KMG Investor Presentation October 2012
1. KMG Group Overview and Recent Developments
3
KMG (Baa3/BBB-/BBB-) – Government “Arm” in Kazakhstan’s Oil & Gas Industry
KMG is fully owned by the Government, through JSC SWF “Samruk-Kazyna”
Represents interests of the Republic of Kazakhstan in the strategically important oil & gas sector
Represents the State in exercising its pre-emptive rights with private industry players in E&P projects
Right to acquire 100% of all new onshore and 50% of offshore fields/licenses
M&A policy aims to strengthen the State’s role in the oil & gas sector and to consolidate control of the domestic oil products’ market
Representing state interests
Diversified asset base
Stakes in almost all significant oil & gas assets in Kazakhstan with P1+P2+P3 reserves of 653.7(1) mln tonnes of oil and 102.2 bcm of gas
Participates directly in equity of 38 oil&gas related companies in Kazakhstan and abroad, while 251 companies make up the group(2).
Control over KMG EP (61.36%)(3), the largest public exploration and production company in Central Asia
Participation in JVs operating and exploring some of the world’s largest oil fields: NCPC (Kashagan) (c.17%), KPO (Karachaganak) (10%) and TCO (Tengiz field) (20%)
Other participations in exploration and production JVs: MMG (50%), KazakhOil Aktobe (50%), KazGerMunai (50%)(4), PKI (33%)(4)
Joint or sole control over the largest oil & gas pipeline networks in Kazakhstan (combined length of 19.9 thousand km)
Joint or sole control over all three refineries in Kazakhstan and two in Romania (combined capacity of 23.3 mmt/year)
Marketing and sales of oil products in Kazakhstan and in Europe
Key financials
(1) Gaffney Cline report(2) Company data (3) As of October 3rd, 2012(4) Through KMG EP
KMG Group Overview and Recent Developments
Leading vertically integrated company operating in every major segment of the oil & gas industry, including upstream, midstream and downstream
2010 revenue of US$14.24 bn, 2010 EBITDA of US$5.6 bn
2011 revenue of US$17.7 bn, 2011 EBITDA of US$6.8 bn
6M 2012 revenue of US$9.8 bn, 6M 2012 EBITDA of US$3.6 bn
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KMG – Recent Developments
Funding & Liquidity
Upstream The key acquisition was a 10% stake in Karachaganak that was concluded in 2011
and was paid in June 2012 (US$ 1bn). NC KMG also acquired MMG Service companies (Aktauoilservice) with a consideration of US$ 334m
Commercial development at Kashagan to commence in March 2012 and reach optimum production levels before June 2014 (370 ths. barrels per day)
Transportation 2011 - Completion and commissioning of AGP – Turkmen gas transit to China 2011 - CPC Pipeline expansion project capacities to 67mtpa (twofold) by 2015 2012 - Kazakhstan – China pipeline to be increased up to 20 mln. tonnes p.a.
through put capacity in near future
Downstream 2012 - KMG initiated modernization of its 3 refineries in Kazakhstan, aiming to
execute these projects on or before Jan 1, 2016. So that the oil products will meet the Euro 5 fuel standards.
Strategic Developments
January 2011 – Samruk-Kazyna (S-K) extends a KZT 23.3bn loan (13 yr, 2% p.a.) to KMG for Beineu – Bozoi – Shymkent project financing
July 2011 – KMG successfully acquires a US$ 1bln syndicated loan (5 yr, 3 yr grace, L+2.1%), drawn in 2011 for refinancing purposes
June 2012 – KMG finalizes acquisition of a 10% stake in Karachaganak project, 1/2 of which was financed by a US$ 1bln carry loan from consortium members (3 yr, L+3%), the other 1/2 as a capital injection from S-K
July 2012 – KMG secures a US$ 986m carry loan for Kashagan B.V. (4 yr, L+3%) 2012 – preparation for a transaction with the National Fund of the Republic of
Kazakhstan to bring in a US$ 4bln loan. First drawdown to take place in 2013 (for up to US$ 2.5bln) Second drawdown to take place in 2015 (for up to US$ 1.5bln). Funds are to be utilized for refinancing and investment activities.
KMG has arranged credit lines for Atyrau Refinery (US$ 2.94bln) and is in process of arranging credit line for the modernisation of Pavlodar Refinery.
Reorganisation
Refining, Marketing and Retail
Upstream: Consolidation of principal E&P assets under KMG EP
Oil transportation
Oil &Gas Services
Gas Transportation
Enhancing operational efficiency– Disposal of non-core assets – Corporate centre to optimise costs
Consolidating core businesses into five segments across legal entities
Deleveraging and optimising financial structure of Rompetrol
KMG Group Overview and Recent Developments
2. Kazakhstan Oil Industry Overview
6
Chevron20.9%
Exxon8.6%
Other11.4%
PetroChina6.9%
LUKoil7.4%
CNPC6.9%
BG6.1%
Eni6.1%
KMG25.7%
Kazakhstan Oil & Gas Industry Overview – Upstream
#15 global and #2 CIS producer
#9 globally in terms of 1P reserves
Tengiz, Karachaganak and Kashagan to provide 70% of oil and 85% of gas production in Kazakhstan
Predominant part of reserves located in Pre-Caspian and Mangyshlak basins – North Eastern side of the Caspian Sea
2011 Global Liquids Production 2011 Global 1P reserves
RoW18.6%
US1.9%
Kazakhstan1.8%
Russia5.3%
OPEC72.4%
OPEC42.4%
Russia12.8%
US8.8%
China5.1%
Canada4.3%
Mexico3.6%
Kazakhstan2.1%
RoW20.9%
Source: Wood MackenzieSource: Annual BP Statistical ReviewSource: Annual BP Statistical Review
2011 Production in Kazakhstan
Kazakhstan: 30 bn boeKazakhstan: 1.8 mmboe/d Total: 2.1 mmboe/d
Kazakhstan Oil Industry Overview
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Kazakhstan Oil & Gas Industry Overview – Midstream and Downstream
Transportation Kazakhstan is key focal point in the transportation of oil & gas from Central
Asia to Europe and China Kazakhstan transportation networks are largely controlled by KMG
– Oil pipelines via KTO – transported 66 mln tonnes of crude oil in 2010, 67 mln tonnes in 2011
– Gas pipelines via KTG – transported 102 bln. m cubed of gas in 2010, 111 bln. m cubed of gas in 2011
– A number of major pipelines have recently been completed jointly with CNPC, including Kazakhstan-China Pipeline and Asian Gas Pipeline
– Infrastructure investments are key for serving international markets in Asia and Europe
– Several areas of growth, including upgrades and new pipelines to Russia and China
Source: Company Data
Refining & Marketing Refining / Downstream industry is now primarily in KMG’s control
– Refineries with max refining capacity of up to 20 mln tonnes per year: Atyrau: Western region (4.9 mln tonnes per year); Shymkent: Southern region (5.25 mln tonnes per year); Pavlodar: Northern region (5.0 mln tonnes per year) Rompetrol: Romania (5.2 mln tonnes per year)
– In 2010, the refineries produced 17.05 mln tonnes of refined products, while in 2011 this amount reached 17.78 mln tonnes. Slightly higher results are expected by the end of 2012.
Kazakhstan Oil Industry Overview
Oil pipelines Gas pipelines
Refineries
Cities
2
1
3
2
1Caspian Pipeline Consortium (CPC)
Uzen-Atyrau-Samara
Atasu-Alashankou
Central Asia-Center (Kaz)
Okarem-Turkmenbashi-Beineu (Kaz)
Pavlodar
Shymkent
Atyrau
AktauAlmaty
Astana
AtyrauRefinery
ShymkentRefinery
Pavlodar Refinery
Russia
Kyrgyzstan
Turkmenistan
Uzbekistan
China
Russia
Caspian Sea
2
1 3
Atasu
AlashankouNovorossiisk(Black Sea)
Uzen
Samara
Beineu2
1
Pavlodar
Shymkent
Atyrau
AktauAlmaty
Astana
AtyrauRefinery
ShymkentRefinery
Pavlodar Refinery
Russia
Kyrgyzstan
Turkmenistan
Uzbekistan
China
Russia
Caspian Sea
2
1 3
Atasu
AlashankouNovorossiisk(Black Sea)
Uzen
Samara
Beineu2
1
Pavlodar
Shymkent
Atyrau
AktauAlmaty
Astana
AtyrauRefinery
ShymkentRefinery
Pavlodar Refinery
Russia
Kyrgyzstan
Turkmenistan
Uzbekistan
China
Russia
Caspian Sea
2
1 3
Atasu
AlashankouNovorossiisk(Black Sea)
Uzen
Samara
Beineu2
1
3. Business Overview
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Group Structure
Exploration & Production Transportation Refining and Sales Others
KMG EP – 61.36%(1)
– Kazgermunai - 50%– PKI - 33%– CCEL - 50%
TCO - 20% KPO - 10% Kashagan - 16.8% MMG - 50% KazakhOil Aktobe - 50% KazMunaiTeniz - 100%
KazTransOil - 100%– KCP - 50%– Munai Tas - 51%
KazTransGas - 100% AGP - 50%
KazRosGas - 50% CPC - 20.75%(2) KazMorTransFlot - 100% Kaz Pipeline Ventures - 100%
KMG RM - 100%– Pavlodar - 100%(3)
– Atyrau - 99.17%– Shymkent - 49.72%
The Rompetrol Group - 100%– Vega – 54.60%– Petromidia – 54.60%
KPI - 50%
TenizService - 49%
KING (R&D) - 83.9%
KMG Service - 100%
KMG-TransCaspian - 100%
(1) As of October 3rd, 2012, as a percentage of ordinary voting shares of KMG EP(2) 19% through the government and 1.75% through Kazakhstan Pipeline Ventures (KPV)(3) The Company owns a 100% interest in Refinery Company RT (which owns all of the assets of the Pavlodar Refinery and a 58% in Pavlodar Refinery JSC, the
entity owning the licences to operate the Pavlodar Refinery). The remaining 42% in Pavlodar Refinery JSC is held directly by KMG RM. Refinery Company RT leases 100% of the assets comprising Pavlodar Refinery to Pavlodar Refinery JSC, which then operates the Pavlodar Refinery
Transport
Source: Company Data
100%
100%
Business Overview
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Key Operational Data
Source: Company dataBusiness Overview
FY 2011:
Average price of $111/bbl which is 40% higher than 2010 Oil production volume slightly decreased due to strikes at the level of KMG EP Oil transportation volume increased due to an increase at the level of Kazakhstan China oil pipeline. Gas transportation volume increased due to commissioning of Kazakhstan – China gas pipeline. Oil processing slightly increased because of implementation of cyclical upgrades. Oil trading as agent lower because due to general market fluctuations
Forecast:
Oil production increases at KMG EP after increased Capex, acquisition of a 10% stake in Karachaganak and Kashagan’s production start in Q4 2012 Oil transport of CPC and gas transport of AsiaGasPipeline increase in 2012 with start of Kashagan Oil processed increases in Rompetrol in 2012 after the modernization Oil traded to increase gradually
Oil production (mln ton)
9 9 8 8 9
9 11 12 12 13
0
5
10
15
20
25
2009 2010 2011 2012 2013
Cons. JVs
Gas sold (bn m3)
1.21.6 1.6 1.5 1.6
0.40.8
0.0
0.5
1.0
1.5
2.0
2.5
3.0
2009 2010 2011 2012 2013
TCO Karachaganak
Oil transport (mln ton)
51 52 54 52 52
10 13 14 16 20
0
10
20
30
40
50
60
70
2009 2010 2011 2012 2013
Cons. JVs
Gas transport (bn m3)
105 105109
102 101
2
8
1217
90
95
100
105
110
115
120
125
2009 2010 2011 2012 2013
Cons. JVs
Oil processed (mln ton)
912 13 14 15
0
5
10
15
20
25
2009 2010 2011 2012 2013
Cons. JVs
Oil traded (mln ton)
1216 16 18 18
5
7 66 7
0
5
10
15
20
25
30
2009 2010 2011 2012 2013
Traded As agent
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KazGerMunai7.4%
Kazakhoil Aktobe3.4%
MMG15.9%
TCO30.2%
KMG EP43.2%
TCO55,75%
KMG EP10,62%
MMG4,7%
Kazakhoil Aktobe3,1%
Other13,13%
KMG Upstream Snapshot
2011 Oil Production Volumes(1) 2011 Gas Production Volumes
(1) Proportionate consolidation of JVs
Source: Company data
Business Overview
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Major Role in Upstream: KMG EP
KMG owns 61.36% of KMG EP shares(1)
KMG EP is the largest public oil and gas company in Kazakhstan Listed on LSE and KASE The Uzen field is the largest oil field of KMG EP and has been in production since 1965 Production to stay stable due to enhanced recovery techniques Strong free cash flow generation Modernisation programme launched Clear strategy to 2020, focussed on maximising shareholder value by increasing reserves,
expanding production and improving profitability
Source: Company data, Bloomberg
Business Overview
(1) As at October 3 2012, as a percentage of ordinary voting shares of KMG EP.
KMG EP’s share price evolution (US$)
12
14
16
18
20
22
24
26
Jan-11 Apr-11 Jul-11 Oct-11 Jan-12 Apr-12 Jul-12
Consolidated Reserves* 2P, mmbbl
UMG and EMG, 100% 1,661
KGM (50%) 80
CCEL (50%) 208
PKI (33%) 134 Total 2,083
*Reserves of UMG, EMG, KGM and CCEL as at 2011 year end, PKI as at 2010 year end
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Launched in 2000 and is part of the North Caspian Project Consortium (NCPC)
– One of the world’s largest oil fields
– The parties to the NC PSA estimate that the Kashagan field has 7 to 9 billion bbl of recoverable crude oil
– A+B+C1 reserves of crude oil of 131.4 mln tonnes attributable to KMG on a consolidated basis
The project development involves building artificial islands in shallow water, with land rigs to drill wells as opposed to conventional platforms
– Experimental phase of the project completed, with the construction of five artificial islands in the Caspian Sea and 40 wells, including 32 production wells and 8 injection wells
– Production expected to start in March 2013
Final agreement signed in October 2008 with Kazakh authorities implementing operational and governance framework
– Replaced single operator with new joint operating entity comprising seven participants
– In October 2008, parties agreed to sell approved 8.48% stake to KazMunaiGaz NC for a consideration of US$1.78 billion
– Rotating leadership, operatorship to be passed to KazMunayGaz NC on start-up, once development stages are completed (Shell to act as a partner in managing production operations)
– According to Amendment №4 of the Project’s development Plan and Budget, which entailed a CAPEX increase of USD 6.9 bln, commercial development to start in March, 2013.
Kashagan - Project Overview
Overview
Source: Company data
Current participation overview (NCPC)
Business Overview
14
Karachaganak is a giant oil and gas condensate field in north west Kazakhstan, discovered in 1979
The Karachaganak Project (KPO) is a Production Sharing Agreement (PSA) originally singed in November 1997 for a term of 40 years between the Republic of Kazakhstan (RoK) and a group of foreign contracting companies: BG Group (32.5%), Agip (32.5% ), Chevron (20%) and Lukoil (15%).
Under the terms of the PSA, British Gas and Agip are the sole operators of the project
In 2011, the RoK and the contracting companies reached an agreement on the transfer of a 10% share of Karachaganak Project
The agreement became effective in June 2012, with KMG acquiring a 10% share of KPO
KMG, together with the other PSA participants, will support the 3rd phase of the development of the Karachaganak field
Since the beginning of the PSA, the field has produced around 146 billion cubic meters of gas and more than 108 million tons of liquid hydrocarbons
The total geological reserves of the Karachaganak field are 1,381 billion cubic meters of gas and 1,241 million tons of liquid hydrocarbons
The total recoverable reserves of the Karachaganak field are 929 billion cubic meters of gas and 483 million tons of liquid hydrocarbons
Karachaganak Project (KPO)
Overview
Source: Company data
Current participation overview (KPO)
Business Overview
15
Major Role in Upstream: TCO
50%
20%
5%
25%
Established in 1993 to develop the Tengiz field, which is operated by Chevron Crude oil reserves of 245.8 mln tonnes, which are attributable to KMG’s 20% share KMG’s stake is 20%
– Veto right over major decisions, chairmanship of the management committee – Dividends from TCO represented approx. 70% of total dividends for KMG over the last three years
Export via CPC pipeline and railways Major growth in production since the completion of 2nd generation plant in 2008 TCO is undertaking future generation expansion project in the Tengiz Field after receiving all the necessary approvals by the appropriate regulatory authorities
and partners. The project is expected to further increase TCO’s oil field production and plant processing capacity. The cost of the project is expected to be up to US$18bn and is expected to be completed in 2018
(1) 20% attributable to KMG
Ownership Structure
Source: Company data
Business Overview
Overview
16
Control Over Midstream: KazTransOil & KazTransGas
KTO Natural monopoly oil pipeline operator in Kazakhstan 7,498 km of pipelines Operates three transportation companies: KTO, KCP and MunayTas
– KTO’s major asset is the Uzen-Atyrau-Samara (connection to Transneft) pipeline
– KCP is a joint venture between KTO and CNODC (50/50%) – pipeline to China
– MunayTas is a joint venture between KTO and CNPC E&D (51/49%) Following the completion of Kenkiyak-Kumkol Pipeline (1 of the 3 sections
of the pipelines to China) in October 2009 KTO is now able to transport crude from western Kazakhstan to China
Transported 66.9 mln. tonnes of oil in 2011
KTG Operates the largest gas pipeline network in Kazakhstan through ICA The major asset is the Central Asia-Centre gas pipeline (CAC) from
Turkmenistan to Russia Large projects:
– Asia Gas Pipeline will increase capacity to 30 bcm per year by the end of 2012
– Improved gas transportation logistics with the completion of first stage of the South West Pipeline (up to 6 bcm p.a.). Second stage expected to complete in 2016, increasing capacity up to 10bcm p.a.
Oil & Gas Transportation
Terminals / Infrastructures
Shuttle vessels
Existing oil pipelines
New oil pipeline projects
Gas pipelines
Refinery
Source: EIA
Business Overview
17
Consolidated Downstream: KMG Refining and Marketing
KMG Refining and Marketing(1) (“KMG RM”) is the 100% owned principal refining and trading company of the KMG group
An integrated downstream arm of KMG KMG RM’s strategy:
– Increase sales volume to utilise spare capacity of refineries KMG RM’s principal refinery assets:
Dedicated investments in gas stations resulted in 2nd largest retail network in Kazakhstan (e.g. 299 stations and c.8% market share)
In June 2009, KMG acquired the remaining 25% of Rompetrol, Romania’s 2nd largest oil group
In September 2010, KMG’s ownership (which is held through Rompetrol) in Rompetrol Rafinare (owning Petromidia refinery) was reduced to 54%
4,471 4,604
3,730
330
4,649
0500
1,0001,5002,0002,500
3,0003,5004,000
4,5005,000
Atyrau Shymkent Petromidia Vega Pavlodar
kton
ne
Volumes Produced (ktonne) in 2011
RefineryKMG RM
Ownership
Designed Refining Capacity
(mln tonnes/year)
Atyrau (Kazakhstan) 99.17% 4.9
Shymkent (Kazakhstan) 49.72% 5.25
Pavlodar (Kazakhstan) 100.00% 5.0
Petromidia (Romania) 54.60% (2) 4.90
Vega (Romania) 54.60% (2) 0.3
(1) Previously KMG Trade House(2) Via Rompetrol
Source: Company dataSource: Company data
Business Overview
Product mix of KMG RM Refineries in 2011
Other20.3%
Gasoline13.7%
Fuel Oil32.9%
Jet Fuel0.2%
Diesel Fuel
32.9%
4. Financial Summary
19
Financial Summary of Core Assets(1)
100% ownership: Investors’ Change of Control Putif Government ownership drops
below 100%National Company
KazMunayGas
100%
100%
EY 2011 Actual, in USD mln
Consolidated: Standalone:
Debt 15,086 Debt 9,774
Adj EBITDA 6,788 Adj EBITDA 4,045
Cash 7,381 Cash 1,311
Leverage 2.22x Leverage 2.42x
KMG EP Kashagan KMT KTO KTG RM KMG Rompetrol
Debt 593 Debt 2,221 Debt 153 Debt 2 Debt 661 Debt 940 Debt 477
Adj EBITDA 2,174 Adj EBITDA (10) Adj EBITDA (11) Adj EBITDA 462 Adj EBITDA 541 Adj EBITDA 496 Adj EBITDA (41)
Cash 3,561 Cash 118 Cash - Cash 424 Cash 592 Cash 746 Cash 199
Leverage 0.27x Leverage na Leverage -14.06x Leverage 0.00x Leverage 1.22x Leverage 1.90x Leverage -11.67x
Note: i-) EBITDA is adjusted based on bond and loan documentation, ii-) Leverage is Gross Leverage, iii-) USD 265m debt resides at other non-mentioned entities
NC KMG
Upstream Transport Downstream
Financial Summary
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Financial Performance
Revenue (US$ mn)
Adj. EBITDA (US$ mn)
Capex(US$ mn)
Total Debt and Leverage (US$ mn and Multiple)
10,77714,220
17,703
0
5,000
10,000
15,000
20,000
25,000
2009 2010 2011
2,5013,222 3,091
0
500
1,000
1,500
2,000
2,500
3,000
3,500
2009 2010 2011
4,2765,633
6,788
0
2,000
4,000
6,000
8,000
10,000
2009 2010 2011
14,49015,416 15,086
3.39x
2.74x2.22x
0
2,000
4,000
6,000
8,000
10,000
12,000
14,000
16,000
2009 2010 2011
0.0
1.0
2.0
3.0
4.0
5.0
Debt / adj. E
BIT
DA
(x)
Source: KMG’s audited financials, Company data
Financial Summary
21
6%
62%9%
14%
7%
2%
Upstream Oil transport Gas transport
Downstream NC KMG Other
Historical and Planned Capex
Historical Capex (US$ mln)
Financial Summary
2009 project CAPEX/Maintenance CAPEX – 60%/40% 2010 project CAPEX/Maintenance CAPEX – 65%/35% 2011 project CAPEX/Maintenance CAPEX – 68%/32%
2011 Total Capex Breakdown
Source: Company data
Capex per segment, $mln FY2009A FY2010A FY2011A
Upstream (1,647) (1,804) (1,900)
Oil transport (198) (175) (230)
Gas transport (179) (306) (285)
Downstream (371) (465) (434)
NC KMG (14) (179) (64)
Other (92) (293) (179) Total (2,501) (3,222) (3,091)
22
KMG Group Debt Breakdown and Financing Policy
Debt Breakdown
KMG’s future financial policy
Objectives of financial management:
– Monitor leverage and take steps to reduceor term out debt
– Maintain optimal working capital position at the subsidiary level
– Maintain high level of financial flexibility of KMG group
Finance projects without using balance sheet:
– Non-recourse project financing
– JV partner taking majority of financing burden
– Acquisition financing with limited recourse to acquired asset and its dividend flow
Borrow at the KMG level and use this liquidity as needed by different parts of the group
KMG’s financial policy targets
– Total Debt / EBITDA < 3.5x
– Net Debt / Net Capitalisation < 0.5
Financial Summary
Scheduled Debt Maturities (US$ mn)
USD79.8%
EUR1.6%KZT
18.5%Variable
34%
Fixed66%
By Currency By Interest Rate
5. Investment Highlights
24
Investment Highlights
High Strategic Importance to the
Government
Vertically Integrated Group
1. Most significant asset of the Government
2. Significant portfolio of large-scale exploration projects onshore and offshore to drive long-term production growth (e.g. Kashagan)
3. Strategic pre-emptive rights
4. Largest oil producer in Central Asia
5. Midstream: control over oil and gas pipeline infrastructure
6. Downstream control: downstream capabilities including three major refineries across Kazakhstan and Rompetrol assets in Europe
Investment Highlights