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March, 2013
Corporate
Presentation
November 2016
1
2 2 1) On November 17, 2016; 2) Considering proportional consolidation of generation assets (-) Non-recurring effects; 3) Considering CPFL’s stake on each generation project; considering 87 wind turbines of Campo dos Ventos and São Benedito Wind Complexes.
Company Overview
Largest integrated private player in the Brazilian electricity sector
Market Cap of R$ 24.3 billion1, listed on BM&FBOVESPA – Novo Mercado and on NYSE (ADR Level III)
In LTM3Q16, EBITDA of R$ 3.7 billion2 and Net Income of R$ 1.0 billion2
Presence concentrated in the most developed regions of Brazil
Leadership in distribution through 9 subsidiaries and a 14.3% market share
3rd largest private generator with 3,234 MW3 of installed capacity, of which 94% from renewable source
Leader in Renewable Energy in Brazil with the largest capacity in operation
One of the most profitable operations of energy Trading and a world-class provider of Value-Added Services
Power Plants
3 3 1) Bounded shares, according to the Shareholders Agreement; 2) Furnas has the concession for HPP Serra da Mesa. CPFL has the contractual right of 51.54% of the plant’s assured energy, according to the 30-year leasing contract, maturing in 2028; 3) Adjusted by non-recurring items; does not consider the holding company; 4) Commercialization in the free market and Services.
Company Profile
Lajeado HPP
5.94%
Nect Serviços/Authi
CPFL Centrais Geradoras
DISTRIBUTION 100%
SERVICES 100%
RENEWABLES 51.61%
65% 48.72% 51%
25.01%
Serra da Mesa HPP
51.54%2 53.34%
GENERATION 100%
TRADING 100%
Trading4
212
CPFL Energia – Consolidated3| 3,739
LTM3Q16 Adj. EBITDA Breakdown3 | R$ million Concession’s expiration
2027 2028 2032 2035 2036
CPFL Paulista
CPFL Piratininga
HPP Luis Eduardo
Magalhães
HPP Campos Novos
HPP Foz do Chapecó
RGE HPP Serra da
Mesa2 HPP Barra
Grande
19 SHPPs (CPFL
Renováveis)
HPP Castro Alves
HPP Monte Claro
HPP 14 de Julho
2045
CPFL Santa Cruz
CPFL Jaguari
CPFL Sul Paulista
CPFL Leste Paulista
CPFL Mococa
23.0%1 19.3%1 11.0%1
15.1% 23.6% 29.4% Free Float
31.9%
Conventional Generation
1,337
Distribution 1,682 44%
35%
6%
15% Renewable Generation
551
Corporate Structure | Camargo Corrêa - State Grid Transaction
23.0%1 19.3%1
23.6% 29.4%
Free Float
31.9%
1) Bounded shares, according to the Shareholders Agreement
15.1%
11.0%1
Conclusion of
Transaction
Decision to follow
Previ 09/23/16
Bonaire 09/28/16
Proposal extension to Previ
and Bonaire
R$ 25.00/share
SPA Signature
State Grid Proposal
Due diligence
Current status
Precedent Conditions:
ANEEL Approval
Proposal to acquire the totality of the stake bound to the controlling block
Acquisition of Camargo Corrêa’s
stake (around 23.6% of the total of CPFL Energia)
07/01/16 09/02/16 Term of 30 days 09/02/16
Approved by CADE
on 09/15/16
4 4
Distribution Segment
• 9.1 million customers
• 679 municipalities
• Footprint: most developed regions
• High potential in per capita consumption
• Market size: 56.6 TWh/year
1st Market share: 14.3%
Industrial
Commercial
Residential
Others
1) Source: EPE. 5
29% 39%
17% 16%
5 small discos
44%
23%
9%
24% RGE
CPFL Piratininga
3Q16LTM Adj. EBITDA Breakdown
R$ million
CPFL Paulista
Tariff review Sales CAGR by Region1 |
3Q11LTM – 3Q16LTM 4th Tariff Review Cycle
CPFL Piratininga Oct-15
CPFL Santa Cruz
Mar-16
CPFL Leste Paulista
CPFL Jaguari
CPFL Sul Paulista
CPFL Mococa
CPFL Paulista Apr-18
RGE Sul Apr-18
RGE Jun-18
3Q16LTM Sales Breakdown
GWh
Growth Projects | Synergistic growth with RGE Sul
Results Consolidation
• Balance sheet as of Oct 31st, 2016
• Income statement as of Nov 1st, 2016
First step – Development of the Integration Plan
• Diagnosis step and implementation of the Integration Plan
• Sharing of the best practices, processes and technologies adopted in the
distribution companies of CPFL Group, as well as from RGE Sul to the other companies
• Improvement action plan in the quality of services established by ANEEL
Debt restructuring: debentures issue in the amount of R$ 1.1 billion (Cost: 114.50% of CDI and term of 4 years)
Acquisition funding: debentures issues in CPFL Energia (R$ 620 million) and in CPFL Brasil (R$ 400 million) (Cost: 114.50% of CDI and term of 4 years)
Completion of the acquisition of AES Sul
Change of the corporate name to RGE Sul Distribuidora de Energia S.A.
Election of the new members of the Board of Directors and of the Board of Executive Officers
Expected conclusion of
Integration Plan:
December-17
Completed steps:
Next steps:
Periodic Tariff Review Date: April-18
6
7 7
Generation Segment
• 3,240 MW of installed capacity
• 1,592 MWavg of physical guarantee
• Long Term Concessions
• Brazil’s largest Portfolio in Alternative Energy
• Renewable Sources: 94%
3rd Market share: 2.2% Installed Capacity | %
• Contracted portfolio in the long term with low risk exposure
• Agreements average price: R$219/MWh
• Agreements average tenor: 12.9 years
Contract Profile
Total: 3.240 MW
62% 6%
7% 6%
19%
HPP TPP
SPP
BIO
WIND
Contracting Level | %
1998 2004 2005 2007 2007 2008 2008 2010 2010-11
1,275.0 130.0 690.0 880.0 902.5 130.0 100.0 855.0 341.6
671.0 59.0 380.6 377.9 526.6 64.0 50.0 432.0 247.6
51.54% 65.00% 25.01% 48.72% 6.93% 65.00% 65.00% 51.00% 53.34%
657.1 84.5 172.5 428.7 62.5 84.5 65.0 436.1 182.2
345.8 38.4 95.2 184.1 36.5 41.6 32.5 220.3 132.1
1.784 1.4 95.0 32.9 630 5.0 5.0 80.0 -
0.7 92.9 7.3 26.7 1.4 26.0 20.0 10.7 -
2028 2036 2036 2035 2032 2036 2036 2036 2042
Conventional generation | 2,199 MW of installed capacity
CPFL Energia’s power plants – state-of-the-art environmental efficiency
8
(MW)
CPFL Renováveis (Aug-11) 652
2Q12 25 Free market -
2Q12 70 Reserve auction Revenue(e): R$ 20 million/year
2Q12 155 PROINFA Acquisition price: R$ 1,062 million
3Q12 188 Reserve auction Revenue(e): R$ 115 million/year
4Q12 40 Auction and free market Acquisition price: R$ 111.5 million
4Q12 1 Free market -
4Q12 20 Alt. Sources auction Revenue(e): R$ 112 million/year
3Q13 50 Free market Revenue(e): R$ 22.6 million/year
4Q13 30 Reserve auction Revenue(e): R$ 18.5 million/year
4Q13 50 Free market Revenue(e): R$ 22.6 million/year
1Q14 14 PROINFA Acquisition price: R$ 103.4 million
1Q14 120 Alt. Sources auction Revenue(e): R$ 76.7 million/year
2Q14 78 Alt. Sources auction Revenue(e): R$ 52.6 million/year
3Q14 278 - Partnership with Dobrevê
2Q15 29 Reserve Auction Revenue(e): R$ 17.9 million/year
2Q16 24 Free market Revenue(e): R$ 18.1 million/year
2Q16 193 Free market -
Current portfolio 2,017
CPFL Renováveis | Track record1
Installed capacity of 2,017 MW
1) Updated until November, 2016 2) Revenue estimated by the terms of the 16th LEN 2013 9
Commercial Start-up
2016-2020(e)
112 MW of installed capacity
61 average-MW
of assured energy
1) Full commercial startup until December 2016; 2) Gradual commercial operation from 1H18; 3) Constant Currency (Sep-16).
Campo dos Ventos and São Benedito Wind Farms
Pedra Cheirosa Wind Farms Boa Vista II SHPP
Commercial Start-up 20161 20182 2020
Installed Capacity 231.0 MW 48.3 MW 26.5 MW
Assured Energy 125.2 average-MW 26.1 average-MW 14.8 average-MW
PPA3 ACL 20 years 18th LEN 2014
R$ 147.24/MWh until 2037
21st LEN 2015 R$ 228.67/MWh
until 2049
Financing BNDES
(approved) BNDES
(under analysis) BNDES
(under analysis)
Growth Projects: Generation | Greenfield projects
Commercial start-up of 92 wind turbines (193.2 MW) until November-16
3 GW pipeline
10
CPFL Energia – Trading & Services
11
Foundation: 2006
Offers a wide range of value-added services:
engineering projects for transmission and distribution grids
equipment maintenance and recovery
self-generation grids
collection of utilities’ bills through an established authorized network
Incorporation: 2008
Provision of customer relationship services to utility companies:
call center
face-to-face service
back office
credit recovery
ombudsman
help desk and sales
, of which 386 special customers (3Q16
vs. 3Q15: 112%)
current ~ 2.3 GWavg
current ~ 12.6 GWavg
• New activities: and
2015 - 197 transmission contracts
- 12 construction sites
2015 - 11.2 million phone calls
- 2.4 million electronic phone calls
CPFL Energia Strategy
• Be a benchmark in sustainability
• Maintain the highest levels of Corporate Governance
• People management, promoting workplace safety and respect to diversity
• Be the leader in operating efficiency by investing in technology, automation and innovation
• Act on both institutional and regulatory fronts to ensure sustainability of the sector
• Focus on technical services, through technology and productivity
• Mitigate risks of services by hiring qualified labor and suppliers
• Maximize value in the Free Market and be recognized for its profitability
• Expand the presence in retail through acommercial front and customer energy management
• Add new products to energy Commercialization
• Grow while creating value through acquisitions and new projects
• Be the leader in operating efficiency in the Renewable Energy segment
• Operating Efficiency with Innovation & Technology
• Act in both institutional and regulatory levels
• Strategic Growth
Distribution Generation Renewable Commercialization Services
12
Dividends: CPFL has presented payout ratio close to 100% since its IPO, reaching the mark of R$ 11.6 billion distributed4
TSR5: +2.4%
13 13 1) Considering proportional consolidation of generation assets (+) Regulatory assets and liabilities (-) Non-recurring effects (-) Construction revenue/cost. Disregard intercompany transactions. 2) Considering Holding’s EBITDA. 3) Including holding result and amortization of merged goodwill. 4) For 2015, a capital increase through stock dividend was approved in AGM; 5)TSR from Sep-11 to Sep-16 = Dividends +4.5% (+) Stock performance -2.1% = +2.4%.
NET REVENUE1 11,413 13,235 13,681 15,724 18,763 16,796 8.0% -10.5%
Distribution 9,794 10,830 10,716 12,011 15,431 13,320 6.3% -13.7%
Generation 1,351 1,964 2,356 3,164 2,787 2,701 14.9% -3.1%
Trading 1,699 2,031 2,023 2,430 2,093 2,340 6.6% 11.8%
EBITDA2 3,649 4,343 3,908 3,901 3,704 3,739 0.5% 0.9%
Distribution 2,351 2,655 2,211 1,985 1,681 1,682 -6.5% 0.1%
Generation 1,060 1,427 1,643 1,680 1,886 1,887 12.2% 0.0%
Trading 278 287 74 263 173 212 -5.3% 22.5%
NET INCOME3 1,503 1,617 1,304 1,162 1,061 1,041 -7.1% -1.9%
Distribution 1,235 1,356 1,047 867 762 667 -11.6% -12.5%
Generation 721 373 419 309 368 361 -12.9% -1.9%
Trading 164 127 52 168 108 115 -6.9% 5.7%
Key Financial Figures | R$ million
2011 2012 2013 2014 2015 LTM3Q16 CAGR 2011 –LTM3Q16
LTM3Q16 vs. 2015
TOTAL 54.6 56.7 58.5 60.0 57.6 56.0 0.5% -2.7%
Captive 39.9 40.7 41.1 43.2 41.7 40.9 0.5% -2.1%
TUSD 14.7 16.0 17.3 16.8 15.8 15.1 0.6% -4.3%
Energy Sales - Distribution | TWh
CPFL Energia | Operational and Financial figures
Capex(e)1 2016-2020 | R$ Million
1) Constant currency; 2) IFRS – Considers 100% on CPFL Renováveis and Ceran; 3) Pro forma – Considers proportional stakes in the generation projects; 4) Disregard investments in Special Obligations on Distribution segment (among other items financed by consumers); 5) For 2016, just consider November and December 2016; 6) Conventional + Renewable.
Total: R$ 11,053 million3 (IFRS) R$ 10,091 million4 (Pro-forma)
Distribution5: R$ 7,033 million
Generation7: R$ 2,092 million (IFRS) R$ 1,130 million (Pro-forma)
Trading & Services R$ 541 million
1,427
2,853
2,219
1,969 1,991 2,021
IFRS
Pro
-form
a
1,200
2,135 2,027 1,933 1,982 2,014
RGE Sul6: R$ 1,387 million
14
15
3,399 3,736 3,584 3,577 3,764 3,725 Adjusted EBITDA1,2 R$ Million
Nominal
Real
Leverage1 l R$ Billion
Gross Debt Cost3,4 l LTM Gross Debt Breakdown by
Indexer | 3Q161,4
Adjusted Net Debt1
/Adjusted EBITDA2
CDI
Prefixed
TJLP
1) Financial covenants criteria; 2) LTM recurring EBITDA; 3) Adjusted by the proportional consolidation since 2012; 4) Financial debt (-) hedge
Indebtedness | Financial Covenant Management
16
Cash Short-Term 2017 2018 2019 2020 2020+
5,246
2,363
368
4,954
4,087
1,711
2,848
1) Considers Debt Principal, including hedge; 2) Financial covenant criteria; 3) Amortization from Oct-2016 to Sep-2017
3
Cash Coverage:
2,22x Short term amortization (12M)
Average Tenor: 3.23 years
Short term (12M): 14.5% of total
Debt Amortization Schedule1,2 l Sep-16 | R$ Million
Debt Profile | September, 30 2016
Annex
17
Energy sector in Brazil: business segments
Consumers
1) Source: ANEEL – November, 2016; 2) Source: EPE and CCEE; 3) Source: ONS 4) Source: Ministry of Mines and Energy (MME) – September-16; 5) September-16
Free Market
Captive Market
80.0 million Consumers4
3,229 Consumers5
118 TWh of billed energy2
80.0 million Consumers4
346 TWh of billed energy2
Transmission
• 104 Companies³
• 133,330 km of transmission lines4
• Eletrobrás: ~53% of total assets
Distribution
• 63 Companies
• 461 TWh of billed energy2
• Top 5: ~46% of the market
Competitive Power Supply
Generation
• 149 GW of installed capacity1
• 82.5% Renewable energy1
• Eletrobrás: ~31.4% of total assets
18
Brazilian electricity matrix
1) Source: 10-year Energy Plan 2024; 2) Others: considers coal, oil, diesel and process gas; 3) Abeeólica.
Brazil’s electricity matrix is predominantly renewable, with hydro installed capacity totaling 68% of the
total supply, while biomass, wind, SHPPs and solar account for 16%. In the next years, it is expected that
other sources will grow, mainly wind and solar, reaching 12% and 3% respectively of total installed
capacity in 2024.
Brazilian Electricity Matrix
133 GW 206 GW
2014 2024
19
Wind Potential: 350GW3
Installed capacity: 3.8GW 1%
SHPP Potential: 17.5GW Installed capacity: 5.0GW
29%
Biomass Potential: 17.2GW
Installed capacity: 9.3GW 54%
Potential Realized
Potential to be Explored in Brazil
Evolution of Installed Capacity (GW) 2014-20241
20
Smart distribution was a key theme addressed by the Project
"Energy in the City of the Future"
• The smart grid technology will provide increased network monitoring capabilities and greater quality and commercial opportunities
• Smart Grids will boost the amount of information available, which will be used in innovative ways to optimize operations and services
Smart Grid | The Future of Distribution
Vision of the Future of Distribution is directly associated with Smart Grids:
21
Emergency Dispatch
The past:
The future:
System intervention or self-healing
Automatic failure detection Real-time information for customers
Intelligent meter
• Reduced unnecessary travel;
• Shorter average service;
• Reduced SAIDI (optimization of possibilities of network maneuvering);
• Greater customer satisfaction (real-time information);
• Optimization of service to nearly 600,000 tickets every year.
Gains
22
Reading and Delivery
Reading Energy bill Delivering the bill Payment
Making the payment Smart Metering Center and/or automatized
software
Data network Intelligent meters
Bill via e-mail and/or app
(cons. manag.)
The past:
The future:
• Greater employee safety (reduced travel and exposure to risk)
• Data gathering from load curve and customer consumption profile;
• More sustainable process (reduced use of paper).
Gains
Sustainability at CPFL: Incorporation of strategic guidelines
23
Energy is essential for
the welfare of people
and the development
of society.
We believe that
producing and using
energy in a
sustainable manner
is vital for the future of
humanity.
Vision
To provide
sustainable energy
solutions with
competitiveness and
excellence, acting in a
manner that is
integrated with the
community.
Mission
• Value Creation
Commitment
• Safety and Quality of
Life
• Austerity
• Sustainability
• Trust and Respect
• Overcoming
• Entrepreneurship
Principles
CPFL Energia is the
largest private group in
the Brazilian electricity
sector which, through
innovative strategies
and talented
professionals, offers
sustainable energy
solutions.
Positioning
CPFL Energia built its Sustainability Platform in 2013 in order to define the issues material to its growth strategy and the development of goals and indicators related to each of these issues at each business unit. The Platform consolidation process covered the company as a whole, meaning that sustainability is not just
an element of our principles and values but included in strategic planning.
Sustainability Platform
24
Actions
Raising awareness about the strategic
relevance of the Sustainability
Platform
Establishing formal sustainability
targets for internal leaderships
Results - 2015
Integrated platform based on the
strategic plan, with 6 themes, 17 leverages, 91 indicators and short
and medium-term goals
Sustainability goals published on CPFL's
website
Officers and managers have
sustainability goals
Recognition
Welfare Until 1999
Social Responsibility 2000 to 2006
Corporate Sustainability Added to business from 2007
Level of incorporation of the theme Sustainability
Increasingly more comprehensive concept of responsibility
CPFL Energia | Sustainability
• Component of ISE since its first edition, in 2005
• 35 companies of 16 industries - Market cap of R$ 967 billion
• Component of DJSI Emerging Markets for the fourth consecutive year
• 86 companies achieved the Dow Jones requirements (17 Brazilian, of which 3 are in the power industry)
• Component of MSCI for the second consecutive year
• Formed by companies with the highest ESG standards in their industries
• Transparent reporting of greenhouse gas emissions since 2006
• Best company in Management of Water Resources in Latin America - 2015
• Component of ICO2 since 2016 • 31 shares of 29 companies - Market cap of R$ 1.4 trillion