STRATEGIC CONSULTING AND INDUSTRY ADVISORY SERVICES Due Diligence and Advisor to Lenders and Investors

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1 For over 20 years, Baker & O'Brien consultants have acted as "Technical Advisor" on major energy projects. In this role, we often perform a technical and economic due diligence analysis of the project. We advise owners in the aspects of plant financing, and lenders in project finance transactions. These advisory services include: technology review; contract covenants; engineering, procurement and construction; and the technical, operational, and market assumptions for financial models. RELATED INDUSTRIES Additional Process Industries Gas Processing Oil and Gas Production Petrochemical / Chemical Petroleum Refining Power Generation Renewable / Alternative Energy Transportation and Storage With over 100 projects advising lenders, Baker & O Brien consultants have experience in performing this role throughout the world and for a vast array of industries, including petroleum refineries, alumina smelters, organic and inorganic chemicals plants, natural gas processing facilities, petrochemical plants, crude oil and product pipelines, LNG liquefaction facilities, offshore production platforms, retail marketing facilities, power plants, and pulp and paper mills. 1 of 6

2 PRIMARY CONTACTS W. Rob Donnell Chief Executive Officer Dallas Donald L. Flessner President Dallas William D. Jackson Consultant Dallas Alan W. Reynolds Associate 2 of 6

3 RELATED EXPERIENCE Ammonia Plant Project Finance Served as independent engineer on behalf of a major European bank for the relocation of a 750 TPD ammonia plant. Prepared a technology assessment, analyzed feedstock supply, reviewed contracts, and inspected progress prior to close of financing. Monitored construction progress and mechanical completion, and witnessed the plant performance test. Ammonia Plant Project Finance Served as independent engineer on behalf of a major European bank for the construction of a new world-scale ammonia plant. Prepared a technology assessment, analyzed feedstock supply, reviewed contracts, and advised with negotiation of contracts. Monitored construction progress and mechanical completion, and witnessed the plant performance test. Business Interruption and Construction - Refining Monitored engineering and construction efforts undertaken to rebuild production facilities damaged by fire. The engagement was to ascertain the appropriate construction period for business interruption claim purposes and to facilitate the incident root cause analysis. Activities included daily site inspections, regular consultations with plant engineering and construction personnel, progress assessments, and development of independent project schedules. Evaluation of Refinery Operating Procedures Acted as independent advisor in a dispute between a refinery and the Environmental Protection Agency following a period of excess emissions. Independent Engineer Retained as the Independent Engineer for the "grassroots" Tangguh LNG Liquefaction Project in Indonesia. Prepared the technical due diligence for the US$3 billion facility on behalf of a consortium of Chinese banks. Independent Power Production Assisted in the development proposals for two independent power projects in southeastern Japan. One facility, which was successfully implemented, involved a $180 million investment for a petroleum coke-fired 130 megawatt condensing turbine generator. Assisted in the creation of a sophisticated linear program model, which was used to justify the project, based on cash flows and probable rates of return. Lender's Independent Engineer Served as independent engineer for a "grassroots" olefins project in China. Prepared the technical due diligence for a US$4 billion facility on behalf of international export credit agencies and onshore and offshore lenders. Marine Terminal Development Reviewed design requirements and monitored construction, start-up, and operation of a project to develop a bulk liquids terminal on the Red Sea. Work included review of dredging requirement, schedule, and interfaces between this project and a project to export ammonia from the terminal. 3 of 6

4 New Petroleum Products Terminal On behalf of a major international construction company, prepared a preliminary feasibility study on a new petroleum products import terminal to serve the local market. Study included facility layout and size estimates for docks and storage tanks. Offshore Pipeline Project Served as Independent Engineer on behalf of a major financial institution for a $200 million project to build a deepwater gas and oil-gathering system. Prepared a valuation of offshore pipelines and an onshore gas processing plant for gathering and processing of deepwater Gulf of Mexico oil and gas production in support of structured finance. Certified completion of the project for financial purposes. Oil Company Privatization Performed due diligence for the purchase of an integrated oil company headquartered in Western Siberia on behalf of an investor. Inspected company assets, assessed technology, analyzed feedstock and product markets, evaluated a capital investment program, and analyzed manufacturing economics. Paper Coating Plant Project Finance Served as independent engineer on behalf of a major financial institution for the construction of a new $100 million paper coating plant. Prepared due diligence, assessed technology, evaluated project scope of work and schedule, reviewed engineering, procurement, and construction contracts, and advised bank with respect to mitigation of project risks. Valuation of Pipelines and Gas Plant Served as independent engineer on behalf of a major bank to value and certify completion of a project to build offshore pipelines and an onshore gas processing plant for gathering and processing of deepwater Gulf of Mexico oil and gas production. The valuation was prepared for the lender in support of $200 million of structured finance. Power Project Supported lenders in mezzanine financing for construction of a cogeneration plant in Western Siberia. Advised as to the collateral value of certain equipment ordered for the project and evaluated the technical capabilities of the company to manage the project under long-term project financing. Technical Review Performed technical review of chlor-alkali and calcium chloride processes and project plan on behalf of prospective lender. Reviewed the process design packages for the chlor-alkali and calcium chloride production facilities and provided opinions regarding the selected processes and their technical compatibility. Reviewed the project schedule and cost estimate for the facilities and provided input to the prospective lender regarding the appropriate level of contingency. Evaluated the contracting strategy and project execution plan and provided opinions. Refinery Reactivation and Upgrading Worked on behalf of a major investment banking group to evaluate the plans of an independent refiner to upgrade and reactivate its 200,000 barrels per day refinery. Conducted "due diligence" on the company's plans and specifications, 4 of 6

5 evaluated likely economics, and assessed competitive forces in the marketplace. Upon closing of the financial transaction, monitored the construction progress, schedule, and budget over a period of four years. Reviewed all invoices for labor and materials and approved draw down of construction funds in accordance with the contractual agreements. Refinery Feasibility Study Directed a feasibility study into a joint venture "grassroots" export refinery in the People's Republic of China. Advised the Western partner during several "rounds" of negotiation with the Chinese partner over a period of two years. Prepared estimates of anticipated rates-of-return for both parties under different economic and cost-sharing scenarios. Assisted in negotiations with local tax and regulatory authorities. Project was shelved following Gulf War. World Scale Alumina Refinery - Independent Engineer Teamed with a mining consulting firm to provide independent engineering support to lenders of a world-scale, multi-billion dollar grassroots alumina refinery to be located in Guinea, West Africa. Reviewed project execution plan and entire design package for the proposed facility, including alumina refinery, power plant, import/export facilities, and all associated infrastructure. Prepared several interim reports during the initial engineering phase before project was abandoned due to political unrest within the country. Review Project Development Costs Evaluated multi-million dollar cost overruns of yearly operating budgets of a Central Asian consortium involved with the oil and gas development and production. Costs reviewed included Engineering Support, Operating Costs, Drilling Costs, and Capital Expenditures. Refinery Off-Gas Recovery Project Provided independent assessment and due diligence for a proposed refinery offgas treating facility in the USGC. Advised the client on requirements related to schedule, documentation, and technology selection for project financing. Review Refinery Feasibility Study Conducted a detailed review of a feasibility study to construct a new refinery (oil sands feedstock) in Canada. Reviewed capital costs, crude oil and product pricing assumptions, and several other key inputs that were used in an integrated financial model. Review Project Development Costs Evaluated multi-million dollar cost overruns of yearly operating budgets of a Central Asian consortium involved with the oil and gas development and production. Costs reviewed included Engineering Support, Operating Costs, Drilling Costs, and Capital Expenditures. Review Infrastructure Assets Assisted client in evaluating infrastructure spending to support ongoing operations and maintenance activities. Our review evaluated whether the infrastructure assets were integral to the overall technological complex. Condensate Gathering System Due Diligence Assisted client with engineering due diligence on a Texas condensate gathering system focusing on pipeline 5 of 6

6 mechanical integrity issues. 6 of 6

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