March 23, 2000 Presentation to Industry Analysts 1 Introduction 2 Delivering What we promise. And more. NYSE:VVC New York, NY March 23, 2000 3 Vectren Presenters and Resources Niel Ellerbrook Chairman and CEO Andy Goebel President and COO Carl Chapman EVP and President Vectren Enterprises, Inc. Jerry Benkert EVP and CFO Gordon Hurst EVP and President Vectren Utility Holdings, Inc. Ron Christian Senior VP, General Counsel & Secretary Tim Burke VP and Treasurer Jeff Whiteside VP - Corporate Communications Steve Schein VP - Investor Relations 4 Safe Harbor Statement Certain subjects, including subjects pertaining to our growth strategy, may contain forward-looking statements. The actual results could differ materially from those that will be projected in this presentation and subsequent discussion. Additional information concerning factors that could cause actual results to differ materially from the information provided to you is readily available with the Securities and Exchange Commission. 5 Vectren Corporation 6 Presentation Overview * Who we are today * Growth strategies * A closer look at operations * Financial performance and outlook 7 A Merger of Equals IEI Indiana Energy VECTREN SIGCORP 8 Vectren Combined Service Area * Covers about two-thirds of Indiana * Serves 650,000 gas and electric customers Map of Indiana showing service area 9 Merger Terms * Tax-free, stock-for-stock transaction, pooling of interests * Exchange ratio: - IEI shareholders will receive 1 new share - SIGCORP shareholders will receive 1.333 new shares 10 Merger Benefits * Earnings immediately accretive - excluding non-recurring merger costs * Net synergy savings of nearly $200 million over 10 years * Marriage of strengths, superior credit ratings * Greater access to capital markets * Improved liquidity of stock * Strong commitment to dividend growth 11 Transition [Diagram of transition] Integration Leaders <----> Communications - Operations - Finance - Support Service - IT 12 Vectren Organization Financial Reporting [Diagram of organization] Vectren Corporation +--------------------------------+ Vectren Utility Holdings Vectren NonReg. Group - Indiana Gas - Vectren Generation Services - SIGECO - Vectren Enterprises - Vectren Ohio - Vectren Resources 13 Vectren Management Team [Diagram of Management Team] Chairman & CEO Neil Ellerbrook +---------------------------------+---------------------------+-------------+ EVP & CFO EVP & Pres. Pres. & COO Senior VP VP, Government Jerry Benkert Vectren Enterprises Andy Goebel General Counsel Affairs Carl Champan ! & Secretary Gregg McManus ! Ron Christian ! +-----------!-----------+ EVP & Pres. Senior VP, Human Vectren Utility Resources & Admin. Holdings Dick Lynch Gordon Hurst 14 Vectren Purpose We enthusiastically provide energy and related applied technology solutions that make our customers productive, comfortable and secure. 15 Vectren Values * Customer focus * Teamwork * Integrity * Reasonable risk-taking * Entrepreneurial spirit * Corporate citizenship * Continuous improvement * Superior returns 16 Vectren Growth Strategies * Pursue merger, acquisition, alliance opportunities * Expand the utility distribution base * Leverage customer relationships * Tie incentive compensation to SBU performance * Leverage existing skills through new, similar businesses 17 Where We Start Today Balanced Earnings Mix Gas 42% Electric 42% Non-Regulated 16% * Gas and electric are nearly equal Pie Diagram of Earnings 18 Vectren Financial Goals Over the next 5 years: * 10% annual compounded EPS growth target * Utility: 4% annual compounded growth * Non-regulated: * 30% annual compounded growth * 35-40% contribution by year 5 19 Vectren Financial Goals By 2004. . . Utility earnings 60-65% Non-regulated contribution 35-40% Pie diagram showing projected distribution of earnings by 2004 20 Vectren: Positioned to deliver * A strategic business combination * Strong regulated and non-regulated growth opportunities * Competitive gas, electric businesses meet customer needs * Immediately accretive, excluding Non-recurring charges * Creates long-term shareholder value through an income/growth strategy 21 VECTREN NYSE:VVC Utility Group 22 Going Forward * Closing date: March 31, 2000 * Teams in place/Approvals in place * Focused on running business * First Quarter reported as Vectren * April 3 trading on NYSE *We're ready to go 23 Issues Surrounding Merger Costs * Accounting assumptions and theory * Accuracy of cost estimates * Status of regulatory plan/strategy 24 Merger Costs Categories * Transaction * Transition * Relocation * Severance * Filing fees * Consulting 25 Estimated Merger & Acquisition Costs * Vectren O&M estimate of $30-35 million * Duplicate systems costs charged off as incremental depreciation $20 million * Estimated Capital Investment of nearly $15 million for systems * DPL $15 million 26 Estimated Merger Timing & Costs ($ in millions) Vectren DPL Total - ------------------- ---------- --------- --------- At March 31 $23-28 $23-28 At June 30 $7 $7 April-Dec. 20 $18 $6 $24 2001 $9 $2 $11 ------ ------ ------- $50-55 $15 $65-70 27 Vectren Utility Holdings Vectren Corporation ! ! Vectren Utility Holdings ! +-----------------------!-----------------------+ Indiana Gas SIGECO Vectren Ohio* *Target close: 6-30-00 Organizational diagram showing Vectren Utility Holdings 28 Vectren Utility Operations in Indiana and Ohio Map showing service areas in Indiana and Ohio including the cities of Indianapolis, Evansville and Dayton. 29 Utility Earnings Growth 1999 2000 2001 2002 2003 2004 ------- ------ ------ ------ ------ ------ Utility 78 80 83 87 91 97 Non-Utility 17 27 36 46 56 65 Graph showing 4% Growth between 1999 and 2004 30 SIGECO Territory Indiana Map showing territory in the Southwest region of Indiana 31 SIGECO Structure SIGECO ! +---------------!----------------+ Power Supply Energy Delivery Diagram showing SIGECO structure 32 Power Supply SIGECO is low cost provider... - Effective cost controls and low production costs - Low embedded generation cost ($300 / kW) - Low coal costs Total Power Production Costs (Cents per KWh) 1995 1996 1997 1998 1999 ------- ------- ------- ------- ------- 2.10 1.94 1.80 1.97 1.99 Average Coal Costs (Cents per KWh) 1995 1996 1997 1998 1999 ------- ------- ------- ------- ------- 1.41 1.24 .98 .95 1.01 Two Bar graphs showing difference in cost per year 33 Power Supply-Generation Assets 1999 Capacity Capacity Existing (MW) Year in Service Factor - ---------------- ------- ------------ ------- Culley 1 46 1955 69% Culley 2 110 1966 69% Culley 3 250 1973 76% Warrick 135 1970 70% Brown 1 250 1979 62% Brown 2 250 1986 75% ------ -------- ------ Total Coal-Fired 1,041 71% Peaking (5 units) 215 Various 4% ------- 1,256 34 Vectren Generation Services * Vectren Fuels owns coal reserves and contracts the mining operation to a third party mining company * Vectren Fuels will provide over 75% of SIGECO's coal requirements from its nearby Southwest Indiana mines 35 Vectren Generation Services * All coal contracts have received regulatory approvals * Southern Indiana Minerals (SIMI) recycles scrubber filter cake into filler products used in the paint and roof coating industry 36 SIGECO Total Electric Sales (Megawatt-hours in Thousands) 1999 1998 1997 1996 1995 ------ ------ ------ ------ ------ SIGECO 6,941 6,859 6,285 6,084 5,980 Bar graph showing total electric sales between 1995-1999 37 SIGECO Electric Sales by Customer (1999 MWh) MW hours Cents/ Type Number in 000s KWh - ---------- --------- --------- --------- Residential 110,064 1,372 6.6 Commercial 16,344 1,304 5.4 Industrial 173 2,416 3.3 Firm Wholesale 5 659 3.6 ------- ------- ------- Subtotal 126,586 5,751 4.6 Alcoa 1 314 2.6 Power Marketing & Other 18 875 4.1 ------- ------- ------- Total 126,605 6,941 4.4 38 SIGECO Electric Delivery Strong competitive position Comparison of Avg. Electric Retail Rates of Midwest-Based Electric Companies (Cents per kWh mid-1999) SIGECO PSI IPALCO AEP CG&E US Avg ------ ------ ------ ------ ------ ------ 4.75 4.82 5.39 5.65 6.21 6.83 Comparison of Avg. Electric Industrial Rates of Midwest-Based Electric Companies (Cents per kWh mid-1999) SIGECO IPALCO PSI AEP CG&E US Avg ------ ------ ------ ------ ------ ------ 3.29 3.93 4.42 4.43 4.52 4.63 39 SIGECO Natural Gas Throughput 1995 1996 1997 1998 1999 ------ ------ ------ ------ ------ MDth 27,637 31,065 29,370 28,965 31,850 Degree Days as % of Normal 92% 107% 104% 82% 88% Bar graph 40 SIGECO Natural Gas Delivery * SIGECO's gas business is also successful, attributable to: - Effective cost management - Part of combination utility company - Competitive rates; growing retail base 41 SIGECO Gas Sales by Customer (1999) Type Number MDth - ---------- -------- --------- Residential 99,596 8,262 Commercial 9,576 3,498 Industrial 212 467 Transported 19,580 Other 4 43 ------- ------- Total 109,388 31,850 42 Indiana Gas Territory Map of Indiana showing Gas Territory in Indiana as Central and Southeast Indiana. 43 IGC Natural Gas Throughput (Fiscal Years) 1995 1996 1997 1998 1999 ------ ------ ------ ------ ------ MDth 109,508 126,742 122,846 114,795 118,065 Degree Days as % of Normal 87% 108% 100% 86% 87% 44 Indiana Gas Favorable Position * Although winter weather has been mild over the last several years, Indiana Gas has also been successful * Attributable to: - Effective cost controls - Growing customer base - Competitive rates; growing retail base 45 Indiana Gas Customer Growth 1995 1996 1997 1998 1999 ------ ------ ------ ------ ------ Customers (in 455 465 477 491 503 thousands) Bar graph showing a growth of Indiana gas customers 2.5% per year between 1995 and 1999 46 Vectren Ohio Territory Ohio map showing Vectren's Territory around Dayton, Ohio 47 DPL Asset Acquisition * 305,000 Customers - 966,000 Vectren customers * Price $425 million * 4,979 miles of pipeline * Expands non-regulated opportunities * Target Close: June 30, 2000 * Contiguous territory - 16 counties in West Central Ohio * Access to many interstate pipelines 48 DPL Financing * Interim financing - Commercial paper - 364-day credit facility * Permanent financing - Within 12-18 months - 100% debt - Funded at Vectren Ohio and Vectren Utility Holdings 49 Key Utility Group Statistics SIGCORP IEI Subtotal Vectren Ohio Total ------- ------- ------- ------- ------- Utility Customers 153,000 508,000 611,000 305,000 966,000 Gas Througput (BCF) 30.5 118.1 148.6 55.3 203.9 Total Revenues $558,742 $420,463 $979,205 $215,008 $1,194,213 Miles of Gas Pipeline 2,901 10,978 13,879 4,979 18,858 Full-time Employees 1,047 861* 1,908* 199 2,107 *Excludes Unconsolidated Affiliates 50 Utility Group Keys to Success * Realize merger benefits * Cost control and high service quality * Generation capacity and availability * Environmental issues * Deregulation issues * Risk management 51 Generation Capacity 1999 2000 2001 2002 2003 2004 ------ ------ ------ ------ ------ ------ System Capacity 1,376 1,376 1,376 1,526 1,476 1,476 Peak Demand 1,235 1,287 1,309 1,327 1,343 1,364 Reserve Margin 15% 7% 5% 15% 10% 8% Bar graph showing generation capacity. 52 Environmental * EPA SIP Call (NOx Reduction) - In 1999, the EPA issued rules to reduce NOx emissions to 85% of 1990 levels - We do not agree with the rules and have joined with others to litigate the issue - Current status * EPA Lawsuit - SIGECO and six other utilities were named in a lawsuit by the EPA, claiming we violated "New Source" provisions of the Clean Air Act - We are vigorously defending against this litigation 53 Deregulation Issues * No 2000 deregulation bill in Indiana * Working on 2001 bill with others * Vectren in good shape either way * Opportunity in Ohio January 1, 2001 * Gas unbundling plans in Indiana 54 Risk Management Studying ways to minimize weather-related risk (gas only) 1995 1996 1997 1998 1999 ------- ------- ------- ------- ------- Heating Degree Days % of Normal 87% 108% 100% 86% 83% Bar graph showing Heating Degree Days % of Normal. 55 Vectren Utility Group: Financial Overview Today * Diversified between electric and gas as well as generation and delivery * Low-cost operations * Above average earnings growth * Above average ROE * Strong balance sheets 56 Utility Group Forecast * Regulated financial forecast primarily driven by: - Sales growth - Capital expenditures - O&M Expense levels - Pricing (rates) 57 Customer Outlook 1999 2000 2001 2002 2003 2004 ------- ------- ------- ------- ------- ------- IGEO Gas 109,388 110,482 111,587 112,703 113,830 114,968 Indiana Gas 513,091 513,922 528,172 542,422 556,672 570,922 DPL 309,202 313,264 317,382 321,556 325,787 330,077 SIGECO Electric 126,605 127,871 129,150 130,441 131,746 133,063 Bar graph indicating customer outlook for each company. 58 Sales Outlook: Gas 1999 2000 2001 2002 2003 2004 ------- ------- ------- ------- ------- ------- IGEO Gas 33,720 34,462 35,410 36,118 36,840 37,577 Indiana Gas 130,338 133,577 136,716 139,854 142,991 146,212 DPL 60,361 60,788 61,147 61,440 61,679 61,987 Bar graph indicating sales outlook for gas business. 59 Sales Outlook: Electric 1999 2000 2001 2002 2003 2004 ------- ------- ------- ------- ------- ------- Retail 5,530 5,847 5,977 6,009 5,811 5,912 Off-System Wholesale 1,410 1,157 1,058 1,061 1,515 1,537 Bar graph indicating sales outlook for electric business. 60 Capital Expenditures Outlook ($ in millions) 1999 2000 2001 2002 2003 2004 2000-04 - --------------- ------- ------- ------- ------- ------- ------- ------- SIGECO $61 $44 $77 $107 $53 $67 $348 Indiana Gas 63 58 58 58 58 58 $289 Vectren Ohio 6 11 11 11 11 $51 ------- ------- ------- ------- ------- ------- ------- Total Utility Group $124 $107 $146 $175 $123 $136 $658 Note: Excludes Information Technology expenditures at Vectren Resources of approximately $70m. 61 Capital Expenditures Outlook * NOx-related $90-100 million over 5 years * Assumes leasing 70 MW, $120 million co-generation unit in 2002 * New 70 MW peaking unit at $32.1 million in 2002 62 O&M Outlook Total Utility Group [Need numbers that went into the chart] 63 Utility Holdings Summary * Strong foundation- 4% EPS growth * Experienced management team * Merger synergies * Low-cost energy providers * Very loyal customer base * 1 million opportunities to build upon 64 VECTREN NYSE:VVC 65 VECTREN NYSE:VVC Non-Regulated Target Growth 66 Non-Regulated Target Growth 1999 2000 2001 2002 2003 2004 ----- ----- ----- ----- ----- ----- (Earnings $) Utility 78 80 83 87 91 97 Non-Utility 17 27 36 46 56 65 Graph indicates a non-regulated target growth of 30% (Annual EPS Growth). 67 Key Forecast Assumptions * Contributes 35-40% of Vectren earnings by year 5 * All growth is at existing entities; no entities are divested * Dividends - Paid to Vectren only by the Resources sub - Joint ventures dividend 40% to cover taxes 68 Key Forecast Assumptions * Financing - Through Vectren Capital to achieve short/long-term corporate mix * Overall results - Management at each entity takes responsibility for their forecast - Incentive compensation tied to achievement 69 Non-Regulated Operations Vectren Corporation ! ! +------------------!----------------+ Vectren Utility Holdings Vectren Non-Reg. Group ! ! ! ! +-------------+-----------+------------+-------------+--------------+ Indiana SIGECO Vectren Vectren Vectren Vectren Gas Ohio Generation Enterprises Resources Services Chart showing the structure of non-regulated operations. 70 Vectren Generation Services Vectren Non-Regulated Group ! ! +--------------------+------------------+ Vectren Vectren Vectren Generation Enterprises Resources Services Chart showing the structure of Vectren Generation Services. 71 Vectren Generation Services Vectren Generation Services ! ! +----------!----------+ Southern Vectren Indiana Fuels, Inc. Minerals, Inc. (Formerly SIGCORP Fuels) 72 Vectren Generation Services * Vectren Generation Services includes Vectren Fuels and Southern Indiana Minerals (SIMI) * Vectren Fuels owns coal reserves at 2 locations and contracts the mining operation to a third-party mining company * SIMI recycles scrubber filter cake into filler products used in the paint and roof coating industry 73 Vectren Resources Vectren Non-Regulated Group ! ! +------------------------+---------------------+ Vectren Vectren Vectren Generation Enterprises Resources Services 74 Vectren Resources * Vectren Resources makes technology investments and holds technology resources for Vectren Corporation * This company is the vehicle to hold resources and optimize synergies from the merger and other acquisitions 75 Vectren Enterprises Vectren Non-Regulated Group ! ! +------------------------+---------------------+ Vectren Vectren Vectren Generation Enterprises Resources Services 76 Vectren Enterprises Vectren Enterprises ! ! +------------+------------+-----------+--------------+ Vectren Vectren Vectren Vectren Vectren Energy Communications Utility Financial Ventures Services Services Group 77 Vectren Energy Services Vectren Energy Services ! ! +---------+----------+ Vectren Energy Vectren Retail Solutions 78 Vectren Energy Services * Focus is on "go-to-market" strategies to retain customer * Energy Solutions will focus on large commercial and industrial customers where face-to-face contact is necessary * Retail will address the small commercial and residential or "aggregated load" market 79 Vectren Energy Solutions Vectren Energy Services ! ! +---------+----------+ Vectren Energy Vectren Retail Solutions * ProLiance Energy * SIGCORP Energy Services * Energy Systems Group * Air Quality Services * Energy Mgmt. / Consult. * Electric / HVAC (likely JV's) 80 Vectren Energy Solutions: ProLiance and SES * Provide market intelligence through disciplined trading * ProLiance Energy and SES provide natural gas marketing and fuel supply management services to nearly 600 customers in several Midwest markets with volumes of over 350 Bcf * Outstanding growth since start-up in 1996 and 1997 81 Vectren Energy Solutions: ProLiance and SES Growth Customers 1996* 1997 1998 1999 ------- ------ ------ ------ Costumers 134 253 326 555 MDth 1996* 1997 1998 1999 ------ ------ ------- ------- MDth 69 238 283 327 *1996: 5 months only 82 Vectren Energy Solutions: ProLiance and SES * ProLiance Energy litigation surrounding the sale of natural gas to Indiana Gas * Low-risk power marketing 83 Vectren Energy Solutions: Growth Plans * Ohio Valley Hub * Other likely investments * Mid-stream assets such as gathering, storage or small pipelines * Merchant power * Continue growth in sales to other aggregators 84 Vectren Energy Solutions: Energy Systems Group * ESG provides performance contracting and energy efficiency upgrades * Key plans to grow - Government - Schools - Outsourcing by industrials * Offices in Chicago, Indianapolis, Evansville, Cincinnati and Johnson City (TN) 86 Vectren Energy Solutions: Energy Systems Group Number of Amount Contracts ($ in millions) ----------- ----------- 2000 to date 10 $57.0 1999 31 $24.8 1998 21 $18.1 1997 7 18.8 1996 10 4.3 86 Vectren Retail * Provide energy commodity and related products and services to small retail customers -e.g. fuel cells, micro-turbines * Will follow disciplined approach to be prepared when unbundling creates opportunities 87 Vectren Retail * Plans still developing, but will not attempt to aggressively "create" markets * Likely heavy focus on e-commerce strategies 88 Vectren Communications Vectren Enterprises ! ! +------------+------------+-----------+--------------+ Vectren Vectren Vectren Vectren Vectren Energy Communications Utility Financial Ventures Services Services Group * Vectren Advanced Communications (formerly SIGECO Advanced Com.) * SIGCORP Communications Services 89 Vectren Advanced Communications * Investor in broadband through integrated communications provider (ICP) projects - Cable - Local phone, long distance - High speed internet - Data transport 90 Vectren Advanced Communications * Partner with Utilicom Networks - Fully diluted position of 10.9% - Own 14% of Evansville ICP (SIGECOM) * Plan to implement communications strategy in other Vectren markets 91 Vectren Advanced Communications * Capital structure prevents booking losses during buildout * $100 million Blackstone investment * SIGCORP gain in first quarter of $4.9 million * Will realize full value of investment at IPO or sale 92 Vectren Advanced Communications SIGECOM Success in Evansville * Anticipated passings of 85,000 * Revenue Generating Units (RGU) total 27,000 * Customer count: 14,000 * Penetration rates over one-third 93 Vectren Communications Services * Consulting services on and build out of fiber-optic systems for municipal utilities across U.S. * Follows trend of out-sourcing by local governments * Profitable in 1999 * Contracts over $30m with 20 municipals awarded to date * Alameda, CA project 94 Vectren Utility Services Vectren Enterprises ! ! +------------+------------+-----------+--------------+ Vectren Vectren Vectren Vectren Vectren Energy Communications Utility Financial Ventures Services Services Group * Reliant Services * CIGMA *IEI Financial Services 95 Vectren Utility Services Reliant Services, LLC * Strategic alliance between subsidiaries of Vectren and Cinergy Corp. * Underground locating, construction and meter reading to 14 companies in Indiana, Kentucky and Ohio * Provides an economical way for utilities to outsource 96 Vectren Utility Services CIGMA, LLC * Strategic alliance between subsidiaries of Vectren and Citizens Gas & Coke Utility * Regional supplier of materials and integrated supply solutions with a current focus on web-based solutions * Provides efficient purchasing, warehousing and distribution of materials 97 Vectren Utility Services IEI Financial Services, LLC * Wholly owned subsidiary of Vectren * Performs third-party collections, energy-related equipment leasing and related services 98 Vectren Financial Group Vectren Enterprises ! ! +------------+------------+-----------+--------------+ Vectren Vectren Vectren Vectren Vectren Energy Communications Utility Financial Ventures Services Services Group * Southern Indiana Properties * Vectren Synfuels * Energy Realty 99 Vectren Financial Group Southern Indiana Properties, Inc. * Participates in structured finance, tax-advantaged and investment transactions, including leveraged leases * Investments include: Leveraged Leases $87 m Loans 38 m Affordable Housing 14 m Other Assets 5 m 100 Vectren Financial Group Vectren Synfuels, Inc. * 8.3% investor in Pace Carbon Synfuels * Develops, owns and operates plants that produce coal-based synthetic fuel that qualifies for tax credits * Significant recent production improvement but coal market soft 101 Vectren Financial Group Energy Realty, Inc. * Limited partner in six affordable housing investments 102 Vectren Ventures Vectren Ventures Vectren Enterprises ! ! +------------+------------+-----------+--------------+ Vectren Vectren Vectren Vectren Vectren Energy Communications Utility Financial Ventures Services Services Group * Haddington Energy Partnes * Gazelle TechVentures * Cambridge Capital * Monumental Capital 103 Haddington Energy Partners, LP * Limited partnership that includes the former principals of TPC Corp. * Chase Capital Partners is the largest investor * Total Vectren investment of $10 million, with income starting in 2000 * Projects: Lodi, CA storage field; a co-generation facility; 2 gathering projects; compressed air storage facility 104 Vectren Ventures Venture Capital * Minor investments in local funds primarily focused on retaining business in our markets * Recent Gazelle investment provides e-commerce opportunity 105 Vectren Non-Regulated Group Five-Year Outlook Actual 1999 5-yr. outlook --------------- --------------- Net Income $17 mil 30% CAGR % Vectren Net 18% 35-40% Investments n/a $150-160 mil Total Assets $330 mil $650-660 mil Total Debt $125 mil $125-130 mil 106 Non-Regulated Group Summary * Management with track record of results * Realistic, achievable growth goals * Doing what we know * Aggressive use of joint ventures matching the new networking economy 107 VECTREN NYSE:VCC 107 Vectren Branding Strategy * Build Vectren name - Significant budget - Sponsorships, contributions * DPL experience * Costs and timing 108 Commitment to Credit Rating * Vectren Corporation is committed to maintaining a strong investment grade credit rating * At times, the use of debt to fund acquisitions or investments may temporarily increase debt leverage. However, management will take steps to gradually recover from the use of additional leverage. 110 Dividend Growth 1994 1995 1996 1997 1998 1999 ------ ------ ------ ------ ------ ------ (per share) SIG 1.10 1.13 1.15 1.18 1.21 1.24 IEI 0.77 0.80 0.83 0.86 0.90 0.94 Graph showing the dividend growth of SIG and IEI between 1994 and 1999. 5 Year CAGR SIG: 2.4% IEI: 4.1% 111 Dividend Policy * Dividend payment dates * Expected increase date * Board approval * Current rate (not yet declared) * Growth expectation: 4-4.5% 112 Where We Start Today - Vectren Pie chart indicating that the Gas and Electric earnings are nearly equal with portion of the earnings coming from Non-Regulated area. 113 Investment Performance Both IEI an Sigcorp have exceeded the utility industry performance as measured by return on equity. 1995 1996 1997* 1998 1999 ------- ------- ------- ------ ------- IEI 0.12 0.15 0.07 0.12 0.124 Peers 0.09 0.12 0.12 0.10 Reflects After Tax Restructuring charge of $24.5 million or 80 cents per share 1995 1996 1997 1998 1999 ------- ------- ------- ------- ------- SIG 0.126 0.134 0.136 0.144 0.132 EEI Index 0.112 0.112 0.110 0.113 114 1999 Vectren Calendar Base EPS 1999 Proforma $1.48 Weather Impact .13-.15 1999 Adjusted Base $1.62 115 Cumulative Average Growth Targets 1999 2000 2001 2002 2003 2004 ------ ------ ------ ------ ------ ------ (Earnings per share) Utility 78 80 83 87 91 97 Non-Utility 17 27 36 46 56 65 Chart showing a target of a 10% growth of annual Earnings per Share between 1999 and 2004. 116 Expected 2000 Earnings 1999 Adjusted Base $1.62 2000 EPS (Assuming normal growth) $1.73-1.83 2000 Merger Costs ($54-59 million) $.55-.60 1st Quarter Weather $.11-.13 1st Quarter Teleconference - 4/7/00 117 Vectren Corporation Presentation Overview * Who we are today * Growth strategies * A closer look at operations * Financial performance and outlook * Why we are an outstanding investment 118 Vectren Corporation: A Great Investment * Strong, customer-focused company * Experienced, dedicated management team * Solid utility foundation * Strong non-regulated earnings potential 119 Vectren Corporation: A Great Investment * Create and take advantage of opportunities * Ability to assimilate expanded operations * Physical, financial and human resources to create share value * A company positioned to deliver 120 VECTREN NYSE:VCC