ERG — Investor Presentation 2015

Mar 23, 2016

FOURTH QUARTER 2015 RESULTS

23 MARCH 2016

LUCA BETTONTE, CEO

FOURTH QUARTER 2015 RESULTS

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

4Q 2015 Highlights

• ✓ Key Figures
• ✓ Group Diversification
• ✓ Recent Developments
• Results Review
• ✓ Business Environment
• ✓ 4Q 2015 Group EBITDA
• ✓ Results by Segments
• Key Financials
• ✓ Profit & Loss
• ✓ Investments
• ✓ Cash Flow Statement
• 2016 Guidance and Conclusions
• Appendix

HIGHLIGHTS: KEY FIGURES

Strong set of results despite low wind availability in Italy

Highlights

HIGHLIGHTS: KEY FIGURES VS. GUIDANCE

EBITDA:

• ✓Much lower wind conditions in Italy in December
• ✓Contribution of ERG Hydro as of 1.1.2016
• ✓Cost cutting at corporate level

CAPEX:

✓Lower CAPEX due to postponement of acquisition of wind assets in France and Germany from Impax Asset Management(1) (closing took place on February 2, 2016)

NFP:

✓Lower NFP due to postponement of closing of Impax acquisition ✓Higher cash generation

Operating performance in line but lower debt

(1) ERG Renew acquisition from IMPAX Asset Management of 206MW already in exercise (124MW in France and 82MW in Germany) for an E.V. of €297mn; transaction also includes two companies providing operational and technical assistance to almost 800MW in France, Germany and Poland

Highlights

GROUP DIVERSIFICATION

Acquisition of Impax wind assets in France and Germany took place on February 2, 2016 (consolidated as of 1.1.2016)

FIRST IMPORTANT MOVE IN THE UK

Deal Description:

• ERG Renew has acquired from TCI Renewables a 100% equity interest in Brockaghboy, a ready-to-build wind project in Northern Ireland Simboli
• Expected capacity: 45MW
• Load factor: 3,300heq
• Construction will start in 2Q 2016, and the plant will be up and running by end of 1Q 2017
• Total CAPEX at around 60mn GBP (ca. €80mn)
• Project will be accredited under the current incentive mechanism (NIRO)

Strategic Rationale:

• ERG Renew will enter UK wind market in advance vs. the 2015-2018 Business Plan
• Contractual scheme leveraging on ERG Renew industrial skills and providing with flexibility to maximise value creation
• Favorable incentive scheme implying a higher than expected profitability
• Very favourable wind conditions

Other ML term development in the UK:

• ERG Renew has also a co-development agreement for ca. 150MW of pipeline at different stages and mainly expected to be installed beyond Business Plan period

RESULTS REVIEW

PAOLO MERLI, CFO

BUSINESS ENVIRONMENT

(1) It is worth noting that in 4Q 2015 our plants in Bulgaria exceeded threshold of production, and therefore they sold electricity in the Dispatching Market, thus receiving prices lower than feed-in

Results Review

4Q 2015 GROUP EBITDA

Lower wind more than offset by Programmable and lower corporate costs

Results Review

ENERGY PORTFOLIO

2014 vs 2015 (TWh)

4Q 2014 vs 4Q 2015 (TWh)

A new enlarged and diversified electricity portfolio

NON-PROGRAMMABLE RESULTS

Worse wind conditions in Italy

(1) LUKERG: ERG 's stake = 50% in Bulgaria and Romania. As of December 23, 2015 LUKERG asset split became effective. From 1.1.2016 ERG Renew will own Tcherga and Hrabrovo wind farms in Bulgaria, and Gebeleisis wind farm in Romania.

Results Review

PROGRAMMABLE RESULTS

Solid set of results

ADJUSTED INVESTMENTS

TOTALERG: KEY FIGURES(1)

2015	2014	Euro millions	4Q 2015	4Q 2014
144	93	Adjusted RC EBITDA	29	35
119	108	- Marketing	27	39
25	(16)	- Refining & Logistics	2	(4)
(82)	(87)	Adjusted Depreciation	(19)	(22)
61	6	Adjusted RC EBIT	10	12
24	(10)	Adjusted Net Profit	2	7
65	66	Investments	27	23
294	252	NFP	294	252
10.6%	10.6%	TOTALERG retail market share	10.9%	10.6%

KEY FINANCIALS

PRO-FORMA REPLACEMENT COST P&L

2015	2014 pro-forma	Euro millions	4Q 2015	4Q 2014 pro-forma
350	343	RC Adjusted EBITDA	86	80
(171)	(168)	Amortization and depreciation	(48)	(47)
179	175	RC Adjusted EBIT	38	33
(63)	(62)	Net financial income (expenses)	(18)	(19)
13	(5)	Net income (loss) from equity investments	2	3
129	108	RC Results before taxes	22	17
(30)	(45)	Income taxes	(1)	(11)
99	63	RC Results for the period	21	6
(3)	(3)	Minority interests	(0)	0
96	60	RC Net profit	20	6
23%	42%	Tax Rate	4%	65%

Note: figures based on NO GAAP measures

(1) Equity consideration for Hydro Acquisition (€948mn), acquisition of wind farms in France (63.4MW) from Macquarie European Infrastructure Fund for ca. €70mn, Lukerg asset split for about €27mn, two wind projects in Poland now up and running (ca. €7mn), plus extraordinary taxes related to ISAB Energy disposal (€80mn)

2016 GUIDANCE AND CONCLUSIONS

LUCA BETTONTE, CEO

2016 GUIDANCE

EBITDA:

✓Business Plan guidance for 2016 confirmed at €440mn

CAPEX:

✓Guidance raised to €400mn to include Impax wind acquisition and anticipation of CAPEX in the UK

NFP:

• ✓Guidance increased to €1.73bn to include UK CAPEX and special dividend of €0.5 per share
• ✓Bridge loan (€350mn) has been re-financed during 1Q 2016

APPENDIX

2015 GROUP EBITDA

Growth mainly driven by Non-programmable and lower corporate costs

(1) Equity consideration for Hydro Acquisition (€948mn) and Lukerg asset split for about €27mn

2015 AND 4Q 2015 RESULTS

(19)	(24)	- Corporate	(3)	(6)
8	0	- Hydro	8	0
107	100	- Thermo	29	19
		of which:
115	100	- Programmable	37	19
254	267	- Non-Programmable	52	66
350	343	RC EBITDA Adjusted	86	80
944	1,021	Adjusted Revenues	231	233
2015	2014 Pro-forma	Euro millions	4Q 2015	4Q 2014 Pro-forma

NON-PROGRAMMABLE: KEY FIGURES (1/2)

2015	2014		4Q 2015	4Q 2014
1,507	1,341	Installed capacity (end-period, MW)	1,507	1,341
		of which:
1,087	1,087	- Italy	1,087	1,087
128	64	- France	128	64
86	86	- Germany	86	86
82	n.a.	- Poland (1)	82	n.a.
70	77	- Romania (2)	70	77
54	27	- Bulgaria (2)	54	27
2,614	2,580	Electricity Production (GWh)	604	632
		of which:
1,910	2,051	- Italy	368	481
206	122	- France	78	32
156	144	- Germany	45	41
68	n.a.	- Poland (1)	42	n.a.
201	196	- Romania (2)	55	55
74	67	- Bulgaria (2)	16	22

(1) Production in Poland started in July 2015 (2) ERG 's stake = 50%

NON-PROGRAMMABLE: KEY FIGURES (2/2)

2015	2014	Euro millions	4Q 2015	4Q 2014
		RC EBITDA:
213	233	Italy	39	56
13	8	France	5	2
12	12	Germany	4	4
4	n.a.	Poland (1)	2	n.a.
12	14	LUKERG (2)	2	4
		of which:
8	10	- Romania (2)	2	3
4	4	- Bulgaria (2)	0	1
254	267	Total RC EBITDA	52	66
(134)	(137)	Depreciation	(35)	(39)
120	130	RC EBIT	17	27

ERG POWER: KEY FIGURES

2015	2014 Pro-forma	Euro millions	4Q 2015	4Q 2014 Pro-forma
2,632	2,623	Electricity Production (GWh)	698	702
107	100	RC EBITDA	29	19
(30)	(29)	Depreciation	(8)	(7)
77	71	RC EBIT	21	12

Appendix

27

ERG HYDRO: KEY FIGURES

2015	2014 Pro-forma	Euro millions	4Q 2015	4Q 2014 Pro-forma
84	0	Electricity Production (GWh)	84	0
8	0	RC EBITDA	8	0
(5)	0	Depreciation	(5)	0
3	0	RC EBIT	3	0

INVESTMENTS

2015	2014 Pro-forma	Euro millions	4Q 2015	4Q 2014 Pro-forma
200	38	Non-Programmable	60	9
956	13	Programmable	951	4
		of which:
9	13	- Thermo	3	4
948	0	- Hydro (1)	948	0
2	3	Corporate	1	1
1,158	53	Adjusted Total	1,012	13