November, 2013

1
Investment Thesis

Investment Thesis
One of the largest private sector power generators in Brazil
ENEVA currently operates 2.3 GW (2.9 GW in 2014) in coal and gas-fired power plants

Integrated energy platform, with privileged access to natural resources Only private power generator in Brazil with access to onshore gas

Short-term value triggers - Reorganization of the companys structure and tackling of short-term debt challenges - Stronger role of E.ON, bringing technical expertise and cost discipline to ENEVA

Competitive greenfield portfolio Licensed coal, gas and wind power generation projects

ENEVA at a Glance
A Brazilian thermal generator with asset exposure to energy fossil fuels (natural gas and coal)
Company Description
2.9 GW with inflation-protected, long-term PPAs

Geographic Footprint
Amapari Energia

o
o

2.3 GW in operation
580 MW under construction

ENEVA 51% / Eletronorte 49% Diesel - 23 MW

Long-term PPAs guarantee R$1.7 billion in annual inflation-adjusted capacity payments PPAs provide hedge against commodity price exposure Integrated gas E&P assets supply up to 8.4 M m/day to ENEVAs power plants Competitive portfolio of licensed greenfield wind, coal and gas fired capacity Natural Gas Exploratory blocks

Itaqui

ENEVA 100% Coal - 360 MW

Pecm I

ENEVA 50% / EDP 50% Coal - 720 MW

Pecm II

Contracted production of 8.4 M m3/day

ENEVA 100% Coal - 365 MW

Solar Tau
ENEVA 100% Solar - 1 MW

ENEVA ownership structure

Free Float (38.2%) Other
27.9%

Parnaba I

Controlling Block Eike Batista

23.9% 37.9% 50%

ENEVA 70% / Petra 30% Natural Gas - 676 MW

BNDES
10.3%

Parnaba II

ENEVA 100% Natural Gas - 517 MW

Parnaba III
50%

MPX / E.ON Partipaes Joint Venture

ENEVA 70% / Petra 30% Natural Gas - 176 MW

Parnaba IV

ENEVA 70% / Petra 30% Natural Gas - 56 MW

2
Company Overview

Company History
2.9 GW with inflation-protected long-term PPAs developed since 2007
IPO raising US$1.1 bn Acquisition of interest in 7 onshore exploratory blocks in the Parnaba Basin Operational capacity reaches 2.3 GW with the beginning of commercial operations at Itaqui, Parnaba I, Pecm II and Parnaba III TPPs E.ON increased its stake to 36% for a total of R$1.4 bn and joins controlling block Company name changed to ENEVA

Contracts 1,080 MW in the A-5 Auction

2007

2008

2009 ...

2012

2013

Partnership with E.ON, including a R$1.0 bn investment and the creation of a JV Contracts 365 MW in the A-5 Auction Acquisition of greenfield wind projects (Ventos) Beginning of commercial operations at Pecm I TPP ENEVAs first large scale power plant

Operational Assets (1)

2.3 GW of coal and gas-fired power plants in operation

Itaqui

Pecm I

Pecm II

Energy Source: Coal ENEVA Stake: 100% Installed Capacity: 360 MW Sold Energy: 315 MW Fixed Revenue: R$299.8 M p.a. Start-up: Feb, 13

Energy Source: Coal ENEVA Stake: 50% Installed Capacity: 720 MW Sold Energy: 615 MW Fixed Revenue: R$567.2 M p.a. Start-up: May, 13

Energy Source: Coal ENEVA Stake: 100% Installed Capacity: 365 MW Sold Energy: 276 MW Fixed Revenue: R$269.2 M p.a. Start-up: Oct, 13

Note: 1) Fixed revenues are indexed to inflation index IPCA (Database: Nov, 2012)

Operational Assets (2)

2.3 GW of coal and gas-fired power plants in operation

Parnaba I (OCGT)

Parnaba III (OCGT)

Energy Source: Natural Gas ENEVA Stake: 70% Installed Capacity: 676 MW Sold Energy: 450 MW Fixed Revenue: R$421.2 M p.a. Start-up: Apr, 13

Energy Source: Natural Gas ENEVA Stake: 70% Installed Capacity: 176 MW Sold Energy: 98 MW Fixed Revenue: R$93.5 M p.a. Start-up: Oct, 13

Note: 1) Fixed revenues are indexed to inflation index IPCA (Database: Nov, 2012)

Power Plants with COD in the next months

Additional 580 MW under construction

Parnaba IV

Parnaba II (CCGT)

Energy Source: Natural Gas ENEVA Stake: 70% Installed Capacity: 56 MW Sold Energy: 46 MW (Free

Energy Source: Natural Gas ENEVA Stake: 100% Installed Capacity: 517 MW Sold Energy: 450 MW

Market)
Fixed Revenue: R$54.0 M p.a. Start-up: 4Q13

Fixed Revenue: R$353.1 M p.a.

Start-up: 1H14

Note: 1) Fixed revenues are indexed to inflation index IPCA (Database: Nov, 2012)

Integrated Natural Gas E&P

Strong competitive position in gas-fired generation
Highlights
All Parnaba gas-fired power plants are supplied by OGX Maranho (OGXM), owner and operator of 8 onshore exploration blocks ENEVA has an interest of 33.3% in OGXM Declaration of commerciality for 3 gas fields: Gavio Real, Gavio Branco and Gavio Azul Gas supply agreements secured for 8.4 M m/day ENEVA is a natural buyer as a holder of preemptive rights in a potential sale of OGX stake in OGXM

Geographic Footprint
PN-T-48 PN-T-49 PN-T-50

PN-T-68

PN-T-67

OGXM Ownership Structure

PN-T-84

PN-T-85
33.3% 66.6%

PN-T-102

OGX Maranho
Imetame, DELP, Orteng 30% 70% Blocks 1-7 50% Block 8 50%

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Integrated Natural Gas E&P

Exploration Campaign
22 exploration wells had indications of gas (out of 33 wells drilled) 5,7 Declaration of commerciality for 3 gas fields: o o o Gavio Real Gavio Azul Gavio Branco Sep, 2013
Power Plant Wells

Production Ramp-up (MM m/day)

8,4
6,6

4,5

4Q13 (Current)
Parnaba I 9 Parnaba III 13

4Q13 (Late)
Parnaba IV and Parnaba II 1st GU 16

1H14
Parnaba II 2nd GU 19

Gavio Real field is producing since Jan, 2013: o o o Producing wells: 9 out of 2 clusters Daily Production: 4.5 M m/day Connected to a 6.0 M m/day GTU Gas Treatment Unit (as of today)

Current capacity allows connection of Parnaba IV and 1st generating unit of Parnaba II

All gas dedicated to ENEVAs Parnaiba TPPs

Upcoming Events
2014 / 2015:
o o Connection of 3 production wells and GTU expansion to 8.4MMm/day Gavio Branco production development and submission to ANP of assessment plan for new discoveries (Mar, 2014)

Developing evaluation plans for 6 new discoveries

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Cambuhy/E.ON Investment in OGX Maranho

Securing ENEVAs power plants gas supply
On October 30, ENEVA entered into a subscription agreement with Cambuhy Investimentos, E.ON and OGX, pursuant to which: o OGX-Ms shareholders envisaged a capital increase in the total amount of R$250MM o Cambuhy and E.ON have agreed to subscribe for R$200MM and for R$50MM, respectively Capital Increase will guarantee funds to cover OGX-M capex needs in 2014 E.ON E&P team will provide technical and operational expertise Cambuhy also entered into share purchase agreements with the purpose to either: o OGX: Buy for R$200MM the remaining stake of OGX; or o ENEVA: Buy for R$200MM the eventually foreclosed shares of OGX by OGX-Ms lending banks All steps of the transaction are subject to approval by CADE, ANP and OGXs bankruptcy protection judge

After the capital increase

Controlling Block (63.7%)

After execution of the sale and purchase agreement

Controlling Block (100%)

9.1%

18.2%

36.4%

36.3%

9.1%

18.2%

72.7%

OGX Maranho OGX Maranho 12

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Short-Term Value Triggers

Operational Performance (Itaqui)

Operations are gradually stabilizing with increased availability and reduced operating costs

Itaqui EBITDA (R$MM)

-5,9

EBITDA amounted -R$5.9MM, impacted by high operating costs mostly attributable to:
-31,3 o o Unavailability charges (R$21.7MM) High fuel costs: Coal (R$55.6MM), diesel (R$3.6MM) and quicklime (R$3.9MM) 1Q13 2Q13 124.1 3Q13 114.0 3Q13/ 1Q13 -31.5%

-95,3

1Q13

2Q13

3Q13

Fuel Costs per Gross Energy Generated (R$/MWh)

166.5

Itaqui Availability
65% 71%

38%

1Q13

2Q13

3Q13

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Operational Performance (Parnaba I)

Full capacity and stable operations reflect on strong EBITDA

Parnaba I EBITDA (R$MM)

EBITDA amounted to R$58.8MM (EBITDA margin: 27.7%), reflecting full operations of all four generating units during 3Q13
58,8

28,2 -5,9 1Q13 2Q13 3Q13

Parnaba I Availability
96% 91% 96%

1Q13

2Q13

3Q13

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Operational Performance (Pecm I)

Significant improvement throughout 2013
Pecm I EBITDA (R$MM)
40,1 -63,8 -143,4

1st quarter with positive EBITDA since beginning of commercial

operations Operating costs impacted by:
o o Unavailability charges (R$27MM) High fuel costs: Coal (R$86.4MM), diesel (R$14.0MM) and quicklime (R$2.2MM)

1Q13 1Q13 2Q13 3Q13

Fuel Costs per Gross Energy Generated (R$/MWh) 119.3

2Q13
106.2

3Q13
109.6

3Q13/ 1Q13 -8.1%

Pecm I Availability

71%

64% 40%

1Q13

2Q13

3Q13

NOTE: 1) Figures consider 100% of Pecm I

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Operational Performance of New Plants

Pecm II (MWavg)
COD granted on October 18
364 365 294

Parnaba III (MWavg)

COD granted on October 22
166 164 165

Oct, 19 Oct, 25

Oct, 26 Nov, 1

Nov, 2 Nov, 9

Oct, 19 Oct, 25

Oct, 26 Nov, 1

Nov, 2 Nov, 9

Pecm II o Synchronized to the system on Oct 15 and was granted authorization for commercial operation on Oct 18 o Stable operations since then, resulting from actions carried out within the recovery plan designed for the coal plants o Availability to date >90%

Parnaba III o Reached full capacity on the same day it synchronized to the system (Oct 14) and has been stable since then 17

Refinancing of Holding Debt

Ongoing efforts for debt maturity lengthening
Consolidated Debt (R$MM)
5,733
150 5,551 357 5,584 -7.0% (net debt) 5,195 2Q13 Net Debt 3Q13 Cash and Cash Equivalents

1,086 43%

1,442 57% Gross Short Term Debt R$2,528MM

Hold Co.

Project Related

After positive first round discussions with lending banks in the past months, now ENEVA initialized the final step of refinancing of HoldCo debt

Consolidated Gross Debt Profile (R$MM)

S 3 M 4 11 18 25

November T 5 12 19 26 W 6 13 20 27 T 7 14 21 28 F 1 8 15 22 29 S 2 9 16 23 30 S 1 8 15 22 29 M 2 9 16 23 30

December T 3 10 17 24 31 W 4 11 18 25 T 5 12 19 26 F 6 13 20 27 S 7 14 21 28

3,023 54%

2,528 46%

Total Gross Debt R$5,551MM

10 17 24

ENEVAs Bankers Day

Short Term Long Term Banks approval process + Documentation

Disbursement according to maturing debts

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Regulatory Issues
Main ongoing discussions with Aneel
ADOMP
ADOMP Criteria: Plant unavailability is measured on an hourly basis ENEVA is challenging the ADOMP criteria on the basis that it goes against PPA conditions

ICB ICB Online

Ongoing

R$400MM

ICB Online is a revision proposed to Aneel for pass-through criteria for power purchase prior to a plant COD. The reimbursement should be by the current/online cost to the system (ICB Online), instead by the cost at the time of the auction (ICB)

Pecm II fixed revenue and Pecm II ICB reimbursement

Fixed revenue reimbursement request for Pecm II from the moment it was ready to operate (Jul, 2013) until it was granted COD. Additionally ICB reimbursement request is still pending (R$15MM)

Variable Cost ICB

Change in pass-through criteria for power purchased to fulfill contractual obligations

Postponement of PPAs start dates

Solved

Initial Date Itaqui Pecm I Pecm II Parnaba I Jan, 2012 Jan, 2012 Jan, 2013 Jan, 2013

Modified Date Dec 21, 2012 Jul 23, 2012 Jun 1, 2013 Apr 1, 2013

Aim to recover up to additional R$400MM until 1H14

NOTE: 1) ADOMP for 2H13 based in estimates from Oct, 2013 to Dec, 2013 and not considering current Pecm I outage

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Cost Reduction Program

ENEVA is currently working on a Medium Term Plan 2014-2016, to be approved by the Board of Directors in the end of October, aimed at achieving significant cost reduction at holding and project level through:

Leaner organizational structure

Headcount reduction
Decrease in third-party services Reduction of fixed costs at project level

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4
Brazilian Power Market and Greenfield Portfolio

Brazilian Energy Matrix

Brazil is highly dependent on hydro generation with increasingly faster depletion of reservoirs

Brazils Generation Capacity: 131 GW

Southeast Reservoirs

Breakdown by source 2012

90% 16.0% 80% 1.6% 1.6% 2.2% 70% 67% 60% 50% 9.9% 40% 30% 68.7% 20% 46% 38% 76%

~70% of total storage capacity

62% 63% 64% 61% 54% 55% 49%

56%

29%

10%
0%

Dry Season

Hydro

Gas

Coal

Nuclear

Wind

Others

Jan

Feb

Mar

Apr

May

Jun

Jul

Aug 2012

Sep

Oct 2013

Nov

Dec

Average 2007-2011

Source: ANEEL

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Electric System Reliability

New thermal plants are necessary to guarantee reliable power supply

Water storage capacity has stagnated,

leading to decreased system autonomy
30 90 25 Reservoirs Autonomy (Months) 85 20 80 15

Economic growth will boost power demand

leading to a supply deficit in 2016

86.5

78.1

Current reservoir autonomy ~6 months

GWavg

75 ENERGY DEMAND

10

70

65.2
5 65

64.7
2014 2015 2016 2017

PHYSICAL GUARANTEE (with signed PPAs) 2018 2019 2020

0 1970 1972 1974 1976 1978 1980 1982 1984 1986 1988 1990 1992 1994 1996 1998 2000 2002 2004 2006 2008 2010 2012 2013

60 2013

Autonomy = Storage Capacity / (Load Thermal Generation)

2016-on: New generation required ~8 GWavg required until 2020

Source: ONS

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ENEVAs Greenfield Portfolio

Attractive licensed greenfield projects in various development stages

Power supply-demand unbalanced

Hydropower concentrated matrix

Spot prices at historical highs

Demand for baseload generation

Opportunities for ENEVAs growth

Parnaba Complex

Integrated to natural gas resources

Solar Tau
1 MW

Located in a tax-advantaged region

Located in one Brazils best wind resource areas

Ventos Wind Complex

600 MW

Ventos Wind Complex

Attractive load factor Just 30km from grid connection Land ownership assured Located at a port with a regasification terminal build license 150km from Campos Basin natural gas accumulations Environmental licensed to both coal and gas operations Integrated to the Seival Mine (proven reserves: 152 M ton) Low operation costs

Parnaba Complex
2,166 MW

Au

2,100 MW Coal 3,300 MW Natural Gas

Au (Coal + Gas)

Seival Mine

License granted 152 M ton in proven reserves

Sul & Seival

727 MW

Sul

Seival
600 MW

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5
Appendix | Images

Pecm I & II

26

Itaqui

27

Parnaba I & II

28

Natural Gas: Parnaba E&P

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Disclaimer

The material that follows is a presentation of general background information about ENEVA S.A. and its subsidiaries (collectively, ENEVA or the Company) as of the date of the presentation. It is information in summary form and does not purport to be complete. No representation or warranty, express or implied, is made concerning, and no reliance should be placed on, the accuracy, fairness, or completeness of this information. This presentation may contain certain forward-looking statements and information relating to ENEVA that reflect the current views and/or expectations of the Company and its management with respect to its performance, business and future events. Forward looking statements include, without limitation, any statement that may predict, forecast, indicate or imply future results, performance or achievements, and may contain words like may , plan , believe , anticipate , expect, envisages, will likely result, or any other words or phrases of similar meaning. Such statements are subject to a number of risks, uncertainties and assumptions. We caution you that a number of important factors could cause actual results to differ materially from the plans, objectives, expectations, estimates and intentions expressed in this presentation. In no event, neither the Company, any of its affiliates, directors, officers, agents or employees nor any of the placement agents shall be liable before any third party (including investors) for any investment or business decision made or action taken in reliance on the information and statements contained in this presentation or for any consequential, special or similar damages. This presentation does not constitute an offer, or invitation, or solicitation of an offer, to subscribe for or purchase any securities. Neither this presentation nor anything contained herein shall form the basis of any contract or commitment whatsoever. Recipients of this presentation are not to construe the contents of this summary as legal, tax or investment advice and recipients should consult their own advisors in this regard. The market and competitive position data, including market forecasts, used throughout this presentation were obtained from internal surveys, market research, publicly available information and industry publications. Although we have no reason to believe that any of this information or these reports are inaccurate in any material respect, we have not independently verified the competitive position, market share, market size, market growth or other data provided by third parties or by industry or other publications. ENEVA, the placement agents and the underwriters do not make any representation as to the accuracy of such information. This presentation and its contents are proprietary information and may not be reproduced or otherwise disseminated in whole or in part without ENEVAs prior written consent.

Thank you.
www.eneva.com.br