6 May 2014 Company Announcements Office ASX Limited Exchange Centre Level 4, 20 Bridge Street SYDNEY NSW 2000 Dear Sir/Madam RE: Downer EDI 2014 Investor Day Please find attached a copy of the presentation to be made to investors today at the company’s annual Investor Day. Yours sincerely Downer EDI Limited

Peter Tompkins Company Secretary

Downer EDI Limited ABN 97 003 872 848

A Triniti Business Campus, 39 Delhi Road, North Ryde NSW 2113 P PO Box 1823, North Ryde NSW 2113 T +61 2 9468 9700 | F +61 2 9813 8915 | W downergroup.com

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Downer Group

Investor Day

Challenges and Opportunities

6 May 2014

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CEO Presentation

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Challenges and opportunities

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• Underlying markets are subdued and navigating the cycle

will be difficult for all in the sector

• There is a clear opportunity for Downer to emerge as the

strongest and best investment choice

• To achieve this we must continue to build on our strengths,

take advantage of opportunities as they arise and make our

customers’ success our core goal

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Engineering construction spend

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BIS Shrapnel 5 year outlook

0

20

40

60

80

100

120

140

2002 2004 2006 2008 2010 2012 2014 2016 2018

Other engineering construction

Resource-related associated infrastructure

Mining and heavy industry

$b (constant $2011/12)

Year ended June Source: ABS, BIS Shrapnel

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Commodity prices

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Source: Bloomberg

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Investment choice

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• Balance sheet strength / capacity

• Consistent and predictable returns

• Strong cash flow

• Growth opportunities

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Build on our strengths

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• Market leading positions

• Balance sheet capacity

• Strong cash conversion

• High level of secured work (work-in-hand)

• Best people

• Costs and productivity

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Balance sheet

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1 On-balance sheet gearing = net debt / net debt plus equity. 2 Off-balance sheet debt includes the present value of plant and equipment operating leases.

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Cash flow

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Work-in-Hand

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Our customers’ success is our core goal

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• Major strategic initiative to develop a highly customer

focused organisation

• Top 50 customers have provided detailed feedback

• We can improve dramatically in this area

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How our customers see us

Current position:

• Safe

• Deliver a quality project/ don’t give up

• Technically proficient

• Honest/ transparent/ responsive

• Flexible

• Efficient/value for money

• Good to deal with

• Integrity

How we need to be perceived by

our customers to outperform:

• Innovative/ new ideas

• Technology leaders

• Offering proactive customer solutions

• Able to leverage the breadth of Downer Group’s capability

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MUST SUSTAIN / IMPROVE MUST DEVELOP

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Opportunities will arise

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We will take advantage of the right M&A opportunities

• Robust risk and opportunity assessment

• Watching market developments closely

• Must be strategic, the right price and grow our capability

There is opportunity to grow the business offshore in key

competencies

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Full year guidance maintained

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Full year guidance of NPAT of around $215 million

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Downer Infrastructure -

Australia

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Business mix

16 Based on revenue for 1H 2014

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Major contracts

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Proportion of Divisional revenue (approx.)1

Business Description Examples of current major contracts

Name Value Duration

22% Road Infrastructure

Asphalt manufacture & surfacing, surface rejuvenation, pavement stablisation, recycled asphalt pavement, civil infrastructure, traffic management modelling, airfield works, signal installation.

WA Integrated Services Arrangements (ISAs) x 3

$660m 2011-16

RTA PSMC Sydney North $370m 2008-18

RMS Sydney West Zone $365m 2014 -21

21% Industrial & Infrastructure Maintenance

Industrial plant maintenance (rail, water, airport, mine, oil & gas, heavy industry), plant shutdowns, open space management, property maintenance.

Alcoa alumina refinery $100m Ongoing

Woodside $100m 2014-19

ANZ Data Centres $50m 2011-15

20% Electrical & Instrumentation (E&I)

Electrical system design, electrical installation, process instrumentation, electrical testing, automation/ ticketing systems, road traffic signals.

Wheatstone LNG $400m 2014-16

Maules Creek CHPP (E&I, SMP and Consulting)

$100m 2014-16

Rio Yandi $80m 2014-16

TAN Burrup AN Plant (E&I and SMP)

$70m 2014-15

1 Based on revenue for 1H 2014

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Major contracts

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Proportion of Divisional revenue (approx.)1

Business Description Examples of current major contracts

Name Value Duration

17% Structural Mechanical & Piping (SMP)

Steel & pipework erection, equipment installation, scaffolding, rigging services.

Santos GLNG $650m 2011-15

BHP Shiploaders $60m 2014-16

TAN Burrup AN Plant (see previous slide)

Maules Creek CHPP (see previous slide)

11% Power Infrastructure Power lines (transmission & distribution), substations. Renewable energy.

Western Power 330kV $185m 2012-14

Boco Rock wind farm $110m 2013-15

9%

Telecommunications Satellite & cable TV networks, broadband networks, fixed network infrastructure (copper), wireless, infrastructure, audio visual services.

NBN Co. $350m 2014-16

Foxtel $300m 2011-17

Rail Infrastructure Track construction, signaling works, rail equipment & plant hire.

Transport for NSW (Gosford Passing Loops)

$100m 2013-15

Other Resource consulting, mineral process engineering, water infrastructure.

Maules Creek CHPP (see previous slide)

ERA Ranger Mine $60m 2012-13

1 Based on revenue for 1H 2014

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Downer Infrastructure –

New Zealand

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Current market

• Conditions are improving, but remain challenging due to

changing customer requirements

• Downer is well positioned with long term contracts in key

markets:

• New infrastructure maintenance contracts with Auckland Transport,

NZTA, Hamilton City and others

• Stronger Christchurch Infrastructure Rebuild Team (SCIRT) Alliance

• Ultra Fast Broadband (UFB) and Rural Broadband Initiative (RBI)

• Significant value being generated between Transportation,

Major Projects and Telecommunications arising from SCIRT and

UFB projects

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Business mix

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Cost reduction and productivity

In this market, we must reduce our costs and improve productivity:

• Fit 4 Business initiatives

• Rationalisation of business structures

• Achieving a sensible balance between insourcing and outsourcing

• Rationalisation of plant, particularly light vehicles and trucks

• Vertical supply chain opportunities e.g. asphalt manufacture,

emulsion and specialist bitumen product sales

• Embrace technology solutions

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Transport (road, rail, airports, ports)

• Downer is a market leader – challenges due to The Transport

Agency continuing to tender its remodelled NOC contracts

• Constrained Central Government funding for Local Authority

infrastructure will lead to further reduction in minor construction

and discretionary works across rural New Zealand

• Significant amount of major projects coming to market, an area

where Downer is under-represented

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Telecommunications

• Downer is a market leader – the service provider of choice to

Vodafone and Telecom mobile and one of three Chorus service

providers

• Growth opportunities have been created due to delivery of the

UFB project and investment in technology

• Next Generation Access (NGA) provisioning contracts secured

• Continued decline in the fixed line (copper) market is being

replaced by growth in the mobile(wireless)market and fibre

rollout

• Data growth will provide continued opportunities

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Water and Irrigation

Water (reticulation and treatment):

• Local Authority budget constraints

• Downer is a significant player, regarded as a one-stop shop with

good experience in both operations and maintenance

• Many Local Authorities still in-source this work so there are

opportunities for medium and long term growth

Irrigation schemes are a significant growth opportunity in the short

and medium term and Downer is investing to ensure it is well

positioned in this emerging market

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Energy (oil and gas, power, renewables)

• Revenue growth constrained by an oversupply of power

generation capacity

• There is expected to be further strong investment in the

transmission network over the next 3 to 5 years

• Transmission infrastructure maintenance and construction is fully

outsourced by Transpower and is an attractive opportunity –

entry to this market would be achieved by acquisition in the

short to medium term

• Downer has a strong presence in this market in Australia – this

will be leveraged in New Zealand

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Major contracts

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Proportion of Divisional revenue (approx.)

Business Description Examples of major contracts

Name Value Duration

52% Road Infrastructure Asphalt manufacture & surfacing, surface rejuvenation, pavement stablisation, recycled asphalt pavement, civil infrastructure, traffic management modelling, airfield works, signal installation.

Auckland Transport Maintenance Contracts: • South West • Central • Hauraki Gulf Islands • Northern Rural

NZ$260m NZ$250m NZ$90m

NZ$190m

2012-20 2013-21 2013-21 2014-22

SCIRT – earthquake repairs NZ$400m 2012-16

NZTA NOC Maintenance Contracts: • South Canterbury • Taranaki

NZ$95m NZ$80m

2014-23 2014-20

30% Telecommunications Satellite & cable TV networks, broadband networks, fixed network infrastructure (copper), wireless, infrastructure, audio visual services.

Ultra-fast broadband NZ$500m 2012-19

Chorus NGA NZ$120m 2013-19

4% Water Infrastructure Water and wastewater, water maintenance.

Auckland City Stormwater Maintenance: • Central • Northern

NZ$55m NZ$95m

2013-21 2014-22

Tauranga City Council – 3 Waters Maintenance

NZ$55m 2013-21

Central Plains Irrigation Scheme – Stage 1 Distribution Works

NZ$65m 2014-15

14% Other Includes Facilities Management (FM), Open Space Management (OSM), Products (e.g. asphalt and bitumen supply),

Auckland Council OSM – South Urban and Rural

NZ$135m 2013-23

Transpower FM NZ$25m 2014-20

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Downer Mining

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Ongoing improvement in Zero Harm

Project wins:

• Roy Hill (iron ore) - $500 million over 4.5 years

• Cosmo Deeps (gold) - $70 million over 2 years

• Commodore (coal) - $200-250 million over 5 years

• Boggabri (coal) – one-year extension to Nov 2017

Otraco (tyre management) expansion into South Africa, Botswana

and Namibia

Recent highlights

The Cosmo Deeps team with the new Sandvik fleet

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Ongoing improvement in Zero Harm

• 21% YOY improvement in TRIFR1

• LTIFR2 <1

• Focus on High Potential Risks

• Collision avoidance – SafeMINE

now in place at Commodore

and Boggabri, being

commissioned at Karara

• Resilient people initiatives

Ongoing improvement in Zero Harm

1 TRIFR: Total Recordable Injury Frequency Rate 2 LTIFR: Lost Time Injury Frequency Rate

0

2

4

6

8

10

12

14

16

18

FY09 FY10 FY11 FY12 FY13 FY14 YTD

Total Recordable Injury Frequency Rate

4.10

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Cost-reduction strategies – Plant

FY12 FY12 FY11

FY12 FY12 FY11 FY11

• Standardising fleet/ fleet

matching/ ultra class

machines

• Reduction in hired gear/

relocation plan

• Disposal of aged fleet

• Back to Basics

maintenance

• Strengthening critical

spares

• Regional maintenance

facilities

Cost reduction strategies - plant

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FY12 FY12 FY11

FY12 FY12 FY11 FY11

• Operational excellence

and business

improvement

• Strategic partners

• Focus on people and

training

• Procurement and sourcing

Cost reduction strategies - operations

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Major contracts

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Proportion of Divisional revenue (approx.)1

Business Description Major contracts

Name Value Duration

85% Open cut Mine engineering, scheduling and planning, load and haul operations, dozer push operations, crusher feed and operation, facilities and infrastructure design and operation, mine road construction, mine site rehabilitation.

Christmas Creek - Fortescue $3.1b 2010-16

Goonyella, Daunia, Blackwater - BMA $2.3b 2010-16

Boggabri Stage I & II – Idemitsu $1.8b 2011-17

Karara - Karara Mining $0.6b 2012-18

Meandu - TEC Coal $0.7b 2013-19

Roy Hill - Roy Hill Iron Ore $0.5b 2014-19

15% Services Blasting: Down-the-hole and total loading services, explosives supply, shotfiring, emulsion manufacturing facilities, blast management. Tyre management: complete tyre operation and maintenance. Underground mining: decline and lateral development, production drilling and charging, loading and hauling.

Moolarben, Yarrabee, Ashton, Duralie – Yancoal Australia

$0.5b 2013-16 Minerva – Sojitz Corporation

Carosue - Saracen Mineral Holdings

Cosmo Gold Mine – Crocodile Corp. $72m 2014-16

1 Based on revenue for 1H 2014

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Downer Rail

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Operating divisions

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Maintenance and Services

- passenger trains

- light rail/trams

- passenger operations

with Keolis Downer

- freight locomotives

- wagons

After Market Parts

- spare parts

- new build and

rotable parts

- service kits

Components and Overhauls

- engines

- wheels

- bogies

- traction motors

- all major components

for locomotives,

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KEY CUSTOMERS

Freight

• Pacific National

• BHP Billiton

• FMG

• Rio Tinto

• Aurizon

• SCT Logistics

Passenger

• Sydney Trains

• Public Transport Authority

of Western Australia

• Queensland Rail

• Metro Trains Melbourne

• VLine

• PTV

• Goldlinq

Capabilities

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• Over 25 operations and maintenance depots for public and

private sector customers across Australia

• Operations and maintenance of public transport systems

through the Keolis Downer JV (Yarra Trams, Melbourne and

G:Link, Gold Coast)

• Rolling stock asset management and through life support

• Rail systems integration

• Global supply chain management in complex environments.

Key global supplier partnerships including Electro Motive Diesel,

Bombardier, Hitachi and CRC

• Component overhauls and major refurbishment programs

• Freight rolling stock – sourcing, supply, testing and commissioning

and maintenance for both locomotives and wagons and

leasing options

• Passenger rolling stock – design or source, build and maintain

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Locations

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Current focus

• Complete Waratah Train Project (RSM) – last train due to be

delivered to Sydney Trains in May 2014

• Complete business restructure

• Become a 365 days a year, 24/7 service provider for rolling

stock across Australia and New Zealand

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Over 100 years

history in Australia

Established customer

relationships

Global brand

technology partners

Dedicated,

experienced, highly

skilled workforce

Customers depend on Downer Rail for reliable and available rolling stock,

associated equipment, maintenance and technical support

Proven products,

partnerships and

performance

Innovative

technology

through ‘Downer

Production System’

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Pathway to Success F

or p

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nal u

se o

nly

Strategy

• Integrate our service/maintenance business with our customers

• Provide new rolling stock, overhauls and refurbishment packages

and technical support, with investment in key component overhaul

depots

• Supply what operators want

• Innovative solutions

• Centralised control centre with live data reporting and condition-

based monitoring for all modes of transport, increasing reliability and

availability

• Investment to support growth in Far North Queensland and WA

• Locomotives and wagons at globally competitive prices

• Risk based commercial offering focused on reliability and availability

payments

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Disclaimer

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Reliance on third party information

This Presentation may contain information that has been derived from publicly available sources that have not been independently verified. No representation or warranty is made as to the accuracy, completeness or reliability of the information. No responsibility, warranty or liability is accepted by the Company, its officers, employees, agents or contractors for any errors, misstatements in or omissions from this Presentation.

Presentation is a summary only

This Presentation is information in a summary form only and does not purport to be complete. It should be read in conjunction with the Company’s Condensed Consolidated Financial Report for the half-year ended 31 December 2013. Any information or opinions expressed in this Presentation are subject to change without notice and the Company is not under any obligation to update or keep current the information contained within this Presentation.

Not investment advice

This Presentation is not intended and should not be considered to be the giving of investment advice by the Company or any of its shareholders, Directors, officers, agents, employees or advisers. The information provided in this Presentation has been prepared without taking into account the recipient’s investment objectives, financial circumstances or particular needs. Each party to whom this Presentation is made available must make its own independent assessment of the Company after making such investigations and taking such advice as may be deemed necessary.

No offer of securities

Nothing in this Presentation should be construed as either an offer to sell or a solicitation of an offer to buy or sell Company securities in any jurisdiction.

Forward looking statements

This Presentation may include forward-looking statements. Although the Company believes the expectations expressed in such forward-looking statements are based on reasonable assumptions, these statements are not guarantees or predictions of future performance, and involve both known and unknown risks, uncertainties and other factors, many of which are beyond the Company’s control. As a result, actual results or developments may differ materially from those expressed in the statements contained in this Presentation. Investors are cautioned that statements contained in this Presentation are not guarantees or projections of future performance and actual results or developments may differ materially from those projected in forward-looking statements.

No liability

To the maximum extent permitted by law, neither the Company nor its related bodies corporate, Directors, employees or agents, nor any other person, accepts any liability, including without limitation any liability arising from fault or negligence, for any direct, indirect or consequential loss arising from the use of this Presentation or its contents or otherwise arising in connection with it.

Disclosure of non-IFRS financial information

Throughout this presentation, there are occasions where financial information is presented not in accordance with accounting standards. In these circumstances the Company has provided a reconciliation between the statutory and unaudited (non-IFRS) disclosures. There are a number of reasons why the Company has chosen to do this including: to maintain a consistency of disclosure across reporting periods; to demonstrate key financial indicators in a comparable way to how the market assesses the performance of the Company; to demonstrate the impact that significant one-off items have had on company performance. Where company earnings have been distorted by significant items Management have used their discretion in highlighting these. These items are short-term in nature and considered to be outside the normal course of business. Unaudited numbers used throughout are labelled accordingly.

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