GDF SUEZ Energy Resources NA will rebrand under the ENGIE name in 2016

ERCOT Market Update: May 2016 Market Dynamics and Energy Price Trends Andrew Elliott – Director Supply & Portfolio Management GDF SUEZ Energy Resources NA

1 ENGIE Privileged and Confidential

1

Safe Harbor Announcement:

Disclaimer. The views and opinions expressed herein are for informational purposes only. No reliance may be placed on such information and GDF SUEZ makes no representation as to accuracy, completeness, suitability, or validity of any information therein. In no event shall GDF SUEZ or its directors, principals, agents, employees or representatives be liable for any loss or damage whatsoever arising out of the use of such information.

3 ENGIE Privileged and Confidential

00/00/2015 4

GDF SUEZ Energy Resources

GDF SUEZ Energy Resources NA is a licensed provider of retail electricity and related services to industrial and commercial customers in the United States

One of the largest national energy providers, licensed to serve 14 deregulated markets, with customers in TX, CT, DE, IL, NY, NJ, MA, MD, ME, PA, OH RI, NH & DC

Ranked #3 by DNV GL in June 2015

Serves over 8,000 customers and over 60,000 accounts

Represent almost $4 billion in contract value

The first retail supplier to publicly guarantee on-time enrollment

Recognized by customers and energy partners as a leader in quick problem resolution, execution on price quotes and on-time, accurate billing

We also provide residential energy:

Complete Energy Management ™

Operational strength

Hassle-free services

Financial responsibility and historical stability

Provides decision making tools

Informational leader

A world leader in energy

Simplified products & services

00/00/2015 5

Trusted Supplier to Over 50% of Fortune 100™, Including Oil & Gas Majors & Pipeline Companies.

Electric Reliability Council of Texas (ERCOT)

Source: ERCOT and PUCT

6

• About 90% of Texas load • 24 million consumers • Competitive-choice customers: 75% of load • More than 7 million electric-service IDs (premises) • More than 46,500 circuit miles of high-voltage transmission • More than 550 generating units • More than 79,000 megawatts (MW) of expected available generation capacity for summer peak demand • One megawatt of electricity can power about 200 Texas homes during periods of peak demand. • Record peak demand: 69,877 MW • Energy used in 2015: 347 billion kilowatt-hours Up 2.2 percent compared to 2014 • Market participants: More than 1,400 active entities that generate, move, buy, sell or use wholesale electricity

ENGIE Privileged and Confidential

Reserve Margin Forecasts (Excess Available Generation vs. Expected Peak Demand)

Hottest Summer in 106 Years

ERCOT Target Reserve Margin

13.75%

(ERCOT may revise the Target Reserve Margin upwards based on wind availability calculations)

SARA Estimate

ERCOT Target Reserve Margin

13.75%

SARA (Summer ) Estimates: •2012: 9.4% •2013: 8.8%

SARA (Summer ) Estimates: •2012: 9.4% •2013: 8.8%

Hottest Summer in 106 Years

2014 Seasonal Assessment; Summer Forecast

7

Sources: Electric Reliability Council of Texas (ERCOT), UBS & GDF SUEZ

ENGIE Privileged and Confidential

2014 2015 2016 2017 2018 2019 2020 2021ERCOT, May 2016 CDR Forecast 18.2% 25.4% 23.2% 22.4% 21.6%ERCOT, Dec 2015 CDR Forecast 16.5% 20.7% 25.7% 22.9% 21.8% 21.1%UBS Estimates, Dec 2015 16.5% 22.7% 26.7% 23.8% 21.4%Summer Effective Reserve Margin 11.2% 13.8% 11.1%ERCOT Target Reserve Margin 13.75% 13.75% 13.75% 13.75% 13.75% 13.75% 13.75% 13.75%

0.0%

5.0%

10.0%

15.0%

20.0%

25.0%

30.0%Re

serv

e M

argi

n %

ERCOT Reserve Margin Estimates

• 2017 reserve drop reflects delay in 700 MW CC gas unit and 416 MW of Mothballed units

• Does not include coal plant retirements in the future due to Regional Haze and CPP

Summer Peak Load History and Future Forecasts

ERCOT Target Reserve Margin

13.75%

SARA Estimate SARA (Summer ) Estimates: •2012: 9.4% •2013: 8.8%

8

Source: ERCOT

Source: ERCOT and GDF SUEZ

60,214

62,339 62,130 62,171

63,400

65,776

68,379 66,548 67,245

66,427

69,783

70,588 71,416

72,277 73,663

74,288

56,000

58,000

60,000

62,000

64,000

66,000

68,000

70,000

72,000

74,000

76,000

2005 2006 2007 2008 2009 2010 2011 2012 2013 2014 2015 2016 2017 2018 2019 2020

Summer Load Actual Summer Load

Forecast Summer Load

Recession

New Demand Record

Flat Demand Growth – Weather?

2005 2006 2007 2008 2009 2010 2011 2012 2013 2014 2015 2016 2017 2018 2019 2020Y on Y Actual Growth 2.92% 3.53% -0.34% 0.07% 1.98% 3.75% 3.96% -2.68% 1.05% -1.22% 5.05%Y on Y Forecast Growth 1.15% 1.17% 1.21% 1.92% 0.85%

-4.00%-3.00%-2.00%-1.00%0.00%1.00%2.00%3.00%4.00%5.00%6.00%

Percentage Year on Year Load Growth Y on Y Actual Growth

Y on Y Forecast GrowthHottest

Summer in 106 Years

2% Load Growth from 2011

ENGIE Privileged and Confidential

ERCOT and US Generation Capacity

Source: ERCOT

9 ENGIE Privileged and Confidential

Renewable Generation Growth: Wind and Solar

Source: ERCOT and PUCT

10

• Wind Output record 14,023 MW, Feb 18th 2016 • 15,764 MW Total Installed • 3,000 MW planned by 2018

ENGIE Privileged and Confidential

• Solar 288 MW • 1,000 MW installed by end of

2016?

New Generation Fuel Types: ERCOT and US

11 ENGIE Privileged and Confidential

Source: AWEA U.S. Wind Industry Annual Market Report Year Ending 2015

North Hub July-August (Summer) On–Peak Heat Rates

Heat Rate = Power Price / Natural Gas Price Power Price = Natural Gas Price X Heat Rate

12

2012

2013

2014 2015

14

16

18

20

22

24

262016 - 2018 Summer Heat Rates

ENGIE Privileged and Confidential

Cal 2017: Natural Gas Price & Heat Rate; Houston Hub

13 ENGIE Privileged and Confidential

HR remain relatively steady, recent drop attributable to stabilizing/rising gas prices

Cal 2017: Natural Gas Price & Heat Rate; North Hub

14 ENGIE Privileged and Confidential

HR remain relatively steady, recent drop attributable to stabilizing/rising gas prices

Cal 2019: Natural Gas Price & Heat Rate; Houston Hub

15 ENGIE Privileged and Confidential

HR remain relatively steady, recent drop attributable to stabilizing/rising gas prices

Cal 2019: Natural Gas Price & Heat Rate; North Hub

16 ENGIE Privileged and Confidential

HR remain relatively steady, recent drop attributable to stabilizing/rising gas prices

Cal 2017: Natural Gas Price & Power Price; Houston Hub

Power and Natural Gas making a move off the lows, but still near

13-year lows

17 ENGIE Privileged and Confidential

Cal 2017: Natural Gas Price & Power Price; North Hub

18 ENGIE Privileged and Confidential

Power and Natural Gas making a move off the lows, but still near

13-year lows

Cal 2019: Natural Gas Price & Power Price; Houston Hub

19 ENGIE Privileged and Confidential

Power and Natural Gas making a move off the lows, but still near

13-year lows

Cal 2019: Natural Gas Price & Power Price; North Hub

20 ENGIE Privileged and Confidential

Power and Natural Gas making a move off the lows, but still near

13-year lows

1

Federal Environmental Regulations Summary

22 ENGIE Privileged and Confidentiel

Source: ERCOT & GDF SUEZ

Table 1: Environmental Regulations Impacting ERCOT Generation

Regulation Compliance Date Description Impacts

Mercury and Air Toxics Standards

April 2015 (April 2016 with extension)

Sets limits on hazardous air pollutant emissions at power plants

Owners of coal units without sufficient controls will need to retrofit to comply

Cross-State Air Pollution Rule

January 2015 Addresses cross-state air pollution through limits on annual nitrogen oxides (NOx) and sulfur dioxide (SO2) emissions, and ozone season (summer) NOx emissions

Most fossil fuel-fired generators in ERCOT are subject to CSAPR; resource owners may need to purchase allowances to comply

Regional Haze Three to five years after final Federal Plan was issued (2019 - 2021). Stay requests have been filed.

Requires controls on air emissions to improve visibility in national parks

Owners of certain coal units are required to retrofit with scrubbers, or upgrade existing scrubbers (3,000 – 8,000 MW)

Clean Power Plan Stay by the Supreme

Court will delay original implementation time frame: 2020-2029 (interim goal); 2030 onwards (final goal)

June 2, 2016 Court of Appeals review. Sets carbon dioxide emissions limits for existing units

Rule has implications for most fossil-fuel fired generation in ERCOT, as well as for renewable energy and energy efficiency programs

US Coal Plants Subject to Clean Power Plan Regulations

23 ENGIE Privileged and Confidentiel

Texas Coal Plants Subject to Environmental Regulations

24 ENGIE Privileged and Confidentiel

Martin Lake – 2,455 MW, Old Scrubbers Monticello – 1,955 MW, One Scrubber Big Brown – 1,200 MW, No Scrubber Total: 5,610 MW at Risk

Texas Coal Plants: Short Term Generation Economics Look Bleak?

25 ENGIE Privileged and Confidentiel

Assumes no forward hedges: • Most plants will have a portion of the output hedged through 2017

• Monticello operates seasonally • Maybe not quite as bad as it looks but will coal units retire prior to environmental

regulation deadlines?

Natural Gas Forward Prices; NYMEX Henry Hub

26 ENGIE Privileged and Confidential

$1.50

$1.75

$2.00

$2.25

$2.50

$2.75

$3.00

$3.25

$3.50

$3.75

$4.00

Apr

-16

Jun-

16

Aug

-16

Oct

-16

Dec

-16

Feb-

17

Apr

-17

Jun-

17

Aug

-17

Oct

-17

Dec

-17

Feb-

18

Apr

-18

Jun-

18

Aug

-18

Oct

-18

Dec

-18

Feb-

19

Apr

-19

Jun-

19

Aug

-19

Oct

-19

Dec

-19

Feb-

20

Apr

-20

Jun-

20

Aug

-20

Oct

-20

Dec

-20

$ M

MBt

u

Forward Monthly NYMEX Natural Gas Price

Current NYMEX Natural Gas Price

February 4, 2016

March 29, 2016

Bal 2016: $2.48 Cal 2017: $3.00 Cal 2018: $3.03 Cal 2019: $3.04 Cal 2020: $3.11 Cal 2021: $3.25

US Natural Gas Storage Level

Current Storage Level: 2,625 Bcf, 49% above last year and 48% above the five year average • This week’s report showed an injection 68 Bcf, 5-year average is 64 Bcf • Expectations for the upcoming week are an injection of 60 Bcf

27 ENGIE Privileged and Confidential

Natural Gas and Oil Rig Count Changes

28 ENGIE Privileged and Confidential

29 ENGIE Privileged and Confidential

LNG Prices, Price Spreads and Export Quantities

Australia will have 8.0 Bcf/day deliverability in 2018

Early Summer Forecasts: Trending Above Across the US

30 ENGIE Privileged and Confidentiel

June – August Forecast

Farmers’ Almanac

Bullish and Bearish Indicators

Bullish Indicators (Rising Prices) • ☼ * Clean Air Legislation in general provides upward

pressure on natural gas prices due to increased build and dependence on natural gas fired generation; retire or retrofit coal units, fracking restrictions; Obama CPP, Regional Haze Rule, Cross State Air Pollution Rule

• ☼ Reduction in oil and gas CAPEX . Gas and oil rig counts dropping

• ☼ LNG exports – will enough LNG export facilities be built to allow for significant exports (2018- 2019 effect?). Expecting 6 Bcf – 8 Bcf export demand.

• * Regulatory Activities, PUCT and ERCOT - Revisions to the Operating Reserve Demand Curve (ORDC). Ancillary Service changes. Effects of Protocol changes on prices?

• ☼ * Summer weather – early forecasts calling for above normal across the nation, except Texas?

• ☼ Natural gas and power exports to Mexico – Mexico’s privatization of the energy sector may increase US exports to Mexico; power (Frontera 520 MW), Texas Eastern gas export pipeline expansion 400 Mcf/d in 2017.

• ☼ * LNG plant energy consumption – huge power users - 400 MW, some with onsite generation. 2018 - 2019

• * ERCOT Reserve Margins expected to decrease yearly with load growth and coal unit retirements/mothball. Some believe reserve margins are overstated 2018 – 2020.

• ☼ Coal to Gas switching – generators using more gas units to produce electricity due to price advantage vs. coal units

Bearish Indicators (Falling Prices) • ☼ Natural gas storage levels – gas storage will end at all

time highs ~2,400 Bcf. Gas from shale production continues to grow modestly. Artificial cap on prices…?

• * Healthy reserve margins – outlook appears good through 2020? New generation investment…fuel types?

• * Energy efficiency gains – are efficiency measures kicking in? ..green buildings, commercial and industrial retrofitting, AC efficiencies, Energy Star homes

• ☼ * Some summer weather forecasts are calling for a potential cooler and wetter Texas. Will Gulf tropical activity dampen heat?

• * Distributed generation/Renewables – continued wind expansion, solar technology advancement, distributed generation initiatives and battery technology

• ☼ * Increased role of Demand Response – will demand response effectively reduce scarcity pricing/shortage concerns, 4 CP management

• ☼ Japan restarting 3 nuclear facilities recently since Fukushima

• * Transmission upgrades and expansion may lower costs to North , South and Houston.

• ☼ * WILD CARD – Crude prices….. Demand destruction?

* Denotes potential impacts to heat rates ☼ Denotes potential impacts on natural gas prices

31

Hotter < Summer Weather > Cooler

ENGIE Privileged and Confidential

32 ENGIE Privileged and Confidential

GDF SUEZ Energy Resources NA will rebrand under the ENGIE name in 2016

Price Hub Locations for Power and Natural Gas

33 ENGIE Privileged and Confidential

US Shale Locations

34 ENGIE Privileged and Confidential