER COMPANY TODAY

More Balanced … More Global … More Diversified

Solid Foundation Better Portfolio Great Future

• History of Change

• Well Positioned

• Global Scale

• Vision & Strategy

• In Great Vertical Markets

• More Diverse

• More Balanced

• Leading Brands

Let’s Review Why …

• Operational Cost Synergies

• Real Growth Synergies

• PIMS Adoption Starting

• Steady Financial Outlook


A Decade of Positive Transformation

BUILDING A SOLID FOUNDATION

Portfolio Reshaping

2001 - 2006

• Doubled-Down in Water• Sold Power Tools• Lean Enterprise Journey

Broadens Across Pentair

Operational Excellence

2007 - 2011

• Standardized on Pentair Integrated Management System (PIMS)

-- More Than Just Lean• Organized For Global Growth

& Operational Excellence

Executing Strategy

2012+

• Global & Well Positioned• PIMS w/ Growth• More Innovative• Controlling Our Own Destiny


A Decade of Positive Transformation

FOUNDED WITH CONSISTENT CORPORATE STRATEGY

• Control Our Destiny— Strengthened Our Portfolio— Capital Allocated to Drive Value— PIMS Evolved into Pentair “DNA”

• In Good Growth Markets— Actively Managed Our Portfolio— Penetrated Fast Growth Regions— More Innovation … Energy Efficiency, Award-Winning New Products

01/01/01 09/27/12 11/23/12

Market Valuation$10.0B

$4.3B

$1.2B

Outperforming the S&P 500 by >200% since 2001


Solid Foundation … Focused on Diversifying & Globalization

PENTAIR “PRE-MERGER” ~$3.6B (2012 Pro Forma)

Vertical Split Pre-Merger

US Residential

~23%

Commercial~11%

Industrial &Agriculture

~44%

Infrastructure~10%

Non-US Residential

~12%

~ 61% U.S.~ 21% Dev. Non-U.S.~ 18% Fast Growth

• Steady Growth & Financial Results — Record Sales … Up 10% CAGR vs. 2009— Operating Margins* Up 290 Basis Points vs. 2009— Free Cash Flow > 100% of Net Income in 8 of Last 10

Years

• Pentair Integrated Management System (PIMS) Well Established

— Lean Enterprise Driving Significant Results— Rapid Growth Process & 3D Innovation— Strong Culture Adoption

• Strategy: Global Growth & Diversification— Sales in Fast Growth Regions Up 2-Fold vs. 2005— Exposure to Residential 35% vs. 40%+ in 2007


WHY FLOW CONTROL

• Complementary Products / Solutions / Segments— Big in Oil & Gas, Power, and Mining— Very Diverse in Other Attractive Verticals— Leading Positions in Valves and Thermal Management

• Great Geographic Reach— Largely Outside of North America— Big Positions in Fast Growth Regions

• Scale / Balance Sheet Strength— Attractive Free Cash Flow Generation

FC Geographical Mix

• Strategic Fit with Water / Fluid and Equipment Protection / Thermal

Developed Non-U.S.

45%

Fast Growth 25%

North America

30%

Solid Strategic Fit


• Very Balanced

• Complementary

Extension of Product

Offerings & Solutions

Global and Diverse

• Broader Global Reach

• Fast Growth Region

Sales ~25%

• Global Service and

Sales Coverage

• Diverse Customer Base

• Increased Scale in High

Growth Applications

• Enhanced Product

Offerings and Solutions

U.S. and Canada,

~40%

Fast Growth Regions,

~25%

Western Europe,

~20%

A BALANCED PORTFOLIO

Technical Solutions,

~25%

Valves & Controls,~32%

Water & Fluid

Solutions,~43%

BY VERTICALCOMBINED 2012 pro forma PROJECTED SALES MIX

BY REPORTING SEGMENTCOMBINED 2012 pro forma PROJECTED SALES MIX

BY GEOGRAPHYCOMBINED 2012 pro forma PROJECTED SALES MIX

Industrial,35%

Industrial,~26%

Infrastructure,~13%

Food & Beverage,~9%

Resi/Comm,~24%

Energy,~28%

Developed Non-U.S.,

~15%

100% = $7.5B 100% = $7.5B 100% = $7.5B


Global and Diverse

WATER & FLUID SOLUTIONS

Flow Control,~30%

BY VERTICALCOMBINED 2012 pro forma PROJECTED SALES MIX


Residential/Commercial,

~46%

Infrastructure,~24%

Food & Beverage,

~17%

Industrial, ~8%

Energy, ~5%

U.S. and Canada,

~48%Developed Non-U.S.,

~32%


~20%

• 2012 – 2015 Growth Drivers

— Well Positioned to Benefit from Recovery

in N.A. Residential and Commercial

Markets

— Growing Backlogs in Municipal as “Break-

and-Fix” Business Returns

— Strong Positions in Food & Beverage

— Still Many Opportunities for Further

Standardization Across the Segment

• 2012 Pro Forma Sales ~$3.2B

• 2012 Pro Forma Margins* ~11.0%

— Legacy PNR Segment with FC’s Water

Business Added

— Leading Positions in Pumps and Filtration

with Expanded Geographical Reach


Global and Diverse

TECHNICAL SOLUTIONSBY VERTICAL

COMBINED 2012 pro forma PROJECTED SALES MIX


Developed Non-U.S.,

~21%

U.S. and Canada,

~64%


~15%

Industrial,~53%

Energy,~28%

Resi/Comm,~13%

Infrastructure,~3%



— Comprised of Equipment Protection and

Thermal Management

— High Value Products in Numerous Applications

• 2012-2015 Growth Drivers

— Standardization Well Along Within

Businesses so Focus is on Growth

— Opportunities for Cross-Selling,

Particularly Equipment Protection into

Thermal Applications

— Still North American-Centric, Long Runway

for Global Expansion

Food & Beverage, ~3%


Global and Diverse

VALVES & CONTROLSBY VERTICAL

COMBINED 2012 pro forma PROJECTED SALES MIX


Energy,~59%

Industrial,~30%

Food & Beverage,~4%

Developed Non-U.S.,

~43%

U.S. and Canada,

~23%


~34%



— ~$1.3B Installed Base

— Near Record Backlog of ~$1.4B

• 2012-2015 Growth Drivers

— Energy is Largest Vertical – Long-Term

Secular Tailwinds in Oil & Gas, Power, and

Mining

— Opportunities to Leverage Water & Fluid

Positions in Verticals Such as Food &

Beverage and Infrastructure

— Many Opportunities to Reduce

Complexity and Drive Margin Expansion

Infrastructure,~5%

Resi/Comm,~2%


Winning Right Together

GREAT CULTURAL FIT

World Tour + Already Visited > 30 New Pentair Sites … Town Hall Meetings with ~ 25% of New Workforce

Values + ‘Win Right’ Together … Embraced+ Global Communications Translated in 11 Languages

Energized

Leadership + Strong Team of Like-Minded Leaders+ Shared View of Opportunities and Path to Achieve

Engaged

Moving / Sharing Talent

+ 127 Positions Filled with Key FC Talent+ Already Moving Senior Leaders into Critical Value-

Creating Roles Across Business Units+ Building a Solid Bench


STRATEGIC ROADMAP

Our Strategic Roadmap Doesn’t Change

• Invest in Innovative Technology& Application Expertise

• Innovate Around Scarcity, Energy Efficiency and Sustainability

• Continue to Build Scale in Fast Growth Regions

• Taking PIMS to the Next Level

and Leveraging New Rapid Growth Process

STRATEGIC PRIORITIES



Solid Foundation Better Portfolio Great Future

Executing Against Vision & Strategy with Great Portfolio


• Well Positioned

• Global Scale



• More Diverse

• More Balanced

• Great Brands







SERVING MORE INDUSTRIES


KEY GROWTH VERTICALS

Energy Industrial InfrastructureFood &

BeverageResidential & Commercial

28% of Sales 26% of Sales 13% of Sales 9% of Sales24% of Sales

• Oil & Gas

• Power

• Mining

• General Ind’l

• Automotive

• Process / Chemical

• Municipal

• Desalination

• Roads, Rail, Air Travel

• Agriculture & Aquaculture

• Food & Bev. Processing

• Food Service

• Residential Homes

• Commercial Buildings

• Recreation & Leisure

Increased Scale in Attractive Verticals


KEY GROWTH SECTORS

Stronger Together

Energy

Industrial

Infrastructure

Food & Beverage

Residential & Commercial

W&FS V&C TS

V&C and TS Strengthens Pentair Reach

Broader Reach

More Global

Real Scale

“Wind at Our Back”



Solid Foundation Better Portfolio

How We Bring it All Together


• Well Positioned

• Global Scale



• More Diverse

• More Balanced

• Great Brands

Great Future







Solid Start … Current View: $230M in Operational Synergies

Original Synergy View

MORE OPPORTUNITIESCurrent

View

$160M Cost

Synergies

Corporate $40M

Tax Rate at 25%$230M

Cost & Growth Synergies

�

�Accomplished

Lower Tax Rate

Maintain Corp.


PROVEN OPERATING DISCIPLINES

Rapid Growth ProcessThe tools and languageto drive above-average growth consistently.

3D Process for InnovationWorks in concert with Rapid Growth to bring new products to market through three key phases:• Discover• Develop • Deploy

Talent ManagementOur global talent process designed to select, develop and retain top talent.

Lean EnterpriseThe way we drive value to our customers throughout all our business processes by reducing waste and improving speedand efficiency.

Pentair Integrated Management System

PIMSMike Will Cover Todd Will Cover


PNR “Pre-Merger” Next Steps10 Years Ago

We Have Significant Experience Improving Process & Talent

TALENT: SIGNIFICANT CHANGE & UPGRADES

Organization11,700 Employees;

<10% in Fast Growth

Regions

15,000 Employees;

~25% in Fast Growth

Regions

30,000 Employees;

~35% in Fast Growth

Regions

HR

Processes

• Inconsistent

• 54 U.S. Benefit Plans ...

International?

• Standard Global

HR Processes

• 1 U.S. Benefit Plan …

Int’l benchmark

• Pentair On World

Class Web-Enabled

Processes

Talent

Development

• U.S.-centric

• Limited opportunities

across businesses

• Launched talent

management process

• Global Team

• Share Talent

• Talent management

process imbedded

• Best of Both

• Merging Talent Process

Culture

• Code of Conduct

• Local Opportunities,

Limited Development

• ‘Win Right’ Culture

• Global Development/

Career Opportunities

• ‘Win Right’ Competitive

Advantage

• Best in Class

Functional Skills


+ Completed Merger of Tyco Segment/Corporate into Pentair

Corporate Structure … Up and Running; On Track

+ Businesses Intact Coming Over; Applying Known Approaches

� Lean Enterprise Disciplines

� Standardization Playbook

+ IST Project Oversight Ongoing

+ Clear Priorities:

� Business Plans Set and Presidents Accountable

� Further Adds Gated to Standardized Businesses

Alignment Across the Organization

WHAT ARE WE DOING TO ENSURE SUCCESS


TALENT: MOVING KEY RESOURCES

Talent is the Key to Our Success

• Operations Leadership to Valves & Controls

• Lean Leaders / Rangers Deployed to Biggest Opportunities

• Supply and Sourcing Leaders in New Businesses to Drive Savings

• 127 Key Pentair Corporate Roles Filled with Flow Control Talent

• One Common Talent Management Process Adopted


VALUE CREATION

Road Map to ~$5.00 in EPS

~$2.73

~($0.21)

~$2.52

~$1.80~$0.80

~$1.00

~$0.68 ~$5.00

2012*Pre-Deal

2012* Pro Forma

Impact

2012*Pro Forma Performance

CapitalAllocation

2015Goal

IST

Base


WHAT YOU’LL HEAR TODAY

A New Company Building Off Proven Platforms of Success

A Stronger Company

More Opportunities


Setting & Meeting

Expectations

1

The New Pentair

2

3

4


• Growth• Cost





More Opportunities

Todd R. GleasonPresident, Integration & Standardization

November 27, 2012




More Opportunities ... Driving To Deliver Value

A Stronger Company

More Opportunities


Setting & Meeting

Expectations

1

The New Pentair

2

3

4


• Growth• Cost

• PIMS: Focus On Lean Enterprise




INTEGRATION & STANDARDIZATION

Clear Goals & Objectives36

More Opportunities

Integration & Standardization Team (IST) Chartered to Ensure We Deliver:

“Day One”:

Business Continuity

1

Synergies:

“Paying for The Deal”

2

Standardization:

PIMS & Functional Excellence

3

More Opportunities


IST: OUR APPROACH

Clear Goals & Objectives … Let’s Review Progress37

1

2

3

“Day One”

Synergies

Standardization

• Equally Important

• Get Each Right

• Done in Parallel … Not Separate

Process & Dedicated

IST

“Day One”

Synergies

Standardization

Maximum Value


IST: DEDICATED TEAM

Team Continuing to Drive Results 38

Integration Management Office

Todd Gleason, President of IST

IST Core Team:HR LeaderFinance LeaderProgram Director

HR

Engineering

Finance

Legal & Compliance

Growth

Marketing & Brand

I/T

Facilities

Functional Teams

~ 30 Key Functional

& GBU Leaders

8 GBU’s

International


“DAY ONE”: BUSINESS CONTINUITY

Successfully Closed Transaction as Planned39

“Day One”:

Business Continuity

1 Transaction Complete:• Closed September 28th … on Schedule• Swissco Structure … Like Clockwork • Transition Service Arrangements … Minimal

• Supply Chains … Shipping on Time• Customers & Suppliers … Well Informed• Base Businesses … Tracking / Not Distracted

• Payroll, Email, Applications … Working• New Web Sites … Looking Good• Financial Systems … Consolidating• Coffee Machines … Functioning


“DAY ONE”: THOUSANDS OF DETAILS & ACTIONS

Great Team Effort40

400+Legal Entities

127Positions Filled with Flow Control Talent

180Site Ambassadors Set-up “Day 1” Communications

$1.5BNew 5-Year Credit Facility

4,500Letters to Customers / Suppliers

~ DozenTransition Svc. Arrangements

$900MBond Offering

140+Critical “Day 1” Projects

Brand NewWebsite & Intranet

One New HQ & Tax Structure“Day One”:

Business Continuity

1


“DAY ONE”: ENGAGED EMPLOYEES

30,000 Excited Employees … Winning Right41

Signs Came Down Signs Went Up

People Came Together … & We Celebrated

“Day One”:

Business Continuity

1


INTEGRATION & STANDARDIZATION

Clear Goals & Objectives42

More Opportunities

Integration & Standardization Team (IST) Chartered To Ensure We Deliver:

“Day One”:

Business Continuity

�Synergies:

“Paying for The Deal”

2

Standardization:

PIMS & Functional Excellence

3


HOW WE VIEW THE OPPORTUNITIES

We Will Focus on Growth, Cost Structure & Reduced Complexity43

• Significant Growth Opportunities

• PIMS A Key Enabler

• Fast Growth Regions Scale

• $3B of Supply Spend

• Productivity Through Lean Enterprise

Synergies & Standardization

2 3

• Over 70 ERP Systems

• ~ 200 Office Locations

• 120+ Accounting Centers

• 100+ Brands

• Thousands of Servers and Apps.

We “See The Light” We “Feel The Heat”


DELIVERING REAL VALUE

Delivered Significant Value on “DAY ONE”44

Original Guidance

$40M Corp

$50M Tax

$160MSynergies

$250M

�DONE … Delivered On Day One

TAX: Already at 25% Rate … — Continue to Drive Rate Lower— Provides Immediate Benefit to 2013 and Beyond

CORP: Cost “Avoided” $40M+— Will Be in 2012 “Baseline”— Continue to Maintain Streamlined Corporate


2 3


DELIVERING REAL VALUE

Tremendous Opportunity … Running to Capture45

Synergies & Standardization: Delivering $0.80 of EPS By 2015

Initial “Cost” Synergy Outlook

“Original” Synergy Target

$160M

Our View Today

Growth & Cost Synergies /

Standardization

$230M+

$0.80 EPS

+ Increased Cost Take Out+ Included Growth Synergies

Everything Tracking


SYNERGY TIMING

Solid Plan to Deliver in 2013 … on Through to 201546

$230M

$90M

2013 2015………..


2 3

-- Solid Plan

-- Fast Start

-- Momentum is Key

$75M Repositioning

$10M Lean Enterprise$5M Direct Sourcing

Growth & Cost Synergies /

Standardization


SEGMENTATION OF $90M

Undertaking Large Repositioning in “Year One”47

$90M

2013

Key Projects

1. Repositioning ~$75M

2. PIMS – Lean ~$10M

3. Direct Material Sourcing ~$5M

4. Sales

~$90M

Offset with investments


2 3

$75M Repositioning

$10M Lean Enterprise$5M Direct Sourcing


SEGMENTATION OF $230M

Let’s Review Key Programs Underway to Deliver $230M …48

Repositioning

Back-Office Standardization

Lean Enterprise

Sales Synergies

$230M

$35M

$45M

$55M

$75M

> ½ From “Inside” Plants< ½ From Consolidating

Too Much G&A … Too Many ERPs, Servers …

Improve Structures

2015

Direct Material $20M

Mike’s Presentation

$135M Sales Growth

$3B In Annual Spend

My Focus


2 3


SOME KEY PROJECTS & OPPORTUNITIES

Key Projects … Off and Running

V&C Functional Org. ERP Consolidation

49

Fast Growth Regions Functional Standardization

• ONE PENTAIR

• Vertical Market Acceleration

• Revenue Synergies by Leveraging Opportunities

• Back Office Standardization

• Accelerate PIMS and Standardization

• Functional Excellence

• Substance in Switzerland

• Deliver on Service Organization

• >70 Global ERPs to End State of <10

• Drive Reduction in Reporting and Legal Entities

• Improve Customer Service

• Reduce Complexity

• Improve Delivery, Quality, and Lead Time

• Lean Enterprise … Everywhere

$55M

by 2015

$35M of

OI + Tax

Benefits

Growth +

$10M of

Savings

PENTAIR 50

REPOSITIONING ACTIONS

Repositioning Actions Improve Structure

2012 Repositioning Actions ($40M to $50M) Enable 2013 Savings of $75M

• Headcount Reductions in Western Europe in Response to Market Softness

• Continued Implementation of Functional Excellence Model

• Reducing Redundant G&A Structure

• Sales Office Consolidation in Overlapping Markets / Geographies

• Small Factory Consolidations

• Brand Consolidation & Actions

• Asset Evaluation & IT System Acceleration

Savings by Labor Category

Valves & Controls

~26%

Technical Solutions

~20% Water & Fluid

Solutions~54%

Savings by Geography Savings by Segment

ROW ~15%

Developed Non-U.S.

~60%U.S.

~25%SG&A ~70%

Hrly Mfg~15%

Salary Mfg~15%

2012 INVESTOR & ANALYST DAY

PENTAIR

LEAN: V&C FAST START … FUNCTIONAL ORG.

Setting the Stage for a Successful Lean Journey51

V&C Leadership

GM GM GM

GMGM

Pre-MergerGM Structure

Post-MergerFunctional Organization

V&C Leadership

FinMktgSalesOps HR

Simplified Functional Leadership

Duplicate Functions in GM-Led Structures

Svc


PENTAIR 52

FINANCE STANDARDIZATION

Example of One Function … Driving to Reduce Complexity

• 10 Primary Accounting Centers

• Fewer Than 20 Closing Locations

• Significant Legal Entity Reduction … Where Prudent…

• Expected Savings of $20M from Internal G&A Structure Reduction … Simplified Processes, Systems, Applications …

• Reduce Audit and Other Professional Fees … Saves $5M

• Reduced Statutory Audits and Tax Compliance Costs

Legacy Pentair Reporting Entities

• 8 Primary Accounting Centers and Over 50 Financial Closing Locations

• Over 45 Statutory Audits

• 127 Legal Entities

Pentair “End State”

Legacy Flow Control Reporting Entities

• 10 Primary Accounting Centers and Over 70 Financial Closing Locations

• Over 80 Statutory Audits

• 171 Legal Entities


PENTAIR 53

ERP ROADMAP

ERP Strategy & Program Will Deliver Significant Savings

• Starting From More Than 70 ERP’s Across Eight GBU’s and 3 Reporting Segments … End State of Eight

• GBU Based Approach to Existing Platforms Drives Faster Standardization and Less Risk

Valves & Controls

Flow Technologies

Equipment Protection Thermal Management

Main ERP: SAP

29 Unique Systems to be Moved

Main ERP: SAP


Main ERP: JDE


Main ERP: SAP

1 Unique System to be Moved … Covers 9 Locations

Process Technologies


Water & Environmental Systems

Main ERP: SAP


Water Purification Aquatic Systems

Main ERP: QAD

• Each ERP Reduction = ~$500K-$1M in Savings

• IST Used to “Jump-Start” Migrations

• ERP Standardization Drives Back Office Savings in Accounting, Customer Service, SIOP, Procurement, etc.

SAP JDE

SAP JDE

Expected to be Complete by 12/31/2013

� �









PIMS

Continue to Expand and Enrich PIMS Tool Kit

PENTAIR

GROWTH & STANDARDIZATION

55

Pentair Recently Added “Growth” Process to PIMS

3D: Innovation

Processes Work in Tandem

• 3D: Discover, Develop, Deploy

• Innovation Linked to Strategy

• Common Language

• Common Tools

• Large Funnel of Products

Common Practice Across Pentair

Rapid Growth Process

• Link Vision & Strategy

• Strategy Execution Process

• Common Language

• Common Tools

• Large Funnel & Fast Start



STANDARD GROWTH PROCESSES: FAST START

• Launch 3D & Rapid Growth

• Utilize Best Practices to Enhance Each

RGP: Fast Start

• 200+ Leaders Trained in New GBUs … Early Adoption

• Implementing Best Practices

• RGP Alpha Tests Already Kicked-off in V&C and Thermal

• Multi-Day Growth Council Meetings (Presidents, Marketing VPs … )


2 3

3D: Fast Start

• 100+ Innovation Leaders Trained

• Implementing Best Practices

• Global Technology Mapping and Strategy Alignment Completed

• Innovation Council Meetings in Various Locations (R&D Heads,

Technology VPs, Strategy VPs … )

Fast Implementation & Adoption Across Organization

PENTAIR

GROWTH SYNERGIES: BUILDING SOLID FUNNEL

� Analyzed 1,000’s of Customers

� Pre-Day One: 100’s of Interviews

� Pre-Day One: Ideation Sessions

� October: Presidents & Marketing Leads in 2-Day Growth Session

$135M+ in Sales Synergies by 2015

57

GROWTH SYNERGIES FUNNEL

New Products / Joint

Technology Dev.

Tier 1

(Quick Wins)

Next Tier

Launched ~12 Growth Projects:

$50M

50+ Concepts

Shared Customers Paired GBUs Customer Lists

Fast Start


2 3

Building Funnel to Exceed … Kicking Off Projects to Deliver2012 INVESTOR & ANALYST DAY


2 3

PENTAIR 58

EXAMPLE #1: JOINT-SELLING

OPPORTUNITY: JOINT-SELLING INTO FOOD & BEVERAGE

• Project: Distillery Project — 6 Upgrades & 1 New Distillery— 3-Year Project

• Opportunity: Joint-Selling / Partner Across New GBU’s and Products

— Hygienic Process & Industrial Utility Valves

• Win: Created $2M Sales Synergy— Total Project: $4.5M — Südmo Hygienic Process Valves &

Keystone Industrial Valves

• Solid Brand Position Generated Synergy

Already Identified: ~ $2M Sales Synergy2012 INVESTOR & ANALYST DAY

PENTAIR 59

Ball Valves

Check Valves

Instrument Valves

EXAMPLE #2: MARKET ACCESS

120 Valves Per Skid … Add’l $200K Per Skid

Middle East Project:

System Value ~ $1M (2 Skids)

Process Technologies Energy Vertical Working to Specify & Cross-Reference V&C Systems

Already Identified: ~ $1M Sales Synergy

Pentair LNG Gas Conditioning System



EXAMPLE #3: CROSS-SELLING

Opportunity: Equipment Protection & Thermal Management Utilize Channels to Cross-Sell

• Generated ~ $2M of Equipment Protection Sales with Pentair’s Tracer Project

• Validating More Opportunities Across Thermal Management Customers & Projects

• Thermal Management Working Across O&G to Specify Pentair

Already Identified: ~ $2M Sales Synergy


EXAMPLE #4: SERVICE OFFERING

Opportunity: Flow & Process Technologies Utilize V&C Service Centers to Develop a Recurring Service Business

90 Service Centers … Global Opportunity

V&C Service Location1. Cross-Sell MRO Services to V&C

Service Customers

2. Global Footprint Adds Expertise,

Consumables & Replacement Parts

Close to Customer Operations

3. Develop Rental Offering to Support

Critical Customer Operations

4. Win New Equipment SalesEmphasizing MRO Service Offering

PENTAIR

FAST GROWTH OPPORTUNITY

62

• Growth of ∼∼∼∼$600M by 2015 (~ 10%+ CAGR)

• $10M in Cost Efficiencies: 2013

Growth Standardization• ONE PENTAIR Approach

• More Scale & More Resources

• Focused Market Coverage

• Accelerate RGP and in Country 3D

• Vertical Market / Brand Collateral

• ONE PENTAIR Approach

• Consolidate Offices

• Streamline Back Offices

• Standardize Functions

• Centralized Trade Show & Marketing


2 3

More Aggressive Management Structure & Efficiencies2012 INVESTOR & ANALYST DAY


EXAMPLE #1: FAST GROWTH FOOTPRINT

Concept: Flow Technologies Utilizing V&C Middle East Facility to Assemble, Distribute & Service Pumps

• Local Sourcing, Assembly & Distribution of Commercial and Industrial Products:

• Pressure Booster Systems

• HVAC Pumping System

• RO Desal Pumps / High Pressure

• Pump Service Center:

• Pre-sales

• Aftersales Services

Pressure Booster System HVAC System

Regions Exploring Cross Selling Opportunities

RO Desal Pump


MARKETING & BRAND MANAGEMENT

Established and Diversified Portfolio

• Oil & Gas

• Power

• Mining

• Chemical

• Pharma

• Process

• Agriculture

• Aquaculture

• F&B Process

• Food Service

• Municipal• Telecom &

Networks• Aero &

Transport

• Commercial

• Residential

• Recreation & Leisure

$2.1B $1.9B $0.7B $1.0B $1.8B Sales^

^ 2012 Estimates


• Reducing Complexity with 100+ Brands

• Building Integrated Pentair Brand Portfolio

From a Multitude of Unrelated Brands…


2 3

MARKETING & BRAND MANAGEMENT


BRAND OPPORTUNITY

• Reduce Complexity with Over 200 Brands

• Build an Integrated Pentair Brand Portfolio

NUMBER OF

KEY STRATEGIC

BRANDS

AURORA

BERKELEY

EVERPURE

FAIRBANKS NIJHUIS

HAFFMANS

HOFFMAN

HYDROMATIC

HYPRO

JUNG PUMPEN

MCLEAN

SCHROFF

SHURFLO

STA-RITE

SÜDMO

X-FLOW

… to an Integrated Brand Portfolio


2 3


IN SUMMARY

• Integration: Solid Merger … Already Delivering Value

• Must Deliver $90M in 2013

• Must Deliver $230M by 2015

• Solid Growth Opportunities Across Businesses and in Fast Growth Markets

• Pentair Brand and Marketing Step-Forward

Positioned to Deliver Solid Results

PIMS is Key to Execution




Michael V. SchrockPresident & Chief Operating Officer

November 27, 2012



PIMS: Our Methodology for Operating Excellence

A Stronger Company

More Opportunities


Setting & Meeting

Expectations

1

The New Pentair

2

3

4


• Growth• Cost











PIMSRapid Growth ProcessThe tools and languageto drive above-average growth consistently.

“Already Covered Today”

“Already Covered Today”

Lean Enterprise is the Foundation of PIMS


LEAN ENTERPRISE: WHAT YOU’LL HEAR TODAY

Lean Enterprise: Proven Experience With Years of Success

– New Organization Provides Significant Opportunities

– We are Quickly Capitalizing on Them

Committed To Financial Targets & We Will Deliver

– Combination Brings Strong Disciplines and Best Practices

– We Have Designated Playbooks that Provide Rapid Adoption

Running To Make A Fast Start

– Putting Talent Against Best Opportunities

Apply Our Proven Formula to Deliver Solid Results


Lean Is Reading Out In Employee, Customer & Shareowner MetricsDriving Productivity by Reducing Waste and Increasing Velocity

LEAN ENTERPRISE OVERVIEW

Lean Enterprise

The way we drive value to

our customers throughout

all our business processes

by reducing waste and

improving speed

and efficiency.

Early 2000’s 2014

Lea

de

rsh

ip C

om

mit

me

nt

Low

High

World-Class

Lean Enterprise

Lean as Tool Set

Lean as Events

Lean as Ops Standard

Lean as Supply Chain System

Lean Across Enterprise

2012 Shingo Silver Medallion


LEAN OPERATIONS – FOCUSED TRANSFORMATION

2. Process

• Standard Playbooks

• Lean Playbook Always Improving … Today: Version 2.0

• E-Learning Modules: 11 Lean Methods – Multiple Languages

• Rigorous Scorecards & Reviews ... Constant Improvement

1. Talent & Structure

• Over 150 People Dedicated to Lean in “Legacy” Pentair

• Thousands Trained on Lean Principles & Methodology

• Senior Leadership Engaged

• Lean has Senior Leader Positions

3. Execution

• Gross Margin Up 100 bps Each Year 2009 – 2012

• Safety • Quality• Delivery • Cost • Cash

Talent, Process, and Execution to Create Value Through Lean

• Solid Results• Constant

Improvement• More to Do


Delivering Great Operating Results

LEAN RESULTS – OPERATIONAL EXCELLENCE

2009 2010 2011 2012e

29%30% 30%

32%

Water & Fluid Solutions Gross Margins^ Technical Solutions Gross Margins^

Sales $1.85B $2.0B $2.4B $2.5B Sales $0.85B $1.0B $1.1B $1.0B

Overcame Headwinds- Materials Inflation of 3%, FX

- Emerging Market Mix

- Global Investments

Created Success+ Solid Productivity via Lean

+ Consolidation: 55 Factories to 40 (‘08 – ‘12)

+ Significant Improvement in Quality, OTD

2009 2010 2011 2012e

30%

32%

34%

36%

^ Represents expected 2012 results excluding impact of Flow Control merger.


Delivering Results by Focusing on the Right Things

Safety• “Best in Class” Incident Rate

— 40% Industry Average

• Improved 4 Years in a Row

Quality• Customer Defects Down 30%...

Higher Satisfaction• Total Cost of Quality Down 40%

Delivery• Current: 93% in Legacy PNR• Substantial Opportunity Within

Flow Control

Cost• 2009 - 2012: 100 bps+ Per Year• 2013 – 2015: Same Goals

Cash

LEAN RESULTS – OPERATIONAL EXCELLENCE

• Consistently Above Net Income• Expect Same Great Performance

FOCUS GOAL PROGRESS

Top Decile

Warranty <1%

On Time >95%

GM% Up 100 bps Yr.

FCF > Net Income


$195M OF COST SYNERGIES

We have a Path to Deliver $230M

Repositioning

Back-Office Standardization

Lean Enterprise

$195M

$45M

$55M

$75M

2015

Direct Material$20M

Lean Enterprise Synergies: $10M $45M— Inside 100+ Factories— Logistics / Enterprise

2013 2015

Direct Material Synergies: $5M $20M— $2.1B in Spend— Robust Funnel

Indirect Synergies: $40M— $0.8B in Spend— Fast Start with Rapid Renegotiation

Sales Synergies$35M

$230M

Indirect - Captured in Base Business & Back-Office


GOING FORWARD: MANUFACTURING COSTS

Reduction of ~300 bps Targeted from 2012-2015

• Drive Material Savings Programs to Deliver $60M+ in Savings

• Lean Deployed at Every Facility … Once at Standard = $2M Savings Per “New” Factory … or ~$80M Opportunity

• Streamline Logistics to Drive Savings

• Reduction in Overall Footprint Drives $20M or More of Benefit

• Revenue Per Factory of 10% CAGR 2015 vs. 2012

2012 2015

Material

ManufacturingLabor

37%

ManufacturingOverhead

16%

14%

33% 36%

36%

15%

13%

Full Year Manufacturing Costs(% of Sales)

100%

GrossMargin


LEAN MATURITY

Lean Maturity Drives Results

Technical

Solutions

Proof of Concept

Early in Journey

• 2 GBUs with Robust Lean Discipline• Lean is Reading out Across the Enterprise

• 5 GBUs at Different Levels of Maturity• All GBUs Advancing in Lean Maturity

• Early in Lean Journey• Prioritizing on Focused Sites

Maturity Level

Water &

Fluid

Solutions

Valves &

Controls

ContinuousImprovement

Yrs 4-5

Make Material Flow

Yrs 3-4

CreateContinuous Flow

Yrs 2-3

Stabilize (Turn Around)Yrs 1-2


LEAN OPERATIONS: FAST START

FIRST 100 DAY LEAN ROLL-OUT

Fast Start in All 70 Legacy Flow Control Plants

FOCUS SITES

Prioritizing 15 Flow Control Factories as “Focus Plants”

• Get Best Talent to Best Opportunities

— Pentair “Lean Ranger” to Support Training & Kaizens

— 1st Priority for Pentair Lean Talent— All Training Held at Focus Sites— 1,000s Trained

Fast Start:

• Each Site Partnering with Lean Ranger

• Each Site Doing Value Stream Maps Now

• Each Site Completing 1st Continuous Flow Kaizen by End of Year 2012

Regional Roll-outs: Top 150 Ops & Supply Leaders

Strategy Deployment & Lean Training: Level 1 & 2

All Sites: PIMS Scorecards, Strategy Deployment, Transformation Plans

Focus Sites: Kaizens for Value Stream Mapping, 5S, and Creating Continuous Flow

Detailed Lean Playbook Training

OCT NOV DEC JAN


TALENT: “FAST” DEPLOYMENT OF LEAN TALENT

Q4 2012: Key Talent Moves• Pentair VP of Ops & Supply to Valves & Controls

• Operations Leaders from Pentair GBUs Moving to Key Roles in Flow Control

• Top Supply Leaders Moving into Key Flow Control Roles

• Plant Lean Leaders and Regional “Lean Rangers” Already Deployed

— Working with “15 Focus Plants”

Flowing Talent to Biggest Opportunities … Leveraging Proven Model

Organization Structure• Functionalizing: Operations to Improve Speed

• Doubling: Lean Dedicated Talent in New GBUs

• Training & Development: Pentair Lean Playbook

• Talent Upgrades: Improve Lean Expertise


LEAN: V&C FAST START … FUNCTIONAL ORG.

Setting the Stage for a Successful Lean Journey

V&C Leadership

GM GM GM

GMGM

Pre-MergerGM Structure

Post-MergerFunctional Organization

V&C Leadership

FinMktgSalesOps HR

Simplified Functional Leadership

Duplicate Functions in GM-Led Structures

Svc


Four Wall Lean

• 100+ Facilities: Aggressive Targets

• 15 “Focus Plants”: Flowing Talent

Fast Start:

• Thermal Plant in North America:

— $2M Improvement in Yield & Continuous Flow

— Lead Time Being Cut by 2/3

• EMEA Valves Plant

— 25% OTD Improvement … Already Targeting $1M Savings

SYNERGIES: LEAN & COST TAKEOUT

Clear Projects Planned for Lean Synergies

“Four Wall” and Facility Rationalization - > $45M+

Facility Rationalization

• 5 Small Plant Closures Underway

• Evaluating Entire Footprint

Fast Start:

• Japan Valve Plant Closure:

— $9M Annual Savings (starting 2014)— One-time Charge of $12M

• Quickly Moving with Actions

• Will Only Do More Closures When

We Have Tailwinds from Other

Synergies …

$25M $20M+


LEAN: FOUR WALL … FAST START EXAMPLE

Making Progress on Lean Already

Thermal Management Example: ~ $1M / Year

• Material Scrap – Cable Line…1st Pass Yield

• Standard Work and Continuous Flow in 2 Value Streams

• Done: Value Stream Mapping, Transformation Planning, Creating Continuous Flow Kaizen

Global Lean Communications

• “7 Lean Transformational Disciplines” Posters in ALL Plants Globally, in 8 Languages on Day 1

Training

• Top 500 Operations Leaders Trained, Including Hands-on Lean Simulation


SYNERGIES: SUPPLY MANAGEMENT

$100M Funnel to Deliver the $60M Materials Synergies

Target $60M2.5% Synergies

$100M Current Funnel

Supply Synergies – Direct & Indirect

$60M Target

1. Solid Funnel = $100M� Indirect Synergies – $60M

� Direct Synergies – $40M

� 300 Global Projects Identified

� Detailed Project Plans for Each

2. Strong Start Day 1 thru Day 100� $25M Day 100 Target

� 75 projects

3. Aligning & Deploying Global Talent

� Regional Rapid Renegotiations with

100 Suppliers in First 100 Days

� Training Teams on Supply Playbook,

Scorecard, and Roles

Key Enablers to Achieve Supply Synergies

To

tal S

yne

rgie

s ($

M)


KEY INDIRECT SYNERGY OPPORTUNITIES

$5.5M of Indirect Synergy Savings in First 60 Days Since Merger

Synergy Savings Opportunities

FC55%

PNR 45%

Indirect Spend - $800M

33%

27%

13%

8%

8%

11%

Top Indirect Spend Categories

Transportation

Factory

IT

Prof Srvcs

Travel

Other

Funnel of ∼300 Projects with Expected

Synergy Opportunities of $60M+

Completed Re-negotiations:• Global Ocean - $2.5M

• U.S. Wireless - $700k

• Data Center - $440k

• MRO - $210k

• Office Supplies & Rental Car - $200k

Next Wave:• Energy Treasure Hunts - $2M

• Temp Labor - $1M

• EMEA Small Parcel - $1.1M

• N.A. LTL Freight - $900k

• Energy Invoice Audit - $570k

• Marketing Supplies Consolidation - $500k

• Global Airline RFPs - $500k


SUPPLY MANAGEMENT: FAST START

28

15

23

38

10

$2.5M

$5.5M

$0.5M

^Overlap across levers and sub-categories

75 70^Unique Resources

>$20M

3 10 $1.0M

2. Re-Negotiation

1. Choose 1 & Go

3. RFP

4. Policy Deployment

# of Projects # of Resources Synergies / Savings

Totals

5. BCC

6. Direct Buys from OEMs

22 39 $9.5M

4(Wireless, Travel, IT)

3 $2.0M

3

Great Progress in First 100 Days


Productivity

Process

Talent & Structure

• Completed 35+ Rapid Renegotiations (Houston, China, and India)• Achieved $5M in Run-rate Savings in First Few Weeks• Completed 14 of 75 First 100 Days Projects

• Supply Management Playbooks Rolled-out Globally• Trained 50 staff on Supply Scorecards & Operating Model• Training: Commodity Strategy, Sourcing Process, and Value Engineering• Implemented New Policies (Travel and U.S. Mobile Device)• “Synergy Expectations” Letter to 2,000+ Key Indirect and Direct

Suppliers

��

��

��

Fast Start, but a lot of Work Still Ahead of Us

SUPPLY MANAGEMENT: FAST START

• New GBU Leaders Trained on Playbook / Process• New Leaders Being Put in Key Businesses (From “Legacy” Pentair)• Processes Already Merging


REAL ESTATE CONSOLIDATION

EMEA

• Middle East: Consolidate

from 5 to 2 Offices

• UK: Move to Lower Cost

Space

Fast Start: $1M+

AMERICAS

• Canada: Warehouse & Office

Consolidation

• California: Consolidate

Warehouse Space thru Lean

Fast Start: $1M+

APAC

• China: Consolidate 5 offices

into One Regional HQ Office

• Asia: Consolidate 3 Offices

into 1 Showcase Office

Fast Start: $2M+

Sample Facility Consolidation Projects…. More Evaluations Underway

• Enhance “ONE PENTAIR” Culture… Faster Integration

• Accelerate Growth Through Front-end Collaboration

• Capture Synergies from Real Estate and G&A Efficiency

Consolidate Offices - $20M

Benefits


SUMMARY

• Drive $45M in Lean

• Deliver $20M in Direct Material Savings

• Accelerate PIMS Culture Throughout Enterprise

• Deliver Gross Margins >100 bps/year

Positioned to Deliver Solid Results


Setting & Meeting Expectations

John L. StauchChief Financial Officer

November 27, 2012




Aggressive & Achievable Targets9191

A Stronger Company

More Opportunities


Setting & Meeting

Expectations

1

The New Pentair

2

3

4


• Growth• Cost





PENTAIR 2012 TO 2015 EXPECTATIONS

Strong Foundation with a Significantly Strengthened Portfolio

Better Positioned to Deliver Richer, More Consistent Results

– More Balanced with Greater Access in Energy Vertical, Particularly Oil & Gas

… Less Dependent on Residential (Still Important)

– Base Business has Good Growth Prospects in Core Markets

– Increased Diversification in Both Long and Short Cycle Businesses

– Significant Increase in Fast Growth Region Presence

Expect Economic Slowdown, Accelerating Standardization & Cost Out

– Focus on Specific Price, Volume, Cost Out, and Productivity Actions

– Standardization & Cost Out Opportunities Identified and Being Accelerated

Revenue Goal of ~$8.6B by 2015

Targeting ROS of ~15% by 2015

EPS Goal of ~$5.00 and ROIC of ~12% by 2015

92


CREATING SHAREOWNER VALUE

Growth + Standardization + Capital Allocation = ~12% ROIC by '15

• Volume Growth

– Our Markets Should

Grow Faster than GDP

• Accelerate PIMS

– Lean Enterprise

– Talent Management

– 3D Process for Innovation

– Rapid Growth Process

• Price / Productivity vs.

Inflation

Base Business Performance

• Reduce Complexity – Driving

Standardization Faster

• Abundant Functional Opportunities

– Information Technology

– Finance

– G&A, etc.

• Transitioning Fast Growth

Regions to ONE PENTAIR Face to Customer

• $135M of Sales Synergies

Accelerating Standardization

• Maintain Investment Grade

• Dividend Increase(37 Straight Years)

• Organic Growth

• Self-Funded,

Bolt-on Acquisitions

• Debt Reduction / Buybacks

Capital Allocation

‘12-15: ~80 bpsMargin Expansion

‘12-15: ~80 bpsMargin Expansion

Disciplined Capital Allocation

93


2012 TO 2015 OPERATING INCOME DRIVERS

Shareholder Value Remains Our Top Priority

~$790M ~$860M

~$1.1B

~$90M

~$230M~$1.3B

~$950M

Deliver on Base Drive Standardization Create Value

~9%YOY

~11%CAGR

~11%YOY

~8%CAGR ~20%

YOY

~19%CAGR

• Innovation and Rapid

Growth Process To Protect

Core & Enter Adjacencies

• Continue Into

Fast Growth Regions

• Accelerate PIMS

• Deliver Synergies Quickly

• Focus on Reducing

Complexity

• Drive Revenue Synergies

• Utilize IST to

Track and Manage

2015 ~$5.00 EPS

94

* * *


FULL YEAR 2012 PRO FORMA OUTLOOK

Early Start on Standardization in 2012 … Well Positioned for 2013

2012 Forecasted Performance

Sales

Operating Income

~4% Growth

Financial Summary

Revenue up 4%

• Valves & Controls up 6%

• Water & Fluid Solutions up 7%

• Technical Solutions down 2%

Operating Income* up ~13%

• Productivity and Price

Offsetting Inflation

• Gross Margin

Expansion > 50 bps

• Op Expenses 30 bps Reduction

• ROS ~11%

Expected EPS* ~$2.52 (Pro Forma)

Free Cash Flow >100% Net Income Conversion

~$7.2B

~$7.5B

2011 2012

2011* 2012*

~$700M~$790M

10%ROS

~11%ROS

~13%Growth

95

Note: 2011 and 2012 includes $91M of incremental amortization


2011 TO 2012 PRO FORMA OP INCOME WALK

13% YOY Op Income Growth on 4% YOY Sales Growth96

~$700M ~$40M~$40M

~($140M)

~$790M

2011 Op Income*

Corporate Synergies

Growth Inflation 2012 Op Income*

PNR

Flow Control

~$404M

~$296M

Price / Productivity

~$150M

~10%ROS

~11%ROS

~13%YOY


Residential / Commercial ~7%

Food & Beverage ~7%

Energy ~6%

Industrial ~3%

Infrastructure ~1%

2011* 2012* 2013* 2015

Base IST

2011 2012 2013 2015

Base IST

VALVES & CONTROLS SEGMENT

Strong Position in Energy … Reducing Complexity in 2013 - 2015

Sales

‘12 – ‘15 Sales Growth Rates

~5%CAGR^

~18%CAGR^ ~$2.3B

~$2.4B~$2.5B

~$2.8B

~$225M~$245M

~$290M

~$400M

Energy, ~59%

Industrial,~30%

2012 Sales % Estimate

Operating Income

97^ 2012-2015 CAGR

~6%vs. ‘11 ~9%

vs. ‘11

CAGR

Resi/Comm, ~2%

Infrastructure, ~5%Food & Beverage, ~4%


2011* 2012* 2013* 2015

Base IST

2011 2012 2013 2015

Base IST

WATER & FLUID SOLUTIONS SEGMENT

Solid Growth + Large Standardization Opportunity

Energy ~10%

Food & Beverage ~7%


Industrial ~2%

Infrastructure ~1%

~$3.0B~$3.2B

~$3.4B

~$3.8B

~$305M~$355M

~$430M

~$620M

~19%CAGR^

~5%CAGR^

Resi/Comm,~46%

Energy, ~5%

Infrastructure, ~24%

Food & Beverage,

~17%

Industrial, ~8%


Sales


Operating Income

98

~7%vs. ‘11

~16%vs. ‘11

CAGR

^ 2012-2015 CAGR


2011* 2012* 2013* 2015

Base IST

2011 2012 2013 2015

Base IST

TECHNICAL SOLUTIONS SEGMENT

Significant Segment Opportunities


Food & Beverage ~7%

Energy ~6%

Industrial ~3%

Infrastructure ~1%

~$1.9B~$1.8B

~$1.9B

~$2.1B

~$280M~$305M

~$340M

~$440M

~13%CAGR^

~5%CAGR^

Resi/Comm, ~13%

Energy, ~28%

Infrastructure, ~3%

Industrial,~53%


Sales


Operating Income

99

(2%)vs. ‘11

~10%vs. ‘11

CAGR

Food & Beverage, ~3%

^ 2012-2015 CAGR


GLOBAL PENTAIR PORTFOLIO – 2012 SALES

Pentair has a Balanced Portfolio

By Reporting Segment By Vertical

•Long & Short Cycle

Balanced Portfolio

•8 Vertical Market

Facing GBUs

•Significant Opportunity to

Leverage Offerings

Across Businesses

•Balanced Geographic

Exposure with 25% in Fast

Growth Regions

•Reducing Complexity in

Fast Growth Regions

Expected in 2013

•Significant Lift in Energy

Vertical from Valves &

Controls Segment and

Thermal Management GBU

•Residential & Commercial

Vertical Limited Primarily to

Legacy Pentair Businesses

Resi/Comm,~24%

Energy,~28%

Infrastructure,~13%

Industrial,~26%

Food & Beverage,~9%

100

Water & Fluid

Solutions,~43%


~25%

Valves & Controls,

~32%

By Geography

U.S. and Canada,

~40%Western Europe,

~20%Fast

Growth,~25%

Developed Non-U.S.,

~15%

100% = $7.5B


GLOBAL PENTAIR PORTFOLIO – 2015 SALES

Making Fast Growth Regions Work … Growing “New Opportunities”

By Vertical

•29% of Portfolio in Fast

Growth Regions

•Reduced Exposure to Western

Europe

•Positioned for Gains in U.S.

Residential & Commercial

Vertical and Growth in Canada

•Balanced Portfolio with

Minimal Dependence on

One Vertical Market

•Realizing Additional Gains

in Food & Beverage from

Growing Aquaculture

Business

Resi/Comm,~25%

Energy,~29%

Infrastructure,~12%

Industrial,~24%

Food & Beverage,~10%

•Limiting Exposure by

Maintaining Long & Short

Cycle Portfolio Mix

•Expect Pentair Brand

Strategy to Strengthen

Position in All Businesses

101

Water & Fluid

Solutions,~43%


~25%

Valves & Controls,

~32%

By Geography

U.S. and Canada,

~40%

Western Europe,

~17%

Fast Growth,

~29%

By Reporting Segment100% = $8.6B

Developed Non-U.S.,

~14%


2012 TO 2015 GROWTH ACCELERATORS

ONE PENTAIR Focus to Accelerate Growth

• Cross-Selling Across the Global Enterprise

– A “Real Opportunity” for Each of Our Businesses

• Greater Fast Growth Region Presence

– “New” Product Offerings Add Even More Scale in Fast Growth Regions

• Technology Innovation with Greater Customer Reach

– Customer Channel Opportunities Between Filtration/Flow Technologies and

Valves & Controls/Thermal Management

• Expand Service Footprint to Grow Aftermarket Revenue

– Extend Valves & Controls >90 Service Centers and >1,100 Service Technicians

Globally to Other Pentair Products, Systems, and Solutions

• Innovate Around New Systems

– Exploring Opportunities to Use “Best in Class” Products

102


2012 TO 2015 SALES GROWTH OPPORTUNITY

Balanced Growth Expectations … Driving Upside Synergies

~$7.5B~$670M

~$300M ~$135M ~$8.6B

2012Forecast

BaseGrowth

NetPricing

Synergies2015Goal

U.S. / Canada

DevelopedNon-U.S.

Fast Growth

~40%

~20%

~25%

~ 40%

~ 17%

~ 29%

• Channel Expansion

• Fast Growth Regions

• Systems/Innovation

• New Platforms

Growth Initiatives:

~5%CAGR

~3 Points~1.5 Points

103

~0.5 Points

CAGR

• Food & Beverage ~7%

• Residential / Commercial ~7%

• Energy ~6%

• Industrial ~2%

• Infrastructure ~1%

• Fast Growth

• Oil & Gas

• Mining

• Food & Beverage

• Residential/Commercial

~15%

Western Europe

~ 14%


EXPECTED SALES GROWTH BY VERTICAL

Top Line 4-5% CAGR in Less Certain Economic Climate

Energy

Residential / Commercial

Industrial

Infrastructure

Food & Beverage

% of PNR (2012)

2012-2015 CAGR^

Contribution

^Includes Volume, Price, FX

~28%

~26%

~24%

~13%

~9%

5-6%

2-3%

6-7%

0-2%

6-7%

~2%

~1%

~2%

<1%

<1%

~$2.5B Vertical by 2015

~$100M in Aquaculture

by 2015

104

~$2B Vertical by 2015


2012 TO 2015 PRODUCTIVITY ACCELERATORS

Employee Base Energized … Fast Start on Standardization

Culture

– Successful “Day One”

– New Company Website and Intranet

– Leadership World Tour Underway (>30% of New Employees Visited)

– Regular Updates via Intranet and Other Distribution Channels

Standardization/Simplification

– Synergy Teams – Fast Start with Standardization Plans Identified and

Accelerating Actions in Q4 2012; $75M of Repositioning Benefit Expected for ‘13

– Fast Growth Region Alignment Plans Established

– Core Processes Training Underway – Rapid Growth Process,

3D, Talent Management

PIMS Acceleration

– Lean Enterprise Training Rolling Out Globally – Cascading to Next Level

– Regional Rollouts with Top Ops & Supply Leaders Completed

– Completed GBU Strategy Deployment with Presidents & Staff

105


P&L EXPECTED TRAJECTORY

Growth + Productivity = ROIC

EPS: ~$2.52 ~$5.00

Key Manufacturing Strategies

• Reduce Variable Cost

(~$190M of Expected Savings by 2015)

• Reduce Manufacturing Labor

(~$75M of Expected Savings by 2015)

Operating Expense Priorities

• R&D, Currently ~2% of Sales vs. Goal

of ~3% of Sales by 2015 …

Fund with G&A Reductions (1-2 points)

• Selling/Marketing, Currently ~11% of

Sales … Long-term Goal ~10%

• Prioritizing R&D and Selling/Marketing

to Fast Growth Regions

Gross Margin of ~36% by 2015

ROS of ~15% by 2015

2011* 2012* 2015~$8.6B~$7.2B ~$7.5B

Material

Cost

Mfg.

Cost

Op.

Expenses

Op. Margin

100%

106

~10%

~31%

~37% ~37%

~11%

~30%

~22% ~22%

~36%

~15%

~28%

~21%

Sales


MANUFACTURING COST GOALS

Reduction of ~300 bps Targeted from 2012-2015

• $260M+ of Expected Net Benefit by 2015

• Material/Sales Improvement90 bps to ~36% of Sales

• ~1% Reduction in Mfg Wages; ~$75M (~1/3 from Localized Fast Growth and ~2/3 from Volume/Efficiency)

• ~$115M of Variable Mfg. & Fixed Overhead Reductions from Overhead Leverage and Variable Mfg. Reductions, Predominantly in Logistics and Quality

2012 2015

Material

ManufacturingLabor

~37%

ManufacturingOverhead

~16%

~14%

~33% ~36%

~36%

~15%

~13%

Full Year Manufacturing Costs(% of Sales)

100%

GrossMargin

$260M+

107


OPERATING EXPENSE GOALS

Improving Op Expenses … Shifting More Towards Growth

• Improve Operating Expenses by 170 bps as % of Sales

• R&D ~3% of Sales by 2015

• Selling & Marketing ~10% of Sales by 2015

• G&A of ~6% (140 bps reduction) Funds Growth Related Resources

• Amortization/Other Improves with Volume

2012* 2015

Amortization/Other

G&A Non-Amortization

Selling/Marketing

6%

~2%

7%

R&D

~7%

~11%

~2%

~2%

Full Year Operating Costs(% of Sales)

~6%

~10%

~3%

~22%

~21%

108


MIX OF EXPECTED REVENUE GROWTH (2012 – 2015)

All Growth is Not Equal … but, Global Growth Becoming More Profitable

RecoveringMarket Growth

• N.A. Equipment

Protection

• N.A. Residential

• Commercial

• Municipal

• Western Europe

New Productsor New Channels

• Greater Fast Growth

Region Presence

• Increased Strength in

Verticals (i.e., Energy)

• New Channels (i.e.,

Aquaculture)

• U.S. Retail

• New Technologies

New Platforms and Systems

• Standard &

Customized Systems

• Large, Integrated

Projects

• Extended Service

Footprint to Grow

Aftermarket

AverageConversion

of 35%+

AverageConversion

of 25%+

AverageConversion

of 10%+

Cross Selling Across Global Enterprise

109


2012 TO 2015 OPERATING INCOME GOALS

Productivity/Price Offset Inflation … Base Growth & IST Drive Expansion

~$790M

~$520M

~($440M)

~$1.3B

2012*Estimate

Growth + Price Base Inflation

BaseProductivity

Base Performance

2015Goal

• Sales Synergies = ~$35M

• PIMS / Sourcing = ~$65M

• 2013 Cost Out = ~$75M

• Standardization = ~$55M

~19%CAGR

~$220M

IST

~$1.1B

~$230M

~11%ROS

~15%ROS

~170 pts per year

110

~13%ROS

11% CAGR

~(190) pts per year

~100 pts per year

~80 pts per year


IST OPPORTUNITIES

Achievable Standardization Expectations111

1. Cost – Out (Non-Fast Growth) ~$65M ~$65M

2. Cost – Out (Fast Growth) ~$10M ~$10M

3. Sales Synergies (Net of Investments) $0M ~$35M

4. Direct Material Sourcing ~$5M ~$20M

5. PIMS ~$10M ~$45M

6. Back Office Standardization $0M ~$55M

Total Benefits ~$90M ~$230M

2013 2015


END STATE IST SCORECARD (MAJOR INITIATIVES)

Doing the Major Things Well112

1. # of ERPs >70 ~20

2. Revenue per Factory ~$75M ~$100M

3. Lean Savings Base > $45M

4. On Time Delivery ~85% ~95%

5. Fast Growth Region Revenue ~$1.9B > $2.5B

6. Tax Rate ~25% < 23%

7. Cumulative Free Cash Flow (2013-2015) Base >$2.4B

2012 2015


2012 TO 2015 EPS OPPORTUNITY

2012 to 2015 Adjusted EPS Goal of >25% CAGR

~$2.52

~$1.80

~$5.00

2012* Estimate

Growth &Price

ProductivityNet of Invest

2015

>25%CAGR

~($1.55)

IST, Shares, Interest, Taxes

~$3.52

>$540Mof FCF

>$960of FCF

Inflation

113

~$0.75

Base(Before IST)

~$1.48

•Base = ~$1.00

•IST (Operational) = ~$0.80

•Shares, Interest, Taxes = ~$0.68

10% CAGR


CAPITAL ALLOCATION

Targeting $2.4B of Free Cash Flow and $1.5B Return to Shareowners114

~$2.5B ~$2.4B^

~($0.6B)

YE, 2012 Expected

Total Debt

Expected2013-2015

Generated Cash (FCF)

Expected Dividend

Share Buyback

YE, 2015 Debt Level at 2.2x Leverage

~($0.9B)

YE, 2015 Net Debt

~2.2x EBITDA

~$1.6B

~$3.6B

~1.0x EBITDA

^Includes ~$600M of capital expenditures

~$2B in Incremental Opportunity

Assumes FCF = 100% NI

Expected $900M of

$1.2B Remaining as

of 12/31/12


CAPITAL ALLOCATION PHILOSOPHY

Disciplined Allocation Philosophy … Prioritized Towards ROIC

Capital Allocation Uses (Assuming ~$2.4B Cumulative FCF from ’12-’15):

1. Debt Management: Maintain Investment Grade Rating

2. Dividend: 37 Straight Years of Increases … Allows for Disciplined Cash Management and Return of Cash to Shareowners

3. Organic Growth: Highest ROIC Comes From Funding Organic Opportunities (Cash through Distribution Channel, R&D, Sales/Marketing, and Capital)

4. Acquisitions or Share Repurchase: We Play in Attractive Spaces Where Opportunities are Plentiful … Bolt-on’s Focused on Channel Expansion, Technology, and Geographies

115


OTHER ASSUMPTIONS IN MODEL

Key Assumptions in Guidance

• Interest: ~$75M ~$70M

•Tax Rate: (<20% End State) ~25% ~23%

•JV Income: ~$2M ~$4M

•Minority Interest: ~($7M) ~($9M)

•Share Count: ~203M ~191M

116

2013 2015


2013 EXPECTATIONS

Solid Plan to Achieve 2013 EPS Targets117

• Drive the Base Business for 2013 – Drive 3-4% Volume Growth

– Deliver 1-2% Net Pricing Impact to Protect P&L

– Deliver Base Productivity to Offset Inflation/Investments

• Overdrive Standardization Targets – $65M of Cost Out in Non-Fast Growth Regions

– $10M of Cost Out in Fast Growth Regions

– $15M of PIMS and Direct Material Sourcing

• Make Fast Growth Regions Work – ONE PENTAIR: Customer Based Structures and Solutions +

Collaboration


FY’13 FINANCIAL OUTLOOK

KEY HIGHLIGHTS

• Continue Momentum from 2012 Fast Start to IST Target Identification and Execution

• Reduce Complexity Through Standardization in Fast Growth Regions

• Accelerate Results Through Focused Deployment of PIMS

• Expect to Generate FCF > Net Income, with Disciplined Allocation

FY’13 FY’12

Sales ~$7.7B $7.5B

Op Income* ~$950M ~$790MROS ~12.3% ~10.6%

EPS* $3.10 - $3.30 $2.50 - $2.55Op Income* up ~20%ROS* up ~170 bps

• Growth ~80 pts.

• Price/Productivity ~160 pts.

• Inflation ~(170 pts.)

• IST ~100 pts.

FY EPS* up ~27%

• Tax Rate ~25.0%

• Net Interest ~$75M; Shares ~203M

Sales up ~3%

• Valves & Control up ~4%

• Water & Fluid Solutions up ~3%

• Technical Solutions up ~3%

FY’12 Free Cash Flow >100% Net Income Conversion

FULL YEAR 2013 PENTAIR OUTLOOK

Company-wide Alignment on Goals … Confident of Synergies118


Operating Margins / Productivity Highlights

Sales up 3%, Organic up ~5% ex-FX

• Valves & Controls Segment up ~6% ex-FX- Growth in Energy, Industrial Process Verticals

• Water & Fluid Solutions Segment up ~5% ex-FX- Growth in Residential / Commercial and Food & Bev

• Technical Solutions Segment up ~4% ex-FX- Growth in Energy Vertical

Sales Highlights (by Segment)

Operating Margins* 12.3%

Solid Pricing and Productivity Execution, Along with Detailed Standardization Plan

• $40M Corporate Synergies Assumed in

2012 Pro Forma

• Productivity/Price vs. Inflation ~Flat

SALES OPERATING INCOME

YoY

~$7.5B~$7.7B

~($110M)

2012 PriceVolume FX 2013

~$25M~$75M

+3%YoY

SALES

1.0pt (1.4pts) 0.3pt 3pts

~$240M

SynergiesProd, Price,

MixInfl.Growth Synergies

~$70M~$90M

~$130M~$790M

~($130M)

2013*

+20%YoY

ROS(170bps) 160bps 12.3%10.6%

ROS

~$950M

80bps 100bps

OPERATING INCOME

2012*

2013 EXPECTATIONS

Good Positions Lead to Growth in Less Certain Economic Environment119

3.2pts


2013 SUMMARY

Delivering Standardization Benefits Key to 2013

• Targets ~27% EPS* Expansion on ~3% Revenue Growth

• Driving $75M of Cost-Out to Ensure Year-over-Year Performance

• Tailwinds Exist in Energyand North America Residential

• Overdriving Standardization Through IST

120


SUMMARY

Significant Expansion Targeted in Sales, EPS & ROIC from 2012-2015

•Growth: Market Growth, Differentiated Growth, and Sales Synergies to be ~5% CAGR from 2012 to 2015 … Drives a 2015 Goal of ~$8.6B in Revenue

•Productivity & IST: Still a lot of Opportunity for Improvement Within our Global Footprint and Operating Model … Great Start on IST Expectations and Savings

•EPS: Driving for 25%+ CAGR from 2012* to 2015

•Cash Flow: Significant Cash Generation Opportunity … Ability to Add More Revenue and Earnings Potential Over Horizon

•ROIC: Driving to Expand ROIC to ~12% in 2015 Through Organic Growth, Base Productivity, and Accelerated Standardization

121


Pentair: Industry Depth, Worldwide Impact

Randall J. HoganChairman & Chief Executive Officer

November 27, 2012



VALUE CREATION

Road Map to ~$5.00 in EPS

~$2.73

~($0.21)

~$2.52

~$1.80~$0.80

~$1.00

~$0.68 ~$5.00

2012*Pre-Deal

2012*Pro Forma

Impact

2012*Pro Forma Performance

CapitalAllocation

2015Goal

IST

Base


WHAT YOU HEARD TODAY

A New Company Building Off Proven Platforms of Success

A Stronger Company

More Opportunities


Setting & Meeting

Expectations

1

The New Pentair

2

3

4


• Growth• Cost





+ Completed Merger of Tyco Segment/Corporate into Pentair

Corporate Structure … Up and Running; On Track

+ Businesses Intact Coming Over; Applying Known Approaches

� Lean Enterprise Disciplines

� Standardization Playbook

+ IST Project Oversight Ongoing

+ Clear Priorities:

� Business Plans Set and Presidents Accountable

� Further Adds Gated to Standardized Businesses

Alignment Across the Organization

WHAT ARE WE DOING TO ENSURE SUCCESS


APPENDIXGAAP to Non-GAAP & Pro Forma Reconciliations


REPORTED TO ADJUSTED RECONCILIATIONPentair Ltd. and Subsidiaries

Reconciliation of the GAAP "As Reported" year ending December 31, 2011, 2012 and 2013 to the "Adjusted" non-GAAP

excluding the effects of adjustments (Unaudited)

Year Forecast Forecast

In millions, except per-share data 2011 2012 2013

Net sales 3,456.7$ approx. $4,400 approx. $7,600 - $7,800

Operating income - as reported 168.5 approx. 286 - 292 approx. 799 - 819

% of net sales 4.9% approx. 6.5% approx. 10.5%

Adjustments:

Deal related costs 8.3 76 —

Restructuring 12.9 47 —

Inventory step-up and customer backlog 13.5 80 141

Goodwill impairment 200.5 — —

Operating income - as adjusted 403.7 approx. 489 - 495 approx. 940 - 960

% of net sales 11.7% approx. 11.0% approx. 12.3%

Net income attributable to Pentair Ltd. - as reported 34.2 approx. 116 - 126 approx. 536 - 556

Bond redemption and interest expense — 53 —

Other adjustments net of tax 206.5 132 106

Net income from continuing operations attributable

to Pentair Ltd. - as adjusted 240.7 approx. 301 - 311 approx. 642 - 662

Continuing earnings per common share attributable to Pentair Ltd. - diluted

Diluted earnings per common share - as reported 0.34$ $0.92 - $0.97 $2.58 - $2.78

Adjustments 2.07 1.38 0.52

Diluted earnings per common share - as adjusted 2.41$ $2.30 - $2.35 $3.10 - $3.30


PENTAIR PRO FORMA

~$7.5B~$7.2B

Sales

128

2011 2012

Op Income

~$700M~$790M

Q12011 2012

Q22011 2012

Q32011 2012

Q42011 2012

% of Revenue

% of Op Income

~23% ~24%

~21% ~22%

~26% ~27%

~31% ~31%

~26% ~24%

~25% ~24%

~25% ~25%

~23% ~23%

Legacy FC

Legacy PNR

^ Includes ~$91M of New Deal Amortization

~$3.7B ~$4.0B~$350M^

~$300M^


2011 2012

WATER & FLUID SOLUTIONS PRO FORMA

~$3.2B~$3.0B

Sales

129

2011 2012

Op Income

~$305M

~$355M

Q12011 2012

Q22011 2012

Q32011 2012

Q42011 2012

% of Revenue

% of Op Income

~22% ~23%

~19% ~20%

~26% ~27%

~32% ~33%

~27% ~25%

~24% ~23%

~25% ~25%

~25% ~24%

Legacy PNR

Legacy FC

^ Includes ~$14M of New Deal Amortization and ~$5M of Corporate Allocation

~$660M~$715M

~$25M^

~$45M^


VALVES & CONTROLS PRO FORMA

~$2.4B~$2.3B

Sales

130

Op Income

~$225M~$245M

Q12011 2012

Q22011 2012

Q32011 2012

Q42011 2012

% of Revenue

% of Op Income

~22% ~26%

~16% ~27%

~25% ~25%

~25% ~31%

~29% ~26%

~32% ~24%

~24% ~23%

~27% ~18%

Legacy FC

^^



TECHNICAL SOLUTIONS PRO FORMA

~$1.8B~$1.9B

Sales

131

2011 2012

Op Income

~$280M~$305M

Q12011 2012

Q22011 2012

Q32011 2012

Q42011 2012

% of Revenue

% of Op Income

~24% ~26%

~23% ~24%

~25% ~24%

~20% ~22%

~26% ~24%

~25% ~27%

~25% ~26%

~32% ~27%

Legacy FC

Legacy PNR


~$0.8B ~$0.8B

~$90M^~$105M^

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