ERG — Investor Presentation 2024

Sep 9, 2024

EURONEXT SUSTAINABILITY WEEK 2024

10 September 2024

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

• ❑ ERG as a pioneer in the Energy Transition
• ❑ A best-in-class Governance Model
• ❑ ERG Tomorrow
• ❑ 2024 Guidance & 2024-2026 BP Key Figures
• ❑ ESG as a concrete and substantial Choice

ERG AS A PIONEER IN THE ENERGY TRANSITION

GROUP'S STRUCTURE AND TOP MANAGEMENT

(1) Data as at May 23, 2024

Top Management

Luca Bragoli Regulatory & Public Affairs

Giorgio Coraggioso Human Capital & ICT

Corrado Bosio Corporate Strategy & Mergers & Acquisitions

Edoardo Garrone Chairman of the Board Alessandro Garrone Executive Vice President in charge of Internal Control and Risk Management System

Paolo Merli CEO

Giovanni Mondini Vice President

Emanuela Delucchi ESG, IR & Communication

Andrea Navarra Corporate & Legal Affairs

Michele Pedemonte Administration, Finance, Control & Procurement

On October 17 ERG sells the CCGT, becoming a pure renewable player.

ERG starts up the first two repowered wind farms in Sicily, and increases its solar assets in Spain (+149MW).

2023

Wind: ERG enters the Sweden market, and starts operation in U.K.. At year-end installed wind capacity

On August 2, ERG signs

an agreement with ENEL for the sale of ERG Hydro S.r.l.(1)

.

With the acquisition of Andromeda assets (51MW), ERG increases up to 141MW.

ERG enters the

Definitive exit from Oil with the sale of

TotalERG.

Wind: ERG grows (+86MW) in France and Germany.

2019

ERG enters the solar market and Spain (92MW)(2)

in France (79MW) .

2020

ERG enters the solar market in Germany: co-development agreement with AREAM (600MW).

2021

Wind: ERG acquires 172MW in Italy, and starts up ~230MW in Europe.

With a 35% share in SQ Renewables SpA, IFM NZFI becomes ERG's indirect shareholder, alongside Garrone-Mondini Family.

in Europe is 2,198MW.

its PV total capacity

in the United Kingdom with a 47.5MW project. At the end of 2016, installed wind capacity is 1,720MW.

ERG enters the wind market

2013

ERG is the leading wind operator in Italy (1,087MW) and among the top ten in Europe (1,340MW), and acquires a company for wind farm O&M activities.

ERG transfers the ISAB Energy plant and the fuel network of ERG Oil Sicily.

ERG completes its exit

from refining.

2014

2018

Wind: ERG continues its growth (+146MW)

in France and Poland.

2016

A LONG HISTORY…

Production commences at the San Quirico Refinery in Genoa.

Edoardo Garrone founds ERG in Genoa.

in Priolo.

1975

1997

The ERG share is listed on the Stock Exchange.

from refinement.

Through ISAB Energy, ERG starts producing and selling electricity from gasification of the heavy residues

2000

2006

2008

TotalERG is established, a joint venture for the sale of oil products.

2010

ERG Power's combined cycle power plant (480MW) fuelled by natural gas enters operation.

ERG enters the renewables sector with the acquisition of EnerTAD.

(1) The closing for the sale of the Hydro portfolio to Enel took place on January 3, 2022

(2) The closing of the solar acquisition in Spain (92MW) took place on January 31, 2022

6

COMPLETION OF OUR ENERGY TRANSITION

TOP TIER ESG RECOGNITION

ERG best-in-class in ESG: 28th worldwide and 1st in Italy in the Corporate Knights Global 100

ERG AS OF TODAY: A SOLID AND INTERNATIONAL PLATFORM

EXECUTION WELL ON TRACK

A secured and international mix of organic projects and M&A

(1) Mineo-Militello-Vizzini (50.9MW on a differential basis; gross capacity post-repowering = 101MW) entered into operation on April 24, 2024 after completion of repowering activities

(2) Closing on April 24, 2024

(3) Limousin 1 (Saint Maurice La Clouère, 9.2MW) wind farm, entered into operation on July 24, 2024, and Bourgogne 1 (Moulins du Bois, 32.4MW) wind farm, entered into operation on August 20, 2024

(4) Of which, Wind: Salemi-Castelvetrano + Reinsdorf (50.4MW + 3MW on a differential basis; gross capacity post-repowering = 76MW + 6MW), and Solar: Siena (gross capacity post-repowering = 29MW)

BUILDING UP A LARGER AND WELL DIVERSIFIED PORTFOLIO IN EUROPE

~170MW(1) currently under construction ~500MW(2) of further projects fully authorized

Adding visibility to our growth prospects in IT, FR, UK and DE. First move in Storage

A PLATFORM OF PPA WITH TIER 1 OFF-TAKERS TO STABILIZE REVENUES

Country & Asset Type			Plants & Capacity	Price Structure	Tenor / Start Date	Counterparty	Volume
		Greenfield	Evishagaran / Craiggore tot. 70MW	Fixed Price	6 years Jan '22		~250GWh/Y Pay as Produced
		Asset Based FiP expired	Bois Bigot, Bois de l'Arche/Theta PTF 72MW	Fixed Price	5 years Sept – Dec '21		~150GWh/Y Pay as Produced
		Greenfield	Mulligan 70W	Fixed Price	12 years Jan '23		~Avg. 133GWh/Y Fixed Shape
		Greenfield	Great Pathfinder 224W	Fixed Price	12 years Apr '23		~831GWh/Y Pay as produced
		Greenfield	Sandy Knowe / Creag Riabhach tot. 179W	Fixed Price	10 years Jan '23		~400GWh/Y Baseload
		Greenfield	Garnacha 149MW	Discount to Mkt with Floor	12 years from COD (exp. Apr '24)		~190GWh/Y Pay as Produced
		Repowering	Partinico-Monreale 42MW	Fixed Price	12 years Jan '23		~70GWh/Y Baseload
		Greenfield	Chaume Solar 29MW	Fixed Price	15 years Jan '25		~35GWh/Y Pay as Produced
		Asset Based FiP expired	Wind Portafolio 160MW equiv.	Collar Structure	9 years Jan '23		~420GWh/Y Baseload + ~120GWh/Y Pay as Produced
		Repowering	Camporeale + Mineo-Militello- Vizzini tot. 150MW	Fixed Price	15 years Jan '24		~260GWh/Y Baseload
		Greenfield	Roccapalumba 47MW	Fixed Price	20 years from COD (exp. Apr '24)		~100GWh/Y Pay as Produced

TOT: ~2.9TWh/Y(1)

Pro-active route to market approach through volatile years

A BEST-IN-CLASS GOVERNANCE MODEL

A BEST-IN-CLASS GOVERNANCE MODEL

ESG GOVERNANCE MODEL

ESG, IR & Communication

ESG Duties:

• drawing up the ESG Strategic Plan and the external communication strategy and to the financial market;
• managing the ESG rating processes;
• drawing up the ESG initiative plan, in coordination with the departments of the Group involved, ensuring its implementation and periodically monitoring the achievement of the predetermined targets;
• ensuring the drafting of the NFS.

Control, Risk and Sustainability Committee

A renewed Control, Risk and Sustainability Committee, appointed by the Board of Directors on 23 April 2024, that is responsible to support the Board in its decisions about:

• the approval of the ESG LT strategy and its implementation;
• the approval of the Non-Financial Statement (NFS);
• the supervision of all the sustainability topics (e.g. Climate Change; D&I; Governance)

ESG Committee(1)

Composed by: Chairman; Executive Deputy Chairman; CEO; CFO; Top management. Duties:

• defines the Group's guidelines on medium to long-term sustainability and promotes the implementation of consistent practices and projects in the field of corporate social responsibility;
• approves the ESG Plan as part of the Group's Business Plan, monitors the execution, the achievement of the targets and the priority areas of intervention;
• manages the preparation and dissemination of the NFS and other reporting methods related to ESG issues.

Our Principles:

• ✓ Code of Ethics
• ✓ Sustainability policy
• ✓ Human rights policy
• ✓ D&I Policy
• ✓ Gender Equality Policy

OUR SUSTAINABILITY POLICIES

In 2023, ERG adopted three new policies:

• The "Code of Ethics" was renewed in December 2023, following the completion of the transformation process into a Pure Wind and solar operator.
• The "Gender Equality Policy" was established as an executive document of the Diversity and Inclusion Policy.
• The "Policy for the management of dialogue with Stakeholders" aims to regulate the dialogue with all stakeholders.

AN ADVANCED SYSTEM OF REWARD POLICY, SUCCESSION AND CAREER PLANNING

Rewarding Policy:

• A remuneration system for CEO to enhance correlation with strategy execution and share performance

• An enlarged LTI system based on:
  • ➢ Share Price (60%)
  • ➢ ESG (20%)
  • ➢ Economic/Financial (20%)
• •MBO: Short-Term objectives linked to EBT(1) (50%), MW growth (30%) and ESG targets (20%)
• 100% of management committed to ESG 2024-2026 strategy

Approved in the Annual General Meeting for the Rewarding policy 2024

REWARDING POLICY - ESG TARGET (MBO / LTI)

Weight objective	Weight indcator	Pillars		2024 Target - MBO System
	20%	Planet		10%	Circular Wind: Repowering recovery of materials and/or energy
				10%	Circular Solar: Revamping recovery of materials and/or energy
	20%	Engagement		10%	ERG Academy for Next Generation: number of youngsters involved in training programmes on sustainability and renewables (at least in 4 countries)
20% CEO					10% Social Purpose for Solar Revamping (number of projects carried out)
10% KM (1)	50%	People		40%	Predictive safety HSE: No fatalities e rispetto degli indici di Frequenza [interni + contractors] : generale [IF] e di gravità [IFSev]
				10%	Incidence of women in workforce increase
	10%	Governance		10%	Number of projects implemented: 1) Internal implementation of the CSRD 2) Percentage increase of suppliers monitoring their carbon footprint (+2% vs 44% baseline in 2023) 3) Sustainable Procurement: Average supplier scoring (≥ 64 points)

Weight indcator	Pillars		2024-2026 Target - LTI System
20%	Planet		Target Net Zero: % Green Energy on Total consumption increase (Scope 2)
20%	Engagement		Rating S&P CSA increase
50%	People		Predictive safety HSE: No fatalities e rispetto degli indici di Frequenza [interni + contractors] : generale [IF] 40% e di gravità [IFSev]
			Incidence of Key leader women on total Key Leader 10% increase (%)
10%	Governance		Sustainable Funding: Incidence of sustainable funding on total funding increase (%)

100% of management committed to ESG Strategy

(1) Persons who hold the functions/offices indicated in Annex 1 to the current ERG Group Procedure for transactions with related parties (with the exception of the members of the BoD and the Board of Statutory Auditors of ERG S.p.A.)

ERG TOMORROW

ERG'S 2024-2026 PLAN: VALUE OVER VOLUME

ERG'S new targets to 2026

Selective growth Ca. 4.5GW (+1.2GW) installed Capacity in 2026 (> 5.0GW in 2028) pursued via a cherry-picking approach from our Pipeline and/or M&A

Investments/EBITDA CAPEX: €1.2bn 2024-2026; EBITDA: €600-€650mn @2026

Route to market Confirmed target 85%-90% regulated on total EBITDA through CFD & PPA

Value creation Unlevered IRR targeted 200-400bps over WACC

~10 countries in 2024: Selective Prioritization of geographies Assessing asset rotation opportunities Targeting 0.5-0.7GW in the US

Storage, hybridization & digitilisation Storage and hybridization under development to increase Asset PTF Flexibility Digitalization to optimize the performance of assets

ESG Leveraging on ESG 2021-2023 track record to pursue new targets in all the pillars

Enhanced Shareholder Remuneration Annual shareholder remuneration with a floor at €1ps as dividend and a cap at €1.3ps based on yearly performance and perspectives (upside payable also through buyback)

Geographical diversification

PURSUING GROWTH WITH A "VALUE OVER VOLUME" APPROACH

Value over Volume strategy based on a stricter financial discipline M&A still a selective and flexible option to accelerate growth

A FLEXIBLE AND SELECTIVE APPROACH TO GROWTH

• Focus on key core countries to consolidate ERG's presence
• Supportive regulatory framework as a key driver
• US as a priority with a "learn & grow" approach
• Assessing asset rotation opportunities

M&A/Asset rotation as option to accelerate growth, optimizing geo-footprint and enhance returns

OUR REPOWERING PROJECTS IN EUROPE ARE GAINING VISIBILITY

23 A solid pipeline in Repowering to be activated opportunistically based on market dynamics

FIRST STEP IN STORAGE AND HYBRIDIZATION TO INCREASE ASSET PTF FLEXIBILITY

Leveraging on ERG's >200MW pipeline in storage

• Building a Pipeline >200MW in batteries in Italy, Spain, France and UK
• Regulatory framework for batteries still evolving
• First Italian project under construction in Sicily

Pilot Project Vicari(1) Key Data:
Project	ERG - Base Case
Power (MW)	12.5
Capacity (MWh)	50
Duration (h)	4
COD	2025

>150MW of Hybridization Pipeline in Italy

• Building a pipeline >150MW of hybridization in Italy
• Solar hybridization of wind assets leads to a 50% rise in load factor
• Leveraging on existing grid infrastructure
• Pilot project under development at Palazzo San Gervasio wind farm (34MW)

Storage and hybridization complementary for RES development

2024 GUIDANCE & 2024-2026 BP KEY FIGURES

CONFIRMING 2024 GUIDANCE

(1) EBITDA guidance net of clawbacks. It includes IFRS 16 effect for €15mn

(2) It does not include IFRS16 liability, amounting respectively to €213mn (actual 1H 2024) and ~€210mn (2024 guidance) 26

ERG IS AIMING AT CREATING VALUE IN A COMPLEX SCENARIO

• ❑ Targeting 200-400bps over WACC
• ❑ Visible growth
• ❑ Solid pipeline underpinning the target
• ❑ Assessing asset rotation to maximise value

❑ EBITDA range at €600-650mn

• •Still 85%-90% quasi regulated, to face volatility
• Evolving towards a more international business model
• Financial Policy ❑ Further room for re-leverage and accelerate growth
  • ❑ Maintaining an IG rating ❑ Competitive cost of financing

❑ Annual shareholder remuneration with a floor at €1ps as dividend and a cap at €1.3ps based on yearly performance and perspectives, with upside payable also through buyback

ESG AS A CONCRETE AND SUBSTANTIAL CHOICE

A NEW APPROACH TO ESG AS OF 2021

ESG, IR & Communication directly reporting to CEO in place as of 2021 focused on ESG Strategy & Reporting

Governance Best in class with Board Committee and Managerial Committee overseeing the ESG strategy and achievements

ESG Plan developed internally and embedded in ERG's Business Strategy

Remuneration Scheme: variable incentive (Short-Term and Long-Term) linked to ESG Targets

Decarbonization path certified by Science Based Target initiative (@2021 Carbon Neutrality; @2023 Net Zero)

Adopting Best Practices on Climate Change and Impact Assessment (e.g. TCFD framework and Analysis on Wind Assets)

Top Tier in Main ESG Rating, increased number of ESG Index from 2 in 2020 to 29 in 2024 (e.g. S&P Clean Energy Index)

ESG STRATEGY 2024-2028

WITH SDGs AT THE CORE

ERG STRATEGY IN PLANET

32 (1) Green Company Cars = 100% Electric or Plug-in. O&M and 4 Wheel cars are excluded (2) Turnover greater than €1mn

SUSTAINABLE SUPPLY CHAIN

STRATEGY FOR THE "NATURAL CAPITAL" PRESERVATION

PRIORITIES High Priority High Priority Medium Priority Low Priority

Note:

No negative impact of areas subject to new installations developed internally by ERG, implementing remedial actions for reducing the impact to "Low / Negligible"

No net deforestation of areas subject to new installations developed internally by ERG, replanting flora if alternative solutions cannot be found

Biodiversity Impact Assessment in based on the local requirements in accordance with the EU directive (2014/52/EU);

TNFD: Taskforce on Nature-related Financial Disclosures

SOCIAL PURPOSE FOR SOLAR REVAMPING

Multi-year project, fully integrated in the ERG's ESG Plan, which envisages the reuse of PV modules in new plants on behalf of the NGOs with "Social Value Purpose"

• ✓ To support the energy transition through concrete actions of circular economy
• ✓ To give a second-life to used PV modules subject to revamping

• ✓ To have a significant social impact, supporting the NGOs
• ✓ Guaranteeing essential rights (e.g. health, education)
• ✓ Accelerating the economic/social development of the local communities

• ✓ A multi-stakeholder approach, leveraging on collaboration with other industrial entities
• ✓ Several partners are involved (e.g. in-land and maritime logistic, designer, supplier of main components)

SHARING VALUE FOR COMMUNITIES

OUR PATH FOR AN INCLUSIVE AND CULTURAL EVOLUTION

ERG'S DIVERSITY & INCLUSION JOURNEY

	2019	2020	2021	2022	2023
	AWARENESS	CHANGE DESIGN FOR	D&I A KEY ELEMENT	IMPLEMENTATION	PEOPLE AND PARTNERSHIP
		CULTURE AND PROCESSES	OF OUR ESG PLAN	OF OUR ESG PLAN	PROCESSES UPDATE
S E U S S Y I E K	• Endorsement of Valore D Definition of guidelines and • involvement of ERG People Survey on D&I aimed at all ✓ ERG People ✓ "Valore D" Inclusion Impact Index as the basis for defining KPI	• Human Capital Committee: monitoring KPIs • Gender Equality Assessment Involvement of People • Managers Training course: ✓ - inclusive leadership - inclusive language - unconscious bias	• Increase of women on the BoD from 33% to 42% • D&I targets in the short- and lng-term Incentive System • Training Our survey •	• Update of ESG Plan Cultural development through • social learning mentorship programmes ✓ ✓ launch of Bias Detectors Collaboration with socially • engaged stakeholders (Dynamo Camp, Mus-e) • Agreement on remote working	• Creation of D&I Working Group People Processes Update • • ESG Plan Update • Code of Ethis update Partnership with other • stakeholders ✓ mentorship programmes launch of Bias Detectors ✓ • Agreement parenting and caregivers
S E N O T S E L MI	Launch of "The Power of Diversity" Project	Experimental period of remote work (before the pandemic)	D&I Policy	Inclusion in Bloomberg Gender Equality Index Adoption of Women's Empowerment Principles Policy for the Prevention of Violence, Harassment and Bullying	Gender Equality Policy

In 1H 2024 ERG has obtained the Italian Certification for Gender Equality (Uni PdR 125:2022)

ESG CERTIFICATIONS @2028

Empowerment Principles

ERG PERFECTLY ALIGNED WITH EU GREEN TAXONOMY

FINANCIALS & CAPITAL STRUCTURE

EBITDA EVOLUTION IN THE PLAN PERIOD

Still a solid, visible and secured EBITDA

A SOLID FINANCIAL STRUCTURE

Gross debt at 30/06/2024

Repayment Schedule based on stock as of June 2024 (€ bn)

A strong and efficient balance sheet to support growth and a sustainable dividend policy

June 2024 Issuer Default Rating: BBB- Stable

and contracted clean onshore

Note: figures do not include the €500mn 6yrs fixed-rate Green Bond settled on July 2024

STILL HEADROOM TO CREATE VALUE…

Net debt & leverage over BP horizon

Still head-room to re-leverage with commitment to remaining Investment Grade rated

(1) It does not include IFRS 16 liability, amounting respectively to €172mn (FY 2023), ~€210mn (2024 guidance) and ~€200mn (2026 BP)

(2) As per 2024 guidance

(3) Annual All-in-cost: Rate + Credit Spread

(4) Annual Average

A NEW SUCCESSFUL GREEN BOND ISSUANCE

• On June 26 ERG issued its 4th Green Bond (settled on July 3, 2024)
• Very well received by the market: demand peaking >5x
• Significant participation of international investors and national institutions

Ahead of its 2025 maturity, the new GB:

• ➢ extends debt avg. duration
• ➢ fits the new maturity schedule

The issuance, due to:

• ➢ ERG high credit standing and supporting demand
• ➢ pre-hedging at very competitive conditions
• ➢ secured generous remuneration on proceeds temporarily placed
• ➢ green format

is consistent with targets of competitive cost of debt and Sustainable Sources >90%

INSPIRING CHANGE TO POWER THE FUTURE