Your Trusted Advisor For Oil & Gas in Africa and the Middle East

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1 SPTEC ADVISORY Your Trusted Advisor For Oil & Gas in Africa and the Middle East O Seu Consultor de Referência para Petróleo e Gás em África e no Médio Oriente Ваш верный советник по нефтегазу в Африке и на Ближнем Востоке 您 在 非 洲 和 中 东 石 油 天 然 气 领 域 最 赖 以 信 任 的 咨 询 者 مستشاركم الوثيق للنفط و الغاز في إفريقيا و الشرق األوسط Conseiller en Investissements Financiers n Membre de la CNCIF Association agréée par l Autorité des Marchés Financiers

2 SPTEC Advisory was established in 1994 as an independent advisory firm focusing on the Oil & Gas industry in Africa and the Middle-East. We deliver un-biased advice supported by an in-depth knowledge of the sector value chain. Our firm specializes in strategic advisory to companies and governments, investments and divestitures advisory as well as financial structuring and fund raising advisory. The team has developed a comprehensive technical and economic understanding of assets and business models. The team members have been involved in numerous transactions in the industry and has demonstrated the capability to deliver outstanding execution and insight advice to clients. Our client base includes corporations, financial institutions, governments and individuals related to our focus industry. The management has an extensive network of relationships with access to industry leaders and decision makers globally. In February 2013, SPTEC Advisory and Upstream Advisors, a niche consultancy firm, have entered into a strategic alliance agreement to leverage their complementary expertise. In July 2013, SPTEC Advisory became a member of the CNCIF - Chambre Nationale des Conseillers en Investissements Financiers -, regulated by the Autorité des Marchés Financiers (AMF) 2

3 SPTEC Advisory provides high-quality advice and execution capabilities within our core practice areas which include: Consulting and Strategic Advisory SPTEC Advisory offers high-level strategic and commercial advisory to corporates and governments. We assist our clients in assessing new markets and negotiate complex commercial contracts. We inspire innovative approaches to our clients and counterparts. Mergers, Acquisitions & Divestitures SPTEC Advisory specializes in providing full-service in mergers, acquisitions and divestitures to corporates and investors. In conjunction with our strategic partners, Upstream Advisors, we have an extensive complement of engineers, geologists and corporate finance professionals to provide in-depth industry experience and market knowledge. We advise clients on the assessment of asset s potential and in the preparation to reach the optimal transaction structure. We develop multi-criteria valuation methodologies interfacing technical and financial approaches. We organize due diligences and technical reviews on the sell-side and buy-side. Our exclusive partnership with Merrill DataSite enables us to provide state- of the-art virtual data room management and data distribution. Merrill DataSite recognizes SPTEC Advisory s expertise in Oil & Gas transactions. Fund Raising Advisory SPTEC Advisory advises clients in defining their fund raising strategy and structures their funding (equity and debt). We assist clients in finding their adequate equity partner(s) and the relevant group of lenders. With our in-depth understanding of the fund providers and their approaches to projects, we help our clients in achieving the most cost-effective funding structure. SPTEC Advisory assists clients in implementing adequate internal financial monitoring and reporting tools. 3

4 Powerful alliance with complementary fields of expertise SPTEC Advisory (Paris) Upstream Advisors (London) Africa & Middle East focus Extensive network of relationships with access to industry decision makers globally Corporate finance expertise in M&A, fund raising Seasoned professionals: Corporate finance Reservoir engineering Oil & Gas economics Senior Advisors Engineering focused on all the Oil & Gas aspects: Reservoir to field development Access to technical teams at most Oil & Gas firms Seasoned industry professionals: 15 engineers with actual industry experience and understanding of operations Upstream Advisors is a niche, independent consultancy serving the exploration and production (upstream) sector of the oil and gas industry. Its capability spans the technical, project management and commercial arenas of the upstream sector. Upstream Advisors provide a fully integrated approach which recognizes the commercial, marketing, subsurface and surface engineering constraints and opportunities, they offer due diligence reviews to support acquisitions and divestments of acreage or equity stakes in capital projects, they provide strategic planning services for gas development projects at a local and national level, they can also help the client to solve its production problems by applying advanced techniques and tools to help maximize the plant uptime or throughput. 4

5 Best-in class Virtual Data Room services Merrill DataSite is a secure virtual data room (VDR) solution that optimises the due diligence process by providing a highly efficient and secure method for sharing key business information between multiple parties. Merrill DataSite provides unlimited access for users worldwide, as well as real-time activity reports, site-wide search at the document level, enhanced communications through the Q&A feature. Merrill DataSite s multilingual support staff is available from anywhere in the world, 24/7/365. Merrill DataSite is the first VDR provider to understand customer and industry needs by earning an ISO/IEC 27001:2005 certificate of registration the highest standard for information security and is currently the world s only VDR certified for operations in the United States, Europe and Asia. Merrill DataSite VDR solution has become an essential tool in an efficient and legally defensible process for completing multiple types of financial transactions. Main Features Access Control. Controlled access and security for all participants. Powerful Search. Optical Character Recognition (OCR) making the data room fully text and title searchable. Comprehensive Auditing and Reporting. Unlimited real-time audit reports. Enhanced Q&A. Multi-threaded communication between administrators and users. Superior Service. Project Management team available around the clock, seven days a week. Simplicity. Intuitive user interface including a favorites list and at-a-glance icons that show documents reviewed to date. Scalable Power. Supports documents of any size and shape. 5

6 SPTEC Advisory professionals have completed strategic assignments for leading enterprises in the Oil & Gas industry This experience, coupled with an extensive network of global relationships, enables us to provide unique advice to our clients. 6

7 More recently, SPTEC Advisory has advised clients in key projects: Merger advisory for Canadian listed companies with assets in Africa Ongoing sale process in North Africa Ongoing sale process in East Africa Acquisition advisory and Fund Raising in in West Africa (Côte d Ivoire) Raising USD 150m debt for gas project in West Africa (Côte d Ivoire) Acquisition advisory and USD 75m Fund Raising in North Africa (Egypt) Farm-Out Advisory in Oman Technical review in Congo for Drilling and Engineering Technical review for LNG regasification plant Tax regime benchmark for INP (Mozambique) Gas Contract advisory to Ivorian Authorities (Côte d Ivoire) Strategic Advisory to a National Company in North Africa Strategic Advisory to a National Company in Europe 7

8 Team members experiences Exploration & Production Advising Sea Dragon in a Fund raising of 50 m USD (Canada/Egypt) Advising Centurion Energy (Canada) in the sale to Dana Gas (UAE) Acquisition of E&P assets in Kazakhstan by Kazmunaïgas (Kazakhstan) Valuation of Addax Petroleum (Nigeria/Switzerland) Sale of Coparex (France) to Lundin Petroleum by PAI Management (France) Acquisition of Shell Nigerian assets by Camac Energy Inc. (USA) Farm-out of assets for ESSAR (India) Acquisition project of Al Furat E&P (Syria) from PetroCanada by PA Resources (Norway) Acquisition project of Esso Rep (France) by Lundin Petroleum Purchase of assets in Algeria for a Middle East investor (confidential) Downstream Acquisition of Shell Africa (19 countries) by Vitol (UK) and Helios (UK-Africa) Acquisition of PetroOfisi (Turkey) by OMV (Austria) Divestiture of French retail network to Total and Avia by Shell (UK) Take-over of EuroRessources (France) by Iamgold (Canada) Defense of Rio Tinto (UK) against BHP Billiton Privatisation of Beopetrol by the Government of Serbia, acquisition by LukOil (Russia) Merger of Esso SAF (France) with Mobil Oil Française (France) Sale of Agip Nigeria by ENI - Agip Petroli (Italy) Sale of Elf Antargaz (France) by Total Fina Elf (France) Valuation of distribution network in France (confidential) 8

9 Gas and Oil Services Rights issue for Compagnie Générale de Géophysique (France) Review of PGS (Norway) asset base in the context of the balance sheet restructuring Consultant to Compagnie Générale de Géophysique (France) for the merger with Veritas DGC (USA) Advisor to Compagnie Générale de Géophysique (France) in an acquisition project in Scotland Valuation of gas companies in Portugal for the Portuguese State and Iberdrola (Spain) Acquisition of Distrigaz Sud (Romania) by Gaz de France (France) Merger of Coflexip (France) with Technip (France) Other mandates Acquisition of a gas distribution company by ENI Acquisition of Shell LPG (Butagaz) by a Private Equity Fund Iberian Oil & Gas company for strategic alternatives Sale of gas upstream asset in the USA for a Private Holding Acquisition of BP France by a Private Equity Fund Acquisition of Nexen (Canada) by Total Acquisition of Chevron Africa by Addax & Oryx (Switzerland) Acquisition of Wilhemhaven Refinery (Germany) by Neste Oil (Finland) Privatisation of Niger electricity company (Nigelec) by the Government of Niger 9

10 SPTEC Advisory was established in 1994 as an independent advisory firm focusing on the Oil & Gas industry in Africa and the Middle-East SPTEC Advisory delivers un-biased advice supported by an in-depth knowledge of the sector value chain SPTEC Advisory specialises in strategic and commercial advisory, investments and divestitures advisory, as well as financial structuring and fund raising advisory Conseiller en Investissements Financiers n Membre de la CNCIF Association agréée par l Autorité des Marchés Financiers

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