Investor

Presentation

February 2017

Table of contents

• Company profile

• Market overview

• Strategic Guidelines

• Financial Review

• Closing Remarks

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COMPANY PROFILE

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Main activities

ITALY

COMPANY PROFILEGreen Network today

• Primary independent player in the Italian energy market

• Presence covers all the Italian territory, especially Rome, Turin and Milan areas

• Active in the PMI and retail market since 2013, and focus on it since 2014

• First independent player to enter UK market as a supplier

• Active in the retail market since November 2015

• Controlled market entry (CME) process ended in January 2017

• Ready to enter SME and Industry market in 2017

• Currently serving 7.100 retail customers (customer base created in just one month)

• 2017 Business Plan predicts to have around 200.000 meters

UK

Power & Gas Sales

Trading

200k end-user (average 2016)

34 TWh traded in 2016

Founded in 2003 following the electricity market deregulation (Bersani Decree 79/99) to become the energy partner of major domestic & business customers

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Since 2003, Green Network has grown to become a primary independent player in the Italian energy market

COMPANY PROFILEManagement Team & Key Figures

Founder

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Piero SaulliCEO & Chairman

Sabrina CorboVice-President

Giovanni BarberisGeneral Manager

Founder

• Founder of Green Network S.p.A.

• Former top manager at Enel S.p.A.

• Founder of Green Network S.p.A.

• 10+ year of legal advisory for energy sector players

• Former CFO at ACEA

• Former CFO at Hera

• Former CFO at Cremonini Group

• Former CFO at Simint (Armani Group)

• Former Audit Manager at Exxon

Management Team Key figures 2016E*

Revenues

EBITDA

EBIT

NFP

Gearing (PFN/PN)

810 M€

23 M€

15 M€

24 M€

1.5

PFN/EBITDA 1x

Employees ~200

*Note: Exclude Renewable companies under divestiture

COMPANY PROFILEGreen Network awards

GRUPPO D'ACQUISTO SOSTENIBILITA'BEST ENERGY OFFER IN FEB-15 WITH

"I LOVE GREEN NETWORK" FOR TGCOM24

• TGCOM24 monthly publishes “Il blog del consumatore” (The consumer blog) identifying best energy offers available on the market

• Green Network was ranked first for energy price thanks to the offer "I love Green Network"

• In Feb-2017, Green Network, partnering with Codacons and Konsumer Italia, has created the first energy-based community of consumers: "Gruppod'Acquisto Sostenibilità"

• Consumers will be offered a transparent cost, with a discount up to 25% compared with the base cost determined by the Authority (Aeegsi)

• In addition, the consumers' associations Codaconsand Konsumer Italia will protect the members of the community and allow a fast, solid and transparent conciliation process in case of disputes

First Italian energy operator to create an energy-based community and partner with consumers' association to protect the interests of its customers 6

MARKET OVERVIEW

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Power • 30 MM customers spending on average 500€/year, reaching a total value of ~15 Bn€in 2015

• 59 TWh average consumption, a 3% growth compared to 2014

Gas • 20 MM customers spending on average800€/year, reaching a total value of ~16 Bn€in 2015

• 15 Bcm average consumption, a 8% growth compared to 2014

Source: Italian Regulatory Authority for Electricity Gas and Water: "Relazione annuale sullo stato dei servizi e dell’attività svolta" (2015); Data and statistics 2016

MARKET OVERVIEWResidential Italian Market

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Customer's Bill

Power cost breakdown for an avg. domestic customer

Gas cost breakdown for an avg. domestic customer

Energy costs for families are around 30 Bn€ per year, with Transmission/Transport & Distribution, taxes and duties accounting for more than 70% of the total

POWER Sales to end-customers

More than 40% of the market is still controlled by Eni/Enel and Big Local Utilities

Enel, Eni

Acea, Hera, A2A…

Green NetworkEdison, Gala,

Sorgenia, E-on, Axpo…

Enel, Eni

Iren, Hera, A2A…

Green NetworkEdison, Shell,

Sorgenia, E-on, Engie…

Source: analysis on AEEGSI data (2015) and players' websites, annual reports and press releases

MARKET OVERVIEWMarket structure

GAS Sales to end-customers

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Market Deregulations

Incumbent

Big Local utilities

Independent private

operators

Small operators(Mkt share <2%)

Market share reduction due to a decrease in the number of MaggiorTutela customers

Balance between Maggior Tutelacustomers lost and the increase in the number of customers from the free market

Maggior Tutela customers acquisition on the free market

Market Trends from 2018

An increase of the market share related to the main private companies is expected from 2018, following the conclusion of the industry deregulation process

Source: analysis on AEEGSI data (2015) and players' websites, annual reports and press releases

MARKET OVERVIEWOpportunities for independent private operators

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• The deregulation process, started in 2007 (DecretoBersani 73/07), allowed the consumer to choose his own power and gas suppliers in the free market, on the basis of the proposed offers

• Today, 70% of the customers have not chosen yet their supplier, preferring the "Maggior Tutela" conditions regulated by the Authority and managed by Enel/Eni and Local Utilities

• "Maggior Tutela" will end in 2018, therefore every consumer, by that time, will be forced to choose his power and gas supplier in the free market

Higher market concentration and small operators pushed out of the market due to the financial impact of Decreto488/16, which reduces payment terms to GME from bimonthly to weekly

Power

Gas

Source: AEEGSI annual report 2016 (Volumes 2015)

Top 4: 50% MS

Altri Tot

…

Top 4: 50% MS

Green Network is one of the main Italian private companies with more than about 4 TWh and 0,2 Bcm sold

(Bcm)

(TWh)

Italian Private Independent player

Italian Private Independent player

MARKET OVERVIEWRetail POWER & GAS Market

#14

#30

EBITDA* (M€) EBITDA* (%)

NFP* (M€)

Green Network displays both higher EBITDA and EBITDA margin compared to

other main Italian Private Operators

Source: Management for Green Network figures, AIDA for Gala, Metaenergia, Illumia and Sorgenia figures (data related to Group results year 2015)

Data referred to 2015 , GN dati 2015 e 2016

MARKET OVERVIEWComparison to other main Private Operators

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*Note: Exclude Renewable companies under divestiture

STRATEGIC GUIDELINES

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STRATEGIC GUIDELINESStrategy on Core Business

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ENERGY MARKET TODAY

• Highly competitive market, where aggressive teleselling is the most widespread sales channel used to target domestic customers and SME

• "Unbalanced market", where few public companies (e.g. Eni, Enel, …) retain most of the market share, with independent energy operators forced to target the residual consumers

• Increasing number of unethical and illegal actions from main operators, which lower the reputation of the industry and are condemned by the Authority (which actually has started to sternly regulate the market only recently)

• More and more customers distrust energy companies and disapprove their selling methods, most of them prefer to stay with a well-known public supplier (e.g. Eni,…),rather than try independent suppliers, despite their offers

Given the market conditions, Green Network has decided to change its approach and focus on a strategy tailored on customer's needs…

STRATEGIC GUIDELINESStrategy on Core Business

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AC

TIO

N P

LAN

• CROSS-SELLING: Adoption of transparent cross-selling to increase the number of domestic customers leveraging on "high-loyalty" customer bases of partners such as GDO, Banks, …

• M&A: Using M&A channel targeting small energy operators and consolidated domestic/SME customer bases, in a long-term growth perspective

• CHANNEL SELECTION: Reduction in the use of standard sales channels and selection of high-quality ones (i.e. teleselling companies, whose quality is certified)

• EXPORT BRAND: Exporting brand and expanding activities abroad, following the successful UK experience

• CONSUMER LOYALTY: Creating a solid customer base, made by "loyal" clients

• CONSUMER QUALITY: Increasing customer "quality", transparency and reliability and improve retention in the medium-long term

• L/T PROFITABILITY: Seeking profitability in the long-term by focusing on reliable and sound consumersegments and by discarding riskier clients

GREEN NETWORK STRATEGY

M/L

TA

RG

ETS

Focus next

CUSTOMER FIRST: the customer is the main asset of the company, whose main aim is satisfying his needs

• Green Network offer exclusively for Conad clients, from February 2017

• Unique conditions, thanks to a pricing based on the average of the 5 best offers in the market

• Offer reserved to all clients with a Conad card (more than 8,3 million) in more than 3.000 points of sale

• Customer care tailored on clients needs, who can be helped by Italian operators

«Coherently with the growing support to our clients' purchasing power, our offer will allow our customers to save money on twoof the most relevant expenses for Italian families: Power and Gas

«A concrete and tangible commitment, which has already showed its value in the convenience of parapharmacies and gas stations, but that can not substitute the State, and which is expected to support adequately both consumption growth and Italian modernization"

Francesco PuglieseCEO Conad

First "Energetic" Partnership signed on 14th December 2016

Relevant energy partnership signed with one of the main GDO operator (more than 3.000 points of sale on all the national territory and 8,3 million "loyal" customers) and far more is yet to come…

Leader in the Italian food distribution industry (more than 3.000 points of sale)

STRATEGIC GUIDELINESFocus on "cross-selling" Partnership

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New channels strategy leveraging on strategic partnerships

Improve customer loyalty

Strengthen profitability

Exploit operational excellence and cost discipline

Control and mitigate risks in trading activities

Widen the offer developing digital technologies

STRATEGIC GUIDELINESPillars of new Green Network Strategy

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FINANCIAL REVIEW

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Expected EBITDA increase by 2027 up to ~100M€ driven by an improvement of profitability margin (EBITDA %) with a significant NFP reduction (~47M€ positive)

FINANCIALS REVIEWHighlights

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~

REVENUES* (M€)

NFP* (M€)EBIT* (M€)

EBITDA* (M€)

Source: Management*Note: Exclude Renewable companies under divestiture

Channel Financial

Needs

FINANCIALS REVIEW

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Financial wrap-up

Commercial Target Acquisition Channel Financing strategy

Cross-selling(GDO, Bank)

Digital channel

Traditional Channel(relying only on Italian teleselling companies with certified quality)

Merger & Acquisition

# Meters in ITALY

# Meters in UK

'000 meters

'000 meters

High

High

Medium

Low

Step # 1(2017-18)

Step # 2(2019-..)

• Bond

• Private Placement

• Bank loans

• IPO and Listing in Milan Stock exchange

Business growth targeting M/L term profitability to be supported through a solid financial strategy, that allows investors to receive a long-term return

Source: Management

• Operating margin improvement, by focusing on more profitable segments – microbusiness and domestic – and thanks to cross-selling strategy

• Increasing cash flows from operating activities

• Improvement of the net financial position

Cerved B.1.1 rating is equal to S&P or Fitch BBB/BBB+ and Moody's Baa1/Baa2 rating

Rating assumptions

In October 2016 Cerved Rating Agency confirmed Green Network a rating B1.1 (equivalent to BBB/BBB+ S&P or Fitch, Baa1/Baa2 Moody's)

FINANCIALS REVIEWRatings & Key Credit Strenghts

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Green Network financial soundness is certified by the B1.1 rating by Cerved

CLOSING REMARKS

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CLOSING REMARKSGreen Network

Main Italian independent private operator

Sustainable & solid Growth strategy in M/L term

Commitment to customer and credit quality

Innovation-oriented approach

Deep trust by banks and rating agencies

Unique Italian supplier in UK energy market

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GREEN NETWORK S.p.A.

00144 Roma – Viale della Civiltà Romana, 7

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