ERG — Investor Presentation 2015

Nov 12, 2015

THIRD QUARTER 2015 RESULTS

12 NOVEMBER 2015

LUCA BETTONTE, CEO

DISCLAIMER

This document contains certain forward-looking information that is subject to a number of factors that may influence the accuracy of the statements and the projections upon which the statements are based. There can be non assurance that the projections or forecasts will ultimately prove to be accurate; accordingly, the Company makes no representation or warranty as to the accuracy of such information or the likelihood that the Company will perform as projected.

AGENDA

3Q 2015 Highlights

• ✓ Key Figures
• ✓ Recent Developments
• Results Review
• ✓ Business Environment
• ✓ 3Q 2015 Group EBITDA
• ✓ Results by Segments
• Key Financials
• ✓ Profit & Loss
• ✓ Investments
• ✓ Cash Flow Statement
• 2015 Guidance and Conclusions
• Appendix

HIGHLIGHTS: KEY FIGURES

Strong set of results despite negative seasonality in Wind

Highlights

• On October 15, 2015 ERG Renew signed an agreement to acquire 206MW: 124MW in France, and 82MW in Germany
• Transaction also includes 2 companies which provide operational and technical assistance: 28 professionals, covering ca. 800MW in France, Germany and Poland
• EV of €297mn, equity of €128mn. Wind farms entirely funded through limited recourse project financing
• Wind farms in operation since 2009-2014 in France and since 2004-2014 in Germany
• Expected 2016 EBITDA: ca. €30mn

Deal description

• Further geographical diversification and internationalisation (37% of portfolio abroad)
• Growth in 2 core countries for the renewable energy expansion
• ERG Renew ranked 8th onshore wind power operator in Europe
• Gradual insourcing of operational and technical activities to exploit further synergies

Strategic rationale of the deal

Highlights

FURTHER EXPANSION IN FRANCE AND GERMANY

(1) Capacity already includes newly acquired 206MW (of which 128MW in France and 82MW in Germany), and 40MW in construction in Poland

CFO

PAOLO MERLI

(1) Italian price is theoretical price based on National Average Electricity Price (PUN) + GC

Pro-forma

3Q 2015 GROUP EBITDA

Volumes (GWh)

Results Review

(1) LUKERG: ERG 's stake = 50% in Bulgaria and Romania

3Q 2014

3Q 2015

Worse wind conditions in Italy

3

Volumes (GWh)

Lower prices partly offset by cost cutting and Energy Management

(1) Renewables adjusted for LUKERG Renew (50%).

(2) Investments do not include wind acquisition in France (63.4MW) from Macquarie European Infrastructure Fund for ca. €70mn.

(1)

Results Review

TOTALERG: KEY FIGURES(1)

9M 2015	9M 2014	Euro millions	3Q 2015	3Q 2014
114	58	Adjusted RC EBITDA	61	34
92	70	- Marketing	44	30
22	(12)	- Refining & Logistics	17	4
(63)	(64)	Adjusted Depreciation	(22)	(22)
51	(6)	Adjusted RC EBIT	39	12
21	(17)	Adjusted Net Profit	24	0
39	43	Investments	14	13
355	340	NFP	355	340
10.5%	10.6%	TOTALERG retail market share	10.3%	10.6%

3Q	4Q	1Q	2Q	3Q
2014	2014	2015	2015	2015

Industry Retail Fuels Volumes (M tons)

3Q	4Q	1Q	2Q	3Q
2014	2014	2015	2015	2015

KEY FINANCIALS

PRO-FORMA REPLACEMENT COST P&L

Note: figures based on NO GAAP measures

Key Financials

9M 2015	9M 2014 pro-forma	Euro millions	3Q 2015	3Q 2014 pro-forma
264	263	RC Adjusted EBITDA	66	80
(123)	(121)	Amortization and depreciation	(41)	(40)
141	142	RC Adjusted EBIT	25	40
(45)	(43)	Net financial income (expenses)	(14)	(17)
11	(8)	Net income (loss) from equity investments	13	0
107	91	RC Results before taxes	23	23
(29)	(34)	Income taxes	(5)	(9)
79	57	RC Results for the period	19	14
(3)	(3)	Minority interests	0	(0)
76	54	RC Net profit	19	14

30/06/2015

Capital CAPEX

Charges

Taxes	Adj. Net	NFP 50%	Net Debt
	Debt	LUKERG	30/09/2015
and Other	30/09/2015	Renew	reported

Leverage

Key Financials

M&A(1)

(1) Wind acquisition in France (63.4MW) from Macquarie European Infrastructure Fund

2015 GUIDANCE AND CONCLUSIONS

CEO

LUCA BETTONTE

✓Guidance confirmed at €230mn on a like-for-like basis

Guidance confirmed at €600mn on a like-for-like basis, which does

✓Hydro assets (EV of ca. €950mn)

✓French and German wind assets (EV of €297mn)

(1) 9M 2015 CAPEX includes ca. €70mn related to wind acquisition in France (63.4MW) from Macquarie European Infrastructure Fund

✓Guidance confirmed at €350mn

2015 Guidance and Conclusions

Business Plan to be presented on December 16, 2015

APPENDIX

9M 2014 Pro-forma

Renewables Power Corporate 9M 2015

9M 2015 GROUP EBITDA

Growth mainly driven by Renewables

• (1) Equity consideration for two wind projects in Poland currently under construction (ca. €7mn), plus acquisition of wind farms in France (63.4MW) from Macquarie European Infrastructure Fund for ca. €70mn
• (2) It includes ca. €100mn of taxes mainly related to ISAB Energy disposal, which took place on June 30, 2014

Appendix

9M AND 3Q 2015 RESULTS

9M 2015	9M 2014 Pro-forma	Euro millions	3Q 2015	3Q 2014 Pro-forma
713	788	Adjusted Revenues	216	258
264	263	RC EBITDA Adjusted	66	80
202	201	- Renewables	45	52
78	80	- Power	27	33
(16)	(19)	- Corporate	(6)	(5)

9M 2015	9M 2014		3Q 2015	3Q 2014
1,446	1,341	Installed capacity (end-period, MW)	1,446	1,341
		of which:
1,087	1,087	- Italy	1,087	1,087
86	86	- Germany	86	86
128	64	- France	128	64
27	27	- Bulgaria (1)	27	27
77	77	- Romania (1)	77	77
42	n.a	- Poland (2)	42	n.a
2,011	1,948	Electricity Production (GWh)	528	542
		of which:
1,542	1,570	- Italy	361	443
111	102	- Germany	29	25
128	90	- France	57	18
58	45	- Bulgaria (1)	14	14
146	141	- Romania (1)	42	43
26	n.a.	- Poland (2)	25	n.a.

RENEWABLES: KEY FIGURES (1/2)

(1) ERG 's stake = 50%

(2) Production in Poland started in July 2015

9M 2015	9M 2014	Euro millions	3Q 2015	3Q 2014
		RC EBITDA:
174	178	Italy	36	47
8	8	Germany	2	1
8	6	France	3	1
11	10	LUKERG (1)	3	3
		of which:
4	3	- Bulgaria (1)	1	1
7	7	- Romania (1)	1	2
1	n.a.	Poland (2)	1	n.a.
202	201	Total RC EBITDA	45	52
(99)	(97)	Depreciation	(33)	(32)
103	104	RC EBIT	12	19

RENEWABLES: KEY FIGURES (2/2)

(1) ERG 's stake = 50%

(2) Production in Poland started in July 2015

ERG POWER: KEY FIGURES

9M 2015	9M 2014	Euro millions	3Q 2015	3Q 2014
1,935	1,921	Electricity Production (GWh)	724	736
78	80	RC EBITDA	27	33
(22)	(22)	Depreciation	(7)	(7)
56	59	RC EBIT	19	26

9M 2015(2)	9M 2014 Pro-forma	Euro millions	3Q 2015 (2)	3Q 2014 Pro-forma
62	29	Renewables(1)	15	16
5	9	Power	2	3
1	2	Corporate	0	1
69	40	Adjusted Total	17	21

INVESTMENTS

(1) Renewables adjusted for LUKERG Renew (50%).

(2) Investments do not include wind acquisition in France (63.4MW) from Macquarie European Infrastructure Fund for ca. €70mn.