presentation of the q3 2014 results

Presentation of the Q3 2014 Results

Bucharest, 18 November 2014

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Disclaimer

This document has been prepared by DFEE Electrica (the “Company”). The information herein has not been independently verified, nor does the Company make any representation or

warranty, either express or implied, in relation to the accuracy, completeness or reliability of such information. No responsibility or liability (express or implied) is accepted for any errors,

omissions or misstatements by the Company herein except in the case of fraud or any other liability which cannot lawfully be excluded.

Any opinions expressed in this material are subject to change without notice and may differ or be contrary to opinions expressed by other business areas or groups of the members of the

Company as a result of using different assumptions and criteria. Neither the Company, nor any of its affiliates, directors, officers, employees or agents accepts any liability for any loss or

damage arising out of the use of any part of this material.

The recipients of this presentation acknowledge that the Company is a publicly traded company, listed on the Bucharest Stock Exchange and London Stock Exchange, subject to the

Romanian and UK legal provisions regarding capital markets and listed companies, including without limitation provisions regulating the obligations of disclosure of inside information, as

well as prohibitions of insider dealing and market abuse. This presentation is intended to be based on or derived from information generally available to the public. However, by

participating to the presentation, the recipients hereby represent that some or all of the information comprised in the presentation may be considered inside information (as such term is

referred to, among others, in the Romanian Capital Markets Law No. 297/2004 as “informatie privilegiata”) and/or price sensitive information and/or material non public information relating

to the shares issued by the Company and that accordingly provisions of applicable securities laws may restrict or prohibit the use and/or disclosure of such information.

This presentation may contain forward-looking statements. Any forward-looking information is based upon certain assumptions about future events or conditions and is intended only to

illustrate hypothetical results under those assumptions (not all of which are specified herein or can be ascertained at this time). The Company does not undertake any obligation to update

these forward-looking statements for events or circumstances that occur subsequent to the date hereof. Any information or opinion expressed herein is subject to change without notice.

Nothing contained herein is, or shall be relied upon as, a promise or representation as to the past or future and the Company is under no obligation to update or keep current the

information contained herein.

The information in this document has been prepared solely for background information in connection with the preparation of an analyst presentation in connection with the H1 financial

resultsof the Company. This document is for distribution only under such circumstances as may be permitted by applicable law, is to be treated in the strictest confidence and is not to be

disclosed directly or indirectly to any third party or relied upon by them. The information in this document is not to be reproduced in whole or in part, nor used for any purpose except as

expressly authorised by the Company. The information in this document does not constitute as a solicitation or offer to sell or purchase any securities. Neither the receipt of the

presentation, nor any information contained herein or provided subsequently - whether communicated in written, electronic or oral form - in connection with presentation constitutes, or

shall be relied upon as constituting, the giving of investment advice by the Company.

.

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Presenting Management Team

CEO of Electrica since May 2012

Previously CEO of Electrica Distributie Transilvania Sud (2007–2012) and Electrica

Transilvania Sud (2004–2007); the latter was the distribution and supply company for the

Transilvania Sud region

Joined the predecessor of Electrica in 1991. Assumed various roles and increasing

responsibilities, with exposure on both distribution and supply

PhD in Electrical Engineering from the Transylvania University of Brasov; Post-graduate

Professional Diploma in Management from the The Open University UK; Graduated in

Electromechanics and Electroenergetics from the Transylvania University of Brasov

Ioan Rosca

CEO

In the current position since Feb 2014

Joined Electrica in June 2013 as Deputy CFO & Head of Corporate Affairs

Previously worked for BRD Corporate Finance (part of Groupe Societe Generale); 8 years

experience in Corporate and Investment Banking, executing a broad range of advisory and M&A

mandates in both energy generation, distribution and trading

Graduated in Business Administration from the Bucharest Academy of Economic Studies and

holds a Masters in Finance and Controlling from Université d'Orléans

Alexandra Borislavschi

Managing Director of Corporate Finance and Governance

Joined Electrica in September 2013 as Head of Privatisation

2007–2013 VP of Operations of a US IT company and CEO of its Romanian Branch

(was responsable for client relations, compliance and account management, coordinating

clients, suppliers and subordinates in more than 30 countries)

2005–2007 account manager and software localisation project manager in US

2002–2004 head of accounting and HR for the German branch of a Romanian construction

company

Graduated in Computer Science for Business from the Bucharest Academy of Economic

Studies

Raluca Bulumacu

Head of Investor Relations and Corporate Communication

Head of Management Reporting since March 2014

4.5 years experience in financial audit for KPMG

ACCA masters in progress

Graduated in Accounting and Information Systems from the Bucharest Academy of Economic

Studies

Madalina Rusu

Head of Management Reporting

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Main events in Q3 2014

4 July 2014 - Admission to trading on BSE and LSE

4 July 2014 - the new Articles of Incorporation entered into force

3 august 2014 - end of the stabilisation period

22 august 2014 - first GMS after IPO - election of the new Board of Directors’ members,

with a 4 year mandate and approval of the management agreement and remuneration

July-September - major steps were taken in implementing the Corporate Governance Action Plan, as it

was described in the IPO Prospectus, as well as the provisions of the EBRD framework agreement

Corporate

Governance

Electrica continued the strict monitoring and reduction of the costs, in order to achieve the targets

imposed by the regulator for the regulated activity, as well as to increase the efficiency in the competitive

area.

Multiple meetings and discussions with ANRE regarding the change in the methodology for establishing

the electricity distribution tariffs

Preparation of the updated investment plans for the 3 distribution operators in accordance with the IPO

prospectus and with the efficiency gains requested by the regulator

Publication for discussion of the draft for the updated methodology on ANRE’s website in September

ANRE Order nr. 112 for modifying the methodology was published on 27 October

Beginning of July a Government Decision for the exemption from payment of green certificates

for energy intensive consumers was published, which will enter into force on December 1st 2014.

September 1st CFR is no longer client of Electrica Furnizare

Electrica Furnizare concluded significant contracts with several large consumers, among which Metrorex

and Daewoo-Mangalia Heavy Industries

The price liberalisation calendar continued. Since July 1st EF has purchased 30% of the electricity for

regulated retail customers from the competitive whole sale market.

Core

Business

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Main events in Q3 2014 (continued)

5

The process of reducing the activity of the distressed subsidiaries was continued:

SE Moldova – all the personnel has been dismissed; auctions have been organised by the liquidator for

valorification of the assets

SE Dobrogea – all the personnel has been dismissed; auctions have been organised by the liquidator for

valorification of the assets

SE Banat entered bankruptcy procedure on 14 august 2014

SE Oltenia – the judicial administrator prepared a reorganization plan (submitted on November 5th)

Distressed

Subsidiaries

End of July 2014 – Electrica received an invitation to participate in the disposal process for Enel’s

distribution and supply assets in Romania

22 August 2014 – The ordinance preventing companies where the state owns more than 33% to acquire

stakes/shares in other companies was changed, enabling Electrica to analyse investment

opportunities/acquisitions

Electrica selected a consultant (JP Morgan in consortium with KPMG and CMS McKenna) to evaluate the

potential acquisition of Enel’s assets for sale

Investment

Opportunities



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IPO proceeds

Commissions paid to the Underwriter Syndicate : Success fee: 53.8mn RON, Fixed fee: 3.8mn RON. Commissions paid to the Romanian regulatory authorities for the

capital market: 4mn RON

7 July

T-bills: 58mn RON

Deposits: 311mn

RON

Total amounts

placed: 369mn RON

31 July

T-bills: 1mn RON

Total amounts

placed: 1mn RON

28 July

T-bills: 988mn RON

(reinvested from the

amounts cashed in

from T-bills expired)

Total amounts

placed: 988mn RON

Placements

7 August

T-bills: 17mn RON

Total amounts

placed: 17mn RON

4 July

T-bills: 1,224mn RON

Deposits: 258mn

RON

Total amounts

placed: 1,482 mn RON

Cashing from IPO: 4 July

Raiffeisen Bank – value of

shares: 1,556mn RON

Less amount held for

stabilization : 74mn RON

Received: 1,482mn RON

Cashing from IPO: 7 July

Citi Bank – value of GDR’s:

387mn RON

Less amount held for

stabilization: 19mn RON

Received: 368mn RON

Cashing of amounts not used by

the banks in the stabilization

process: 7 August

Raiffeisen Bank – 16.7mn RON

Received: 16.7mn RON

IPO

Proceeds

Inflows

Cashing of amounts not used by

the banks in the stabilization

process: 21 August

Citi Bank – 0.2mn RON

Received: 0.2mn RON

The Company’s strategy was to place the IPO money through the Underwriter banks, member of the Syndicate, in risk-free

titles and deposits, on short-term, until the new Board of Directors will be able to take medium long term decisions

6

1 October

Deposits: 201mn

RON

Total amounts

placed: 201mn RON

7 October

T-bills: 100mn RON

Deposits: 211mn

RON

Total amounts

placed: 311mn RON

27 October

T-bills: 685mn RON

Deposits: 721mn

RON

Total amounts

placed: 1,406mn RON

9 October

T-bills: 142mn RON

Deposits: 86mn RON

Total amounts

placed: 228mn RON

31 October

T-bills: 259mn RON

Total amounts

placed: 259mn RON

5 November

T-bills: 78mn RON

Total amounts

placed: 78mn RON

7 November

T-bills: 86mn RON

Total amounts

placed: 86mn RON



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I. Executive Summary

II. Distribution segment overview

III. Supply segment overview

IV. Financials

V. Corporate Governance

VI. Q&A

Contents

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Electrica at a glance

Market leader in distribution and supply of electricity in Romania

Electrica Group

Distribution: Owns 78% in three subsidiaries operating on the electricity distribution market on a

concession ending in 2054 (option to extend by 24.5 years) and 100% in a services subsidiary,

Electrica Serv (“ES”), supporting the distribution business

‒ Electrica Distributie Transilvania Nord (”EDTN”)

‒ Electrica Distributie Transilvania Sud (”EDTS”)

‒ Electrica Distributie Muntenia Nord (”EDMN”)

30 September 2014 Regulated asset base (RAB) of RON 4,121mn/ €934mn

Supply: Owns 78% in a subsidiary active in the electricity supply market, Electrica Furnizare (“EF”)

Businesses

Supply business serves 3.58mn consumers throughout Romania

Distribution business has 3.6mn users covering an area of 97,382 km2

Coverage/

Footprint

Q3 2014 Financials1

Revenues: RON 3,465mn (€786mn) a 10% decrease vs. Q3 2013

Adjusted EBITDA: RON 684mn (€155mn) a 8% rise compared to same period in 2013

Net Income: RON 306mn (€69mn) a 4% increase vs same period 2013 (after excluding the

participations transferred)

Net Debt/ (Cash): RON (2,188mn) (€(496mn))

Distributed c. 12TWh and supplied c. 6.8TWh on the retail market in the first 9 months of 2014

Key Statistics

Source: Company data.

1. 2014 Financials converted from RON to € using 30 September 2014 exchange rate of 4.4114 for balance sheet data and average rate of 4.41 for income statement data.

Executive summary

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EDTN

EDTS

EDMN

Electrica Significant Subsidiaries1

Source: Company data, ANRE.

1. Excluding Servicii Energetice Moldova, Muntenia, Oltenia, Dobrogea and Banat.

2. As of 30 September 2014. Consumer = Any natural person or legal entity that enters a contract to purchase electricity.

3. As of 30 September 2014. Market share is based on volumes.

4. As of 30 September 2014. Revenues and EBITDA as per the financial section.

5. As of 30 September 2014. User = Any producer, transmission system operator, distribution system operator, supplier, eligible consumer or captive consumer connected to the network.

Electrica Distributie

Transilvania Nord (EDTN)

1.2mn users5

Market share3 11%

Revenues4: RON 470mn

EBITDA4: RON 201mn


Transilvania Sud (EDTS)

1.1mn users5

Market share3 13%


EBITDA4: RON 179mn


Muntenia Nord (EDMN)

1.3mn users5

Market share3 15%


EBITDA4: RON 199mn

Electrica Furnizare (EF)

3.58mn consumers2

Market share3 22%

Revenues4: RON 3,066mn

EBITDA4: RON 189mn

Electrica Serv (ES)


EBITDA4: RON 17mn

78% 100% 22%

Distribution

Supply

EDTN

EDTS

EDMN

Executive summary

9



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15%

13%

11%

59%

EDMN

EDTS

EDTN

Others

Volumes Distributed in 2013 Volumes Supplied in 2013

Regulated Market Sales in 2013 Area Covered by Distribution Network

Distribution Supply

Leading Player in Distribution and Supply

Electrica: 39%

41 TWh1

Source: ANRE, Company data.

1. ANRE estimation.

22%

78%

Electrica

Others

43.8 TWh

12%

14%

15%

59%

EDMN

EDTS

EDTN

Others238,391 km2

36%

38%

13%

13% Electrica

Enel

E. ON

CEZ19.0 TWh

Electrica: 41%

Executive summary

10



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613 634

727 684

12% 16% 14%

20%

-50%

-40%

-30%

-20%

-10%

0%

10%

20%

30%

2012 Q3 2013 2013 Q3 2014

Summary Consolidated Financials

Strong Capital Structure: Net Cash Position

Net Debt2/(Cash) (RON mn)

Solid Net Income Generation Net Income (RON mn) and Net Income Margin (%)

Revenues Revenues (RON mn)

Strong Adjusted EBITDA Growth and Margin Performance Adjusted EBITDA (RON mn) and Adjusted EBITDA Margin (%)


1. Net profit negatively impacted by a 8.3 RON mn of income tax paid in connection to the E.on transaction (one-off)

2. Net debt is calculated as bank borrowings + bank overdrafts + financial leases + Financing of PP&E less cash and cash equivalents.

4,951

3,558

4,743

3,246

302

306

414

220

5,253

3,864

5,157

3,466

2012 Q3 2013 2013 Q3 2014

Revenues from Green Certificates Revenues (ex-Green Certificates)

(128) (298)

(2,188)

2012 2013 Q3 2014

Executive summary

1

11

169 294

251 306

247 47

63 0

416

341 314 306

3%

8% 5%

9%

2012 Q3 2013 2013 Q3 2014

NI Group NI Related to Equity Accounted Investments NI Margin



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IV. Financials


VI. Q&A

Agenda

12



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39% 39% 39%

Number of Users (‘000’s)

38% 39% 39%

Distribution Market Overview

Key Facts

Electricity distribution in Romania is currently controlled by eight

licensed electricity distribution companies

Each company is responsible for the exclusive distribution of

electricity within its licensed region, based on a concession

agreement with the Romanian State acting through the Ministry

of Economy

Electrica and Enel own three distribution companies each, while

CEZ and E.ON own the other two

Electrica is a leading player in the distribution sector, both in terms

of area and users covered

Romanian Electricity Distribution Map

Distributed Volume (TWh) Electrica Market Share


1. ANRE estimation.

EDTS

EDTN

EDMN

EDB

CEZ EDM EDD

EMD

3,483 3,490 3,519

5,367 5,410 5,450

8,850 8,900 8,969

2010 2011 2012

Electrica Rest of Market

16 16 16

26 25 25

42 42 411

2010 2011 2012

Electica Rest of Market

Market Overview

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Electrica Furnizare 22.0%

Enel 19.9%

E.ON Energie Romania 8.2% CEZ Vanzare 7.7%

Alro 6.9%

Tinmar Ind 4.8%

Others (<2.5%) 30.5%

Supply Market Overview

Key Facts

Supply market consists of Regulated and

Competitive segments

– The regulated segment comprises 5 companies,

integrated within the same group as the corresponding

distribution operators

– The competitive segment comprises 62 players, 54 of

which are relatively small (<4% market share)

Electrica is the largest supplier on both the regulated and the

competitive segments

Market Share All Users YTD December 2013

Share of Competitive Market YTD December 2013 Share of Regulated Market YTD December 2013

Source: ANRE.

43.8 TWh

Electrica Furnizare 36%

Enel Energie Total 38%

E.ON Energie Romania 13%

CEZ Vanzare 13%

19.0 TWh

Electrica Furnizare 11%

Tinmar Ind 8%

OMV Petrom 5%

Repower Furnizare Romania 5%

EFT Romania 5%

ArcelorMittal Galati 5%

E.ON Energie Romania 5%

Complexul Energetic Oltenia 4%

Others 40%

Alro 12%

24.8 TWh

Market Overview

14



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IV. Financials


VI. Q&A

Agenda

15



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Supply Distribution

The above split assumes that the negative EBITDA contributions for the Maintenance and Headquarter services are attributed proportionally to Supply and Distribution.

EBITDA Contribution

Distribution 73%

Supply 27%

Distribution segment overview EBITDA contribution

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Q3 2014 Regulated asset base (RAB) of RON 4,121mn

189,376 km of voltage lines (8,410 km HV; 45,775 km MV; 135,191 km LV) (H1 2014)

Area of operation: 97,996 km2, 40.8% of Romania’s territory (Q3 2014)

3.60 mn users (Q3 2014)

12 TWh of electricity distributed in Q3 2014 stable compared to LY

39% market share for distribution of electricity to end users in Q3 2014

First operator in Romania to embark on pilot programme to implement a smart

metering system

Key Financial Metrics

EBITDA (RON mn)

Net Income (RON mn)

Net Debt/(Net Cash)1

(RON mn)

Revenues (RON mn)


1. Net debt is calculated as bank borrowings + bank overdrafts + Financing for PP&E and financial leases less cash and cash equivalents.

Distribution Highlights

623 583 681

596

2012 Q3 2013 2013 Q3 2014

1,944

1,530

2,056

1,549

2012 Q3 2013 2013 Q3 2014

176 244 225 254

2012 Q3 2013 2013 Q3 2014

30

(139)

(74)

2012 2013 Q3 2014

Distribution segment overview

17

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46 46 56 52

2012 Q3 2013 2013 Q3 2014

197

169

220

179

2012 Q3 2013 2013 Q3 2014

636

496

679

516

2012 Q3 2013 2013 Q3 2014

EDTS Overview

Overview

Electrica Distributie Transilvania Sud (EDTS) is a Brasov based distribution

subsidiary of Electrica

National market share (Volume): 13% (Q3 2014)

Area covered: 34,071 km2 (Q3 2014)

Users: 1.1mn (Q3 2014)

Financials commentary

– Attractive revenue growth of ~4% on 9m over LY 9m period

– Strong growth in EBITDA due to underlying profitability

– Impressive net income growth trajectory

– Fast reducing net debt


Mures

Brasov

Alba Covasna

Sibiu

Key Financial Metrics EBITDA (RON mn)

Net Income (RON mn)

Net Debt/ (Cash)

(RON mn)

Revenues (RON mn)

162

93 89

2012 2013 Q3 2014


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EDTS Overview (Cont’d)

Network Losses (GWh)

Costs due to Network Losses (RON mn)

Network Losses (%)


1. Opex = Revenues –EBITDA.

166

124

173

110

2012 Q3 2013 2013 Q3 2014

797

588

813

546

2012 Q3 2013 2013 Q3 2014

9.5%

12.1%

9.5%

12.2% 11.7%

11.2%

Reg. Actual Reg. Actual Reg. Actual

2012 2013 Q3 2014


19

222

131

207

137

2012 Q3 2013 20132 Q3 2014

Capex (RON mn)

440

327

458

337

2012 Q3 2013 20132 Q3 2014

2.38 1.69

2.34 1.71

2.07

1.57

2.12

1.62

0.89

0.65

0.84

0.62

5.34

3.91

5.30

3.96

2012 Q3 2013 2013 Q3 2014

Distributed Volumes (TWh)

Opex1

(RON mn)



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53 69 52 81

2012 Q3 2013 2013 Q3 2014

202 185 216 201

2012 Q3 2013 2013 Q3 2014

574

455

619

470

2012 Q3 2013 2013 Q3 2014

EDTN Overview


Overview

Electrica Distributie Transilvania Nord (EDTN) is a Cluj-Napoca based distribution


National market share (Volume): 11% (2013)

Area covered: 34,160 km2 (Q3 2014)

Users: 1.2mn (Q3 2014)


– Attractive revenue growth to 3% on 9m over LY 9m period

– 9% growth in EBITDA due to underlying profitability

– Net income growth trajectory

– Significantly improving cash position


EBITDA (RON mn)

Net Income (RON mn)

Net Debt/ (Cash)

(RON mn)

Revenues (RON mn)

57

23

34

2012 2013 Q3 2014


20




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EDTN Overview (Cont’d)



Network Losses (%)

132

92

138

84

2012 Q3 2013 2013 Q3 2014

631

431

623

419

2012 Q3 2013 2013 Q3 2014

9.8%

11.9%

9.5%

11.7%

9.5%

11.0% 11.7%

10.5%

Reg. Actual Reg. Actual Reg. Actual Reg. Actual

2011 2012 2013 Q3 2014


21



372

270

403

269

2012 Q3 2013 2013 Q3 2014

Opex1

(RON mn)

200

131

214

128

2012 Q3 2013 2013 Q3 2014

Capex (RON mn)

2.50

0.78

2.49

0.89

1.57

1.21

1.61

1.22

0.51

1.43

0.5

1.34

4.58

3.42

4.60

3.46

2012 Q3 2013 2013 Q3 2014




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82 119 106 113

2012A Q3 2013 2013 Q3 2014

203 209 225 199

2012A Q3 2013 2013 Q3 2014

EDMN Overview

Electrica Distributie Muntenia Nord (EDMN) is a Ploiesti based distribution


– National market share (Volume): 15% (Q3 2014)

– Area covered: 29,765 km2 (Q3 2014)

Users: 1.3mn (Q3 2014 )


– Slight decrease in revenues of 1% on 9m over LY 9m period

– Decrease in EBITDA due mainly to increase in other operating expenses

– Net income following the EBITDA’s trend

– Constant positive cash position

Overview

EDMN Overview


EBITDA (RON mn)

Net Income (RON mn)

Net Debt/ (Cash)

(RON mn)

Revenues (RON mn)


700

558

737

549

2012 Q32013 2013 Q3 2014

(208)

(246)

(183)

2012 2013 Q3 2014


22




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EDMN Overview (Cont’d)



Network Losses (%)

175

138

210

130

2012 Q3 2013 2013 Q3 2014

932

620

939

665

2012 Q3 2013 2013 Q3 2014

9.6%

11.3%

9.5%

11.8%

9.5%

10.9% 10.8% 11.5%

Reg. Actual Reg. Actual Reg. Actual Reg. Actual

2011 2012 2013 2014


23



497

349

513

351

2012 Q3 2013 2013 Q3 2014

166 138

211

133

2012 Q3 2013 2013 Q3 2014

Opex1

(RON mn)

Capex (RON mn)

2.59 1.92

2.55 1.92

1.91

1.42

1.88

1.45

1.84

1.34

1.74

1.34

6.34

4.68

6.17

4.71

2012 Q3 2013 2013 Q3 2014




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Electrica Serv, a wholly-owned subsidiary of Electrica, provides

equipment maintenance, repair and other ancillary services to

EDMN, EDTN and EDTS

As part of its growth strategy, Electrica Serv intends to provide

its services also to third party electricity distribution and other

electricity related service providers throughout Romania

Electrica Serv intends to expand its customer base and market

share by providing additional services (energy audit, efficacy and

other) to both its distributors and supply customers. Electrica

Serv intends to train technical staff in order to enable it to

complement its ability to execute electrical design consultancy

contracts and other elements of its proposed service offerings.

Electrica Serv Financials

Brasov Covasna Sibiu

Net Income and Net Income Margin (%) Capex

Revenues

(RON mn) (RON mn)

(RON mn)

Source: Company Data.

Description

403

276

396

276

2012 Q3 2013 2013 Q3 2014

9

3 2

1

2012 Q3 2013 2013 Q3 2014

(5)

9

12 9

2012 Q3 2013 2013 Q3 2014


24



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IV. Financials


VI. Q&A

Agenda

25



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Supply Distribution

The above split assumes that the negative EBITDA contributions for the Maintenance and Headquarter services are attributed proportionally to Supply and Distribution.

EBITDA Contribution

Distribution, 73%

Supply, 27%

Supply segment overview EBITDA contribution

26



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Alro 12%

EF 11%

Tinmar 8%

OMV Petrom

5%

Repower 5% EFT

Romania 5%

Arcelor Mittal 5%

E.ON 5%

Others 44%

5.2 6.2

4.4

2.0

2.8

2.4

7.2

9

6.8

Q3 2013 2013 Q3 2014

Regulated Competitive

Supply Business Overview


1. Data for the full year 2013; market shares calculated based on volume supplied.

Regulated Market Competitive Market

Stable Revenues and Growing EBITDA Revenues, EBITDA (RON mn)

Leading Market Position1

Volume of Electricity Supplied on retail market (TWh)

Growing Number of Consumers Consumers (‘000’s)

3,532 3,536 3,532 3,515

17 25 34 67

3,549 3,561 3,566 3,582

2012 Q3 2013 2013 Q3 2014

Competitive Regulated

Enel 38%

EF 36%

E.ON 13%

CEZ 13%

4,801

3,564

4,780

3,066

116

128

117

189

2012 Q3 2013 2013 Q3 2014

Revenues EBITDA

Supply segment overview

27

2%

4%

2%

6%



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4,499

2,221

4,366

1,913

302

306

414

220

4,801

3,564

4,780

3,066

2012 Q3 2013 2013 Q3 2014

Net Revenues Green Certificates

Key Financials

EBITDA (RON mn)

Net Income (RON mn)

Net Debt / (Cash)

(RON mn)

Revenues (RON mn)

Supply Segment Overview

Consumers (Q3 2014) Overview

Electrica Furnizare is the supply company of Electrica

Market share: 22% (Q3 2014)

Consumers: 3.58mn (Q3 2014)

Number of retail outlets: 176 (Q3 2014)

Financials commentary:

– Strong growth in EBITDA

– Important net income growth trajectory

– Significant improvement of cash position

Consumers by Volume Consumers by Revenues


Regulated Household,

47%

Regulated - Non

Household, 17%

Competitive Eligible,

36%

Regulated Household,

50%

Regulated - Non

Household, 18%

Competitive Eligible,

32%

116 128 117

189

2.4% 3.6%

2.4%

6.2%

2012 Q3 2013 2013 Q3 2014

EBITDA EBITDA Margin

79 108 90

150 1.6%

3.0%

1.9%

4.9%

2012 Q3 2013 2013 Q3 2014

Net Income Net Income Margin

(33) (50)

(353)

2012 2013 Q3 2014

Supply segment overview

28



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Agenda




IV. Financials


VI. Q&A

29



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Background and Basis of Preparation

Background

Significant one-off and

non-recurring items

Group structure and

segmental reporting

Historical consolidated financial statements prepared in accordance with International Financial

Reporting Standards as endorsed by the European Union (IFRS-EU)

The presentation currency is Romanian New Leu (RON)

The Electrica group includes the holding company Electrica S.A. and 10 subsidiaries

The Group is divided into two main segments for the purpose of segmental reporting: Distribution (further

split into three DSO’s and the Services opco) and Supply

Until 10 April 2014 Electrica held minority holdings in various entities which were subject to a spin-off in

2014 before the IPO; Electrica produced pro-forma financial statements for the period 2011-2013 which

carved-out the impact of spun-off items

The Company underwent the following events, which are considered to be one-offs in the financials

2012: impairment loss on receivables from Oltchim (P&L impact before tax of 2012: RON 61mn)

2012: reversal of impairment loss on receivables from CFR due to the collection of the overdue

receivables of RON 315mn (P&L impact before tax from reversing the allowances RON 96mn);

2012: impairment losses of current and non-current assets of subsidiaries in financial distress (total

P&L impact before tax of RON 35mn)

2012 and 2013: non-recurring income representing the share of the profit of equity accounted

investees which have been spun-off in 2014 before the IPO (2013: RON 63mn, H1 2013 : RON 31 mn,

2012: RON 247mn, net of tax)

2014 was impacted by a 8.3 RON mn of income tax paid in connection to the E.On transaction that

negatively impacted only the Net Income Group


Financials

30



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Electrica – Key Consolidated Figures

Revenues Adjusted EBITDA and Adjusted EBITDA Margin (%)

EBIT and EBIT Margin (%) Net Income and Net Income Margin (%)1

Source: Company data

1. It relates to NI Group adjusted for the effect of equity accounted investments. Calculated as (NI excluding equity accounted investments) / (Revenues)

2. Related to Electrica minority stakes in several companies that were spun off.

3. Net Income negatively impacted by a 8.3 RON mn of income tax paid in connection to the E.On transaction (one-off)

(RON mn)

(RON mn) (RON mn)

(RON mn)

246

360

338

372

5%

9%

7%

11%

2012 Q3 2013 2013 Q3 2014

Financials

613 634

727 684

12% 16% 14% 20%

-90%

-70%

-50%

-30%

-10%

10%

30%

2012 Q3 2013 2013 Q3 2014

4,951

3,558

4,743

3,246

302

306

414

220

5,253

3,864

5,157

3,466

2012 Q3 2013 2013 Q3 2014

Revenues from Green Certificates Revenues (ex-Green Certificates)

31

169 294

251 306

247 47

63 0

416

341 314 306

3%

8% 5%

9%

2012 Q3 2013 2013 Q3 2014

NI Group NI Related to Equity Accounted Investments NI Margin



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1,198

306

1,227

425

1,698

2,886 642

1,534

651 1,453

2,593

1,405

Working Capital and Current Assets


1. Net Working Capital is calculated as the difference between the sum of trade receivables and inventories less trade liabilities.

2. Excludes assets held for distribution.

3. Cost of Goods Sold has been calculated as “Electricity Purchased” + “Green Certificates”.

Trade Receivables Trade Payables Inventories Net Working Capital (1)

2012 2013 Q3 2014

Net Working Capital (2011–2013)

Net Current Assets (2011–2013)

Current Assets (ex.

Cash)(2)

Cash Current Liabilities Net Current Assets

2012 2013 Q3 2014

(RON mn)

(RON mn)

Financials

32

1,011 1,058

744

1 35

34

27

746

628

458

300 494

313



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IV. Financials


VI. Q&A

Agenda

33



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48.8%

34.6%

9.0%

7.6%

Romanian State

Legal Person Shareholders

BNY MELLON DRS - London Stock Exchange

Individual Shareholders

100%

Romanian State Other Shareholders

Before the IPO After the IPO – Structure as of August 26th 2014

Source: Company data, Central Depositary.

Total Shares: [168,751,185] Total Shares: [345,939,929]

Free float is 51.2% after the IPO, with the Romanian State retaining the rest.

Shareholder Structure

34



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Current Structure of the Board of Directors and its Committees

Board

Structure

Board

Committees

All five board members are non-executive, elected in accordance with the new Articles of Incorporation,

through cumulative voting, by the first GMS after admission to trading, on August 22nd 2014

Electrica’s current board structure has strong independent representation with the majority of the board

comprising independent directors, the Chairman of the board being as well independent

Members of the Board have been appointed by the GMS for a 4-years term

Mr. Cionga was elected Chairman of the Board until January 2016

Electrica has three committees in place:

Audit Committee, comprising three non-executive members, having relevant financial experience -

supervises the financial reporting process, the efficiency of the internal control, audit and risk

management systems. The chairman is not a member of the committee.

Nomination and Remuneration Committee, comprising three non-executive directors, one of them being

the chairman of the board, defines selection criteria for new members - makes proposals for new

members and recommends the remuneration policy for nominated directors, managers and key

personnel. The chairman is not a member of the committee.

Strategy, Restructuring and Corporate Governance Committee, comprising one 3 non-executive

directors - provides guidelines for the strategy, restructuring and corporate governance and supervises

the implementation. The chairman is a member of the committee.

35

Board

Structure

Victor Cionga – Chairman

Arielle Malard de Rothschild

Michiel Boersma

Victor Grigorescu

Cristian Busu Note: The bios of the Board members may be found on Electrica’s website



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Upcoming General Meetings of Shareholders

OGMS - December 18th 2014, 14:00 Romania time, Bucharest, Romania

EGMS - December 18th 2014, 16:00 Romania time, Bucharest, Romania

When and Where

Appointment of the auditor for 2 years

Amendment of the articles of incorporation to remove “Societatea” from the name of the company

Approval of the 2014 budgets for Electrica and for the subsidiaries

Approval of the 2014 consolidated investment plan for the Group

Increase of the share capital in the subsidiaries, by in-kind contributions

Main Topics

on the Agenda

November 14, 2014

Publication of the documents related to the items on the agenda

November 19, 2014

Shareholders representing, individually or together, at least 5% of the Company’s share capital are

entitled to request in writing that new items are added on each of the general meetings’ agenda

November 20, 2014

Publication of the updated convening notice, of the corresponding documents and of the

documents justifying the proposals for the introduction of new items on the agenda

November 21, 2014

Reference date

December 16, 2014 , 14:00 /16:00 EET

Receiving original voting ballot forms for voting by correspondence

Receiving special power of attorney forms in case of voting through a representative

Key dates

All the details posted here: http://www.electrica.ro/en/investor-relations/general-meeting-of-shareholders/

36



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IV. Financials


VI. Q&A

Agenda

37



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38

Q & A

[email protected]



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Glossary of Key Terms Term Description

ANRE The Romanian Energy Regulatory Authority, the competent authority in Romania

Cogeneration Production of combined heat and power in the same power plant

COM Refers to controllable and uncontrollable operating and maintenance costs

Connection point The physical point where a system user is connected to the SEN

Consumer Any person or legal entity that enters a contract to purchase electricity from the supply company

Controllable costs Operating costs subject to an efficiency factor which drives a decrease in the costs

CEZ CEZ Distributie (distribution company of Czech Group CEZ) or CEZ Vanzare (supply company of CEZ), depending on the context

CPT The cost of purchase of power for own consumption

Distributed volumes Volume of energy distributed to users

DSO 1-5 The five non-Electrica Distribution System Operators not disclosed by ANRE, due to confidentiality reasons

EDB Enel Distributie Banat, an Enel-owned electricity distribution company

EDD Enel Distributie Dobrogea, an Enel-owned electricity distribution company

EDM Enel Distributie Muntenia, an Enel-owned electricity distribution company

EDMN Electrica Distributie Muntenia Nord S.A.

EDTN Electrica Distributie Transilvania Nord S.A.

EDTS Electrica Distributie Transilvania Sud S.A.

Electrica Societatea Comercială de Distribuţie şi Furnizare a Energiei Electrice “Electrica” S.A. Bucureşti

Electrica Furnizare Electrica Furnizare S.A.

Electrica Serv Electrica Serv S.A.

Electricity distribution The distribution of electricity through high, medium and low voltage distribution networks with a nominal tension of 100 kV maximum to

consumers. This does not include supply services

Electricity distribution licenses Licences granted by ANRE, which cover the service and distribution of electricity to users

Electricity distribution network An electricity network with voltage values up to 110 kV

Electricity law Electricity Law no. 123/2012.

Electricity supply license Licence No. 1028/18.08/2011

Electricity transmission network An electricity network with voltage values above 110 kV up to 750 kV

E.ON E.ON Moldova Distributie (electricity distribution company of E.ON) or E.ON Energie Romania (electricity and gas supply company)

FP S.C. Fondul Proprietatea S.A.

GDP Gross Domestic Product

Green certificates Document that certifies that a quantity of electricity was produced from renewable sources. A green certificate can be traded separately

from electricity volumes on a bilateral or centralised market

GWh Gigawatt hour(s)

HT High Tension

HV High Voltage - 110 kV

IFRS International Financial Reporting Standards

39



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Glossary of Key Terms Term Description

Interconnection The means by which two electricity systems are connected and the amount of electricity that can move between the two systems

kV Kilovolt(s)

KWh Kilowatt hour(s)

LV Low Voltage – upto 1kV

Market balancing A centralised market organised by the TSO to collect power offered for balancing submitted by market participants which is then used

to ensure the safe and stable operation of SEN and for addressing network restrictions

MT Medium tension

MV Medium Voltage – 1-110kV

MVA Mega Volt Ampere

MWh Megawatt hour(s)

Network losses Loss of electricity from a distribution network when power is transmitted through it

OPCOM Romania’s energy market operator

Opex Operating Expenses calculated as Revenues – EBITDA

PA Supply Points

PT Transformer cabin types

RAB Regulated Asset Base refers to the Assets approved by Regulated adjusted for depreciation, capex and inflation

RON Romanian Leu

SAIDI SAIDI represents the Index of average duration of disruption in the network (system) for a consumer, implying the average of disruptions

experienced by users at level of distribution operator (a Weighted Average)

SAIFI

SAIFI represents the Index for average frequency of disruption in the network (system) for a consumer, implying average number of

interruptions occurring to users supplied (supported) by the operator. Calculated by dividing total number of users that were interrupted by

the total number of users served

SCADA Supervisory Control and Data

Smart grid Integration of smart metering solutions in an intelligent network

Smart metering Installation and usage of smart meters which are electronic devices that records consumption of electric energy at regular intervals and

communicates that information at least daily back to the utility for monitoring and billing purposes

Tariffs ANRE Approved Distribution Service Tariffs expressed in RON/MWh

Transelectrica

Transelectrica SA, the transmission and system operator (the holder of a transmission license who operates, maintains, and develops the

electricity transmission grid and its interconnection with other systems, where appropriate. The TSO is also required to provide long term

system capacity to meet reasonable demands for electricity)

Transmission System Operator The holder of a transmission licence who operates, maintains and develops the electricity transmission grid and its interconnection with

other systems. The TSO is also required to provide long term system capacity to meet reasonable demands for Electricity

TWh Terawatt hour(s)

Uncontrollable costs Operating costs not subject to an efficiency factor

User Any person or legal entity that enters a contract to purchase electricity from any of the distribution companies

40

presentation of the q3 2014 results

Documents