Rate Case Dismissal & Asset Exchange

1. Rate Case Dismissal &
Asset Exchange
July 24, 2017

2. 1
Safe Harbor
Forward Looking Statements
This presentation contains “forward-looking statements” about the business, financial performance, contracts, leases and prospects
of InfraREIT, Inc. (the Company). Words such as “could,” “will,” “may,” “assume,” “forecast,” “position,” “predict,” “strategy,”
“guidance,” “outlook,” “target,” “expect,” “intend,” “plan,” “estimate,” “anticipate,” “believe,” “project,” “budget,” “potential” or
“continue” and similar expressions are used to identify forward-looking statements, although not all forward-looking statements
contain such identifying words. These forward-looking statements are based on management’s current expectations and
assumptions about future events and are based on currently available information as to the outcome and timing of future events.
The Company’s actual results, performance or achievements could differ materially from those expressed or implied by any
forward-looking statements made in connection with this presentation, and in no event should the inclusion of forecasted
information in this presentation be regarded as a representation by any person that the results contained therein will be achieved.
Statements about the Company’s expectations regarding the dismissal of the rate case, the consummation of the transaction with
Oncor Electric Delivery Company LLC (Oncor), the benefits of the transaction with Oncor, the Company’s anticipated financial and
operating performance, including projected or forecast financial results, distributions to stockholders, capital expenditures, debt
ratios, capitalization matters and other forecasted metrics, as well as any other statements that are not historical facts in this
presentation are forward-looking statements that involve certain risks and uncertainties, many of which are difficult to predict and
beyond the Company’s control. Factors that could cause actual results to differ materially from the results contemplated by such
forward-looking statements include, without limitation, (a) the failure to obtain Public Utility Commission of Texas (PUCT) approval
of the dismissal of the rate case on terms consistent with those proposed by Sharyland Distribution & Transmission Services, L.L.C.
(SDTS) and Sharyland Utilities, L.P. (Sharyland), (b) the failure to obtain regulatory or bankruptcy court approval for the transaction
with Oncor or (c) the failure to consummate the transaction due to other unsatisfied closing conditions.
When considering forward-looking statements, you should keep in mind the risk factors and other cautionary statements described
under the heading “Risk Factors” included in the Company’s filings with the U.S. Securities and Exchange Commission. Should
one or more of these risks or uncertainties materialize, or should underlying assumptions prove incorrect, actual results may vary
materially from those indicated. Forward-looking statements speak only as of the date made and reaffirmed, and the Company
disclaims any obligation to update or revise any forward-looking statements, whether as a result of new information, future events
or otherwise, except as required by law.

3. 2
Overview
Asset Exchange and Proposed Rate Case Dismissal
▪ InfraREIT’s regulated subsidiary (SDTS), Sharyland and Oncor have signed
definitive agreements to enter into an asset exchange
 SDTS to exchange ~$400 million of Distribution assets for ~$380 million of Transmission
assets and ~$20 million of cash from Oncor
▪ In conjunction with the asset exchange, SDTS and Sharyland have reached an
agreement with key parties regarding the proposed dismissal of the rate case
 Key regulatory parameters will remain in place until the next rate case, which SDTS and
Sharyland have committed to file in 2020, based on a test year ending December 31,
2019
▪ Separately, Oncor entered into an agreement regarding the proposed settlement
of its rate case
▪ The simultaneous closing of the asset exchange, dismissal of the SDTS and
Sharyland rate case, and the effectiveness of the Oncor rate case settlement
expected in Q4 2017
 Key parties to each rate case support the proposed agreements

4. 3
Strategic Rationale and Advantages
▪ Support Sharyland’s mission of providing safe, reliable and
affordable power to its customers
 Sharyland’s distribution customers will become Oncor’s customers and move
to Oncor’s rates after closing
 Transaction will result in a significant reduction in rates for all of Sharyland’s
retail distribution customer classes
▪ Provide a productive resolution to SDTS and Sharyland’s pending
rate case
 Maintain existing regulatory framework and regulatory metrics until the next
rate case
 File a new rate case as a stand-alone transmission service provider in 2020
based on a 2019 test year
▪ Strategic focus on the long-term growth of InfraREIT’s
transmission business

5. InfraREIT’s New Footprint
4
Current Assets Assets Post-Exchange
CELESTE
BRADY
STANTON
McALLEN
PERMIAN
BASIN
PANHANDLE
Transmission
Distribution
PERMIAN
BASIN
PANHANDLE

6. 5
InfraREIT’s Investment Highlights
Post-Asset Exchange
Attractive Asset
Portfolio
Strong Track
Record
Stable Cash Flow
» $1.4 billion in regulated electric transmission and wholesale distribution
assets (rate base)
» Increased rate base from $60 million in 2009 to $1.4 billion in 2017
» Successfully developed 300 miles and 4 substations in the CREZ
transmission system
» 100 percent of revenue driven by regulated asset base
» 90 percent of assets in transmission, remainder in wholesale distribution
(no end-use retail customers)
» Constructive regulatory framework in Texas
» Ability to do interim transmission rate filings minimizing regulatory lag
Constructive
Regulation
Strong Sponsor
Growth
Opportunities
» Hunt has long-term track record and relationships in Texas and the
Southwest
» High alignment between Hunt and other stakeholders
» Pro-business, high-growth state with growing infrastructure needs in West
and South Texas
» Well-positioned relative to future expansion of wind and solar generation
in the Panhandle, West Texas and South Plains
» Pipeline of projects with Hunt Developer

7. 6
Timeline to Completion
▪ Key Events
 PUCT Approvals:
• Approval of the Joint Sale-Transfer-Merger application (STM) for the asset
exchange
• SDTS and Sharyland rate case dismissal
• Oncor rate case settlement
 U.S. Bankruptcy Court Consent (Oncor parent company proceeding)
 Other regulatory approvals (Lenders, Hart-Scott-Rodino, etc.)
▪ Expect to receive all approvals, complete the asset exchange
and dismiss the rate case in a simultaneous closing in
Q4 2017

8. 7
Financial Outlook
▪ Maintain quarterly cash dividend of $0.25 per share through the closing of the transaction
▪ Regulatory metrics remain unchanged
▪ Pro forma for the exchange transaction:
 Transmission will represent ~90 percent of total rate base
 Wholesale distribution will represent ~10 percent
 Sharyland will have no end-use retail customers
▪ Existing lease construct to remain in place
 Upon closing, leases will be updated to remove Distribution assets and add Transmission assets
▪ Growth driven by Footprint Capex and Hunt Developer activities, with the growth profile
impacted primarily by the timing, size and frequency of projects
 Transmission capital expenditures expected range of $185 million - $315 million for 2017 – 2019
 Hunt Projects include Golden Spread, Cross Valley, South Plains Transmission Project, the potential
LP&L transition to ERCOT, Southline, Nogales and generation interconnections
▪ Management Agreement and Development Agreement remain in place
▪ Management expects to provide updated guidance and further discuss business strategy after
closing

9. 8
2017E – 2019E Footprint Capital Expenditures
Transmission Only
Transmission capex guidance range of $185 million – $315 million for 2017 – 2019
Long-term opportunities tied to generation interconnections and renewables expansion, regional
growth and new projects required to improve reliability and relieve congestion
$ millions 2017 2018 2019
Base Footprint Capex $35 - $55 $35 - $65 $10 - $30
Synchronous
Condensers & Second
Circuit
$95 - $105 $10 - $30 $0 - $25
Total Footprint Capex $130 - $160 $45 - $95 $10 - $60

10. 9
Hunt Projects (1)
As of July 24, 2017
Project State Net Plant
Golden Spread TX ~ $90 mm
Cross Valley TX ~ $170 mm
Project State Status
Generation Interconnections TX Development
South Plains / LP&L Integration TX Development
Nogales – DC Tie AZ Development
Southline AZ – NM Development
Construction or Development Projects
Assets in Operation
(1) InfraREIT holds a right of first offer applicable to many, but not all, of Hunt’s development projects. However, Hunt has informed InfraREIT that it intends for
InfraREIT to be the primary owner of its development projects as they are completed and placed in service.

11. 10
Growth and Financing Strategy
10
Focus on
Regulated
Asset
Opportunities
Maintain Strong
Financial Profile
Grow
Dividends
► Sign long-term leases that reflect regulated
rate structure
► Construct Footprint Projects
► Opportunistically acquire regulated assets
► Maintain significant liquidity to support
capex plan and financial flexibility
► Maintain 55 percent debt to capitalization
at InfraREIT’s regulated subsidiary, SDTS
► Target consolidated credit metrics of
60 percent debt to capitalization and
12 percent AFFO to debt

12. Q & A