PRIVATE AND CONFIDENTIAL

PRIVATE AND CONFIDENTIAL

Disclaimer: Forward Looking Statements Cautionary Statement Regarding Forward-Looking Statements

• This presentation includes forward-looking statements within the meaning of Section 27-A of the Securities Act of 1933, and Section 21-E of the Securities Exchange Act of 1934. • Such statements include declarations regarding the intent, belief, or current expectations of the company and its management. • Prospective investors are cautioned that any such forward-looking statements are not guarantees of future performance, and involve a number of risks and uncertainties that can materially affect actual results as identified from time to time in the Company’s Reports. • Forward looking statements provided herein as of a specified date are not hereby reaffirmed or updated.

PRIVATE AND CONFIDENTIAL 2

Company Profile MagneGas™: A Patented Fuel made from a Patented Process

• Founded in 2007 by world-renowned Harvard and MIT physicist • MagneGas™ is currently sold as a cost effective, better performing replacement for acetylene in the $5 Billion Metal Working Market • Proprietary Plasma Arc Flow™ refining system produces the hydrogen-based fuel called MagneGas™ from feedstock (new antifreeze is the preferred input for metal working fuel) • MagneGas™ fuel is interchangeable with natural gas, propane and acetylene in the metal working and industrial vehicle markets • Company holds U.S. patents for MagneGas™ and Plasma Arc Flow™ technologies; latest patent issued in 2010 • Over the long term, MagneGas hopes to become, among other things, the world’s premier metal cutting fuel and the permanent replacement for acetylene


Management Team MagneGas technology developed by Dr. Ruggero Santilli over 30 years of research in clean fuel technology Dr. Ruggero Santilli, Chairman and Chief Scientist • Former Harvard and MIT Professor of physics and applied mathematics • Nominated for Nobel Prizes in physics and chemistry • Dr. Santilli received numerous DOE grants to research and develop new, chemically unique, clean fuel alternatives; MagneGas is the end result of this research • Renowned for broadening Quantum Mechanics theory to predict new, clean energies • 2009 winner of the “Gold Prize Mediterraneo” for Science and Technology Ermanno Santilli, Chief Executive Officer • Recently appointed CEO after founding MagneGas Europe in 2010, overseeing all international business development for MagneGas • Spent 15 years with Fortune 500 brands such as Club Car, Bobcat, Thermo King and Trans at Ingersoll Rand, • BS from Boston College and MBA from Indiana University Luisa Ingargiola, Chief Financial Officer • Former Budget and Expense Manager for MetLife, managing $30 MM annual budget • Previously an Investment Advisor for Boston Capital Partners • BA from Boston University, MBA from the University of South Florida Scott Wainwright, President • Previously founded and served as CEO of a 30-employee real estate investment firm, growing it quickly to profitability • Founded and served as CEO of Future Marketing, Inc., servicing leading auto industry brands


Strengthening Leadership in 2012 In April 2012, MagneGas Added Key Leadership to Effectively Execute Their Growth Strategy Marc Cuffaro, Executive VP of Business Development • Has 27 years of experience as a seasoned business developer at AOL, Nextel, and Computer Sciences • Specialized in proprietary application development totaling $200 million in annual revenue. Jack Armstrong, Executive VP of Strategic Alliances • 20 years of Capital Markets experience at Piper Jaffray, ThinkEquity Partners and Northland Capital Markets. • At Northland, Jack assisted companies in strategy and helped raise an aggregate of over $5 billion during his career. John Pace, Executive VP of Marketing • Twenty plus year marketing veteran and one of the three Co-Founders of Ideal Image Development Corporation. • Launched Ideal Image's national franchise campaign and set multiple sales records for a first year start-up company.

New Independent Board Members Jacques Kerrest, Board of Directors and Audit Committee • Formerly board member of Elephant Talk Communications (NYSE:ETAK); and CKX, Inc.. • Previously served as CFO of NASDAQ listed ActivIdentity and Virgin Media, as well as NYSE-listed Equant, Inc., Harte-Hanks, Inc. and Chancellor Broadcasting

Kevin Pollack, Board of Directors and Audit Committee • Managing Director at Paragon Capital, a private investment firm focused on investing in U.S.-listed companies. • Currently serves as President of Short Hills Capital LLC, providing a range of advisory services to investors, asset managers, institutions and companies • Previously worked as an investment banker as well as a securities attorney focused on corporate finance and M&A.


MagneGas System Plasma Arc Flow TM Refining Systems

The patented Plasma Arc Flow™ Refinery gasifies various feedstocks into MagneGas™ (Anti-freeze is the preferred input for metal working; the Refinery can also process sewage, sludge)

• Electrodes are submerged in liquid waste and electricity is fired between them • The liquid breaks down to the atomic level, MagneGas TM bubbles to the surface for collection • The refinery runs quietly, completely sealed environment, emits no odor or noise pollution • Refinery has small footprint (~200 sq. ft.), mobility and ease of installation • Patented technology based on over 30 years of scientific research by Dr. Santilli


Our Revolutionary Fuel Product MagneGasTM Fuel

• Large End Market Opportunity - Currently produced for the $5 Billion metalworking market, as a replacement for acetylene, from a feedstock of virgin ethylene glycol (automotive antifreeze); Can also be refined from other liquids;

• Cost Effective in Metalworking - Acetylene cylinders are only deemed 80% usable. MagneGas™ cylinders are 100% usable and are sold at a 20%30% discount to Acetylene;

• Cuts Faster and Burns Hotter - MagneGas™ concentrates heat at the precise point of the cut, creating faster, higher quality cuts than acetylene every time thus improving the performance of equipment and productivity of employees;

• Cuts Cleaner - MagneGas™ can be used indoors with which the Company believes has lower toxicity than Acetylene; actually emits 12.5% oxygen; Welders report that MagneGasTM cuts cleaner and faster, produces higher quality cuts with a narrower kerf1, less slag, no top edge rollover and a smaller heat affected zone. [Source: Welding Journal] 1Definition:

the width of the groove made by the torch.


The “Hottest” Trend in Metal Working MagneGasTM is a Triple Threat to the $5 Billion Global Acetylene Market

1) It’s Less Expensive • Only 80% of Acetylene cylinders usable – MagneGasTM at 100% • A distribution partner estimates Acetylene costs have risen 50-60% over the last 5 years1

2) It’s Faster • BTUs directed, not dispersed – target area heats more quickly

Attributes

Acetylene

MagneGas

Slag

Significant

Little to None

Top Edge Rollover

Significant

None

Soot

Significant

None

Noxious/Harmful Fumes

Significant Hazard

Minimal (yields 12% oxygen)

Pooling if Leaked

Significant Hazard

None (lighter than air)

Porous Filler / Stabilizer

20% by Volume

None

Useable Gas in Cylinder

80%

100%

3) It’s Cleaner • Company believes burns cleaner than fossil fuel – actually emits 12.5% oxygen

MagneGas™ Specs Flame temperature: has been independently tested at over 6,000°F

MagneGas™ at Work PRIVATE AND CONFIDENTIAL

Note 1: Price increase estimate according to J&M Acetylene Manufacturing Co.

8

Domestic Distribution Getting our Revolutionary Fuel to Market in Three Ways MagneGas™ Retail Platform

MagneGas™ WholeSale Platform

Model: Sell Fuel Retail Direct to Florida End Users for Metal Working

Model: Sell fuel wholesale to Regional Gas Distributors in various states

Execution

Execution

• Received DOT permit to deliver direct to customers within Florida

• Install MagneGas refineries to work as regional filling stations within existing fuel distributors

• Local direct sales at retail prices • Several large customers

end

users

already

• Large pipeline of additional customers waiting

• Partner with distributors – we provide fuel, they provide customers and distribution networks • Current partnerships in Florida, Alabama, Louisiana, Michigan, and Pennsylvania

MagneGas™ On-Site Platform Model: Build refineries for exclusive use by a single customer, targeting large scrap yards and demolition companies. Execution • Install mobile MagneGas refineries on-site at scrap yards or demolition sites. • Demand will be instant. Gas will be pumped directly to torches to eliminate need for cylinders. Negotiate metered sale price. • Any excess capacity not used by the individual customer would be bottled and sold to other local distributors or retail customers.


MagneGas’ Recent Business Catalysts General Motors Concludes Testing and Begins Purchasing MagneGas

MagneGas has completed over 18 months of extensive testing with GM and its union representatives. GM is currently using the fuel at their training facility in Grand Blanc and is considering eliminating acetylene and propane in favor of MagneGas for metal working and forklift fuel.

“We are always in pursuit of technologies that enhance quality and efficiency while also performing well on a holistic business case. In its current state, this technology does just that. We're working closely with MagneGas to discuss possible future applications with potential to reduce our environmental impact.” - Manager of waste-reduction efforts at GM

LVI Services Inc. Begins Purchasing from MagneGas

LVI Services Inc., one of the nation’s largest demolition companies, announces purchasing of MagneGas for two of its Florida demolition locations and is in discussions for similar projects nationwide. MagneGas™ was chosen after demonstrating to be a faster, safer and cleaner performing metal working fuel than gases currently used by LVI. The Company believes its validation by, and strategic relationship with, LVI will be integral to its future growth in the metal working market.

“…there is no other gas on the planet that can cut some of these very large castings, we have found that only MagneGas can," - Project Manager at LVI


MagneGas’ Recent Business Catalysts RJ Torching, Inc. To Place MagneGas Refinery On-Site

RJ Torching entered into an agreement with the Company to provide MagneGas™ fuel for metal cutting exclusively at recycling facilities in Flint, MI. New business model will include installation of a MagneGas refinery on-site and gas will be pumped directly to torches reducing up front costs and ramping up production at a much higher rate do to instant demand and usage.

"After extensive testing, we determined MagneGas™ exceeded our expectations with its superior metal cutting properties, reduced secondary smoke while also increasing our savings on operating costs.”RJ Torching President Expansion to Latin America with $2.7 MM Purchase Order for 300Kw Refinery from Clear Sky Energy of Mexico

MagneGas has sold a 300Kw unit for $2.7 MM, with an option to purchase an additional 5 refineries. MNGA will receive a 5% royalty from all related gross revenues. Clear Sky will install the refinery at its Monterrey, Mexico facility and serve as the exclusive distributor for MNGA in Mexico, and non-exclusive distributor in Latin America.

"We are impressed with the fuel's ability to cut metal effectively, quickly and in an environmentally friendly way and look forward to working with the company to expand its international customer base.“ – President of Clear Sky Energy Military Contract Potential through Edison Welding Supply Testing

Edison Welding Supply is currently testing MagneGas for the U.S. Navy in the untapped pacific NW market. The Company recently received verbal notice it has made the next round of testing.


MagneGas Growth Strategy MagneGas’ Strategic Initiatives are Underway

Drastically increase the amount of refineries and cylinders in rotation in the U.S. market to fulfill current and future demand increases Greatly expand sales efforts and strengthen influential relationships with key customers and distributors in order to develop additional strategic partnerships Gain significant market share in the multi-billion dollar metal working fuel market, displacing acetylene, propane and natural gas

Management’s Goal is to Make MagneGas the World’s Preferred Metal Working Fuel

Global media campaign through IR firm KCSA to increase brand awareness of MagneGas as the world’s preferred metal working fuel Leverage academic ties to further validate and improve proprietary technology


MagneGas’ Recent Financing Developments MagneGas™ is Creating Value with Recent Financings

$3.1 MM Financing Closed in November 2011

$3.9 MM Financing Closed in April 2012

Shipped 300 Kw refinery to Detroit, increasing production capacity by 100%. Added 2,000 cylinders for distribution across the U.S., a 400% increase in the total amount in rotation. Leased operating space and began production and sale to distributors in MI.

Finalizing construction of 5th refinery, and began fabrication of three new mobile refineries. Designed a new, more mobile version, of the 300Kw Refinery to be used for future units. Added 3,000 additional cylinders for distribution across the U.S., Hired 3 key executives to solidify growth platform with additions in sales, business development and operations. Increased capacity for ramped up fabrication.

* Raised $5.9 MM in August 2012 with proceeds going towards working capital and expansion in metal cutting market

MagneGas has executed well off it’s recent financings, creating a significant increase in production capacity and adding 5,000 cylinders available for rotation while solidifying its management team


MagneGas Fuel Target Markets MagneGas™ Initially Targeting Fuel Sales in Two Sizeable Markets

Metal-Working Market – Immediate • Estimated $5.0 billion global market size ($1.5 billion U.S. market)1, • The existing fuels emit highly toxic emissions • Limited regulatory barriers to entry, sales underway ($7 unit cost2, $24 sale price) • Significantly cheaper than acetylene; 1 cylinder of acetylene is selling for $35 to $50 compared to $20 - $35 per cylinder for MagneGas™

Industrial Vehicles Market – Medium Term • Estimated $2 billion market, and growing3 • Company believes MagneGas™ exceeds all EPA standards and actually emits substantial oxygen • Vehicles already in service at Company HQ

1Source:

IbisWorld, Company Estimates production at full capacity 3Source: U.S. Natural Gas Vehicle Market, Clean Energy 2Assumes


Growing Multi-National Customer Base MagneGas™ has a Growing Client List of Top Tier Metal Working Companies and Gas Distributors with both Domestic and International Focus

“Not only is MagneGas™ cost competitive, it is a greener alternative than what we are currently using for metal working and it has exceeded our expectations in terms of its metal cutting performance. Our commitment to the environment made the decision to switch to MagneGas the right choice for us.“ – GM of OneSteel’s U.S. Operations PRIVATE AND CONFIDENTIAL

Economics of 300Kw Wholesale Refinery These results are based on what management believes are conservative pricing and cost assumptions

Assumed 300Kw Wholesale Refinery Performance at 85.0% Capacity MONTHLY Gas Sales Revenue Direct Cost of Manufacturing Gross Profit Gross Margin Net Income Net Margin

As MagneGas gains market share, management believes both demand and sale price will continue to rise while many operating expenses will be reduced from economies of scale

ANNUAL

$153,000 $53,363

$1,836,000 $640,360

$99,637 65.1%

$1,195,640 65.1%

67,078.33 $ 804,940.00 43.8% 43.8%

Cylinder Cost and Production at 85.0% Capacity Total Direct Cost / Cylinder $6.98 Cylinders Produced and Sold Annually 91,800 Note: Assumes $20 / cylinder sale price at full capacity of refinery, based on management estimates


Scrap Yards – The RJ Torching Model MagneGas™ has a Significant Opportunity in the Domestic Scrap Yard Business

• Sizeable Market – The Company estimates there are 8900 scrap yards in the U.S., 10% of which use more than $1 MM in cutting fuel every year.

• On-Site

Refinery Creates Improves Bottom Line – Large Scrap yards like RJ Torching see the value in placing a MagneGas refinery on site:

• • • • •

Reduction in Downtime Between Cylinders Faster and More Efficient Cutting Less Time Between Cutting and Handling Need for Waste Removal Addressed Minimizes EPA Fine Risk from Emissions

Annual Scrap Yard Revenue Opportunity Total Estimated U.S. Scrap Yards

8,900

Target Market Scrap Yards using >$1MM in Cutting Fuel

890

MagneGas Penetration of $1MM+ Market

10%

Minimum Implied Revenue ($MM)

• MagneGas Retains Ownership of Machines – Machines connected directly to torches have the same capacity yet use far fewer cylinders and require less overhead, improving both ROI and margins for MagneGas. "After extensive testing, we determined MagneGas™ exceeded our expectations with its superior metal cutting properties, reduced secondary smoke while also increasing our savings on operating costs." - RJ Torching President

PRIVATE AND CONFIDENTIAL

$89.0

A 10% share of the targeted scrap yard market (1% overall) creates revenue opportunity of over $89 MM annually

MagneGas Refineries – International Markets Equipment Sales – International Focus on Selling Refineries and Receiving Royalties on Gas Sales

MagneGas recently announced a purchase agreement for a single refinery with an option for five more at an initial sale price of $2.7 MM. MagneGas Refinery Sale Summary Sale Price for a Single 300Kw Refinery Est. Fabrication and Set-Up Cost Gross Royalty (%) Annual Royalty per Refinery at Capacity

$2,700,000 $750,000 5% $137,700

Note: Assumes $30 / cylinder sale price internationally

Plasma Arc Flow™ Refinery units come in a range of sizes and through-put capacities and are built to fit flatbed trailers allowing for simple transportation and a small installed footprint PRIVATE AND CONFIDENTIAL 18

Capital Structure August 14, 2012 Basic Common Stock Issued and Outstanding Class A Preferred Shares Outstanding ($.001 Par Value; No Coupon; Voting Rights)

Stock Options (@ $1.50) (employee owned, vesting) Stock Warrants (@$2.50)

19,827,939 1,000,000 2,910,000 15,000

Stock Warrants (@$3.00) (November 2011 PIPE Investors)

1,980,438

Stock Warrants (@$4.00) (March 2012 PIPE Investors)

1,067,689

MagneGas Recently Executed a Reverse Stock Split of 10:1 Note: 9,982,101 Shares held by insiders are subject to a 90 day lock-up period after the effective date of the prospectus. Public Float Roughly 42.3% (excluding warrants and options)


Balance Sheet MagneGas Balance Sheet Summary for Years Ending,

June 30, 2012

December 31, 2011

ASSETS Cash and equivalents

$2,022,713

$1,429,412

Total current assets

$2,945,536

$2,107,954

$8,108,564

$6,191,737

$949,546 $949,546

$966,822 $966,822

$7,159,018 $8,108,564

$5,224,915 $6,191,737

TOTAL ASSETS LIABILITIES AND STOCKHOLDERS EQUITY Total current liabilities TOTAL LIABILITIES Total stockholders' equity TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY

MagneGas has a clean balance sheet with zero debt


Investment Highlights Patented, Sustainable, Disruptive Technology and Fuel Source

•Patented technology recycles anti-freeze (and other feedstock), producing a patented hydrogen-based fuel called MagneGas

Immediate Commercial Applications

•Disruptive technology set to displace current fuel gases such as acetylene and propane in $5 billion metal cutting industry

World Class Technology Team

•Chairman and Chief Scientist Dr. Santilli nominated for Nobel Prizes in Physics and Chemistry; former Harvard and MIT professor who developed MagneGas technology over 30+ years of research

Multiple Revenue Channels

•The Company earns revenue from clean fuel sales (domestic) and big-ticket sales of equipment and royalties (international)

Rapid Growth Potential

•MagneGas expects to grow revenue through rapid growth in production and sales of MagneGas in the acetylene and forklift truck markets


Contact COMPANY INFORMATION 150 Rainville Road Tarpon Springs, FL 34689 www.magnegas.com

CONTACT Luisa Ingargiola, CFO MagneGas Corporation 727-934-3448 [email protected]
