Oasis Power Company An EM-Focused Clean Power Generation Platform - - PowerPoint PPT Presentation

Oasis Power Company

An EM-Focused Clean Power Generation Platform

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Ta Table of Contents

2

Ex Executi tive Summary ry 3-5 Th The Macro Opportunity 6 Th The Market Opportunity 7 Va Value Propo position 8 In Investm tment t Stra trate tegy & Value Cre reati tion 9-12 12 Seed Seed Ca Capital/Equi uity Inj njec ections ns 13 13 Ba Basic I c Inve vestment P Proce cess 14 14 In Investm tment Sc Screeni eening ng Fo Focus us 15 15 Co Comp mpany ny Over erview ew 16 16 Pr Proposed Company Structure 17 17 Fo Footprint nt & & Dea eal Pipel eline ne Sum Summary 18 18-25 25 Pr Proposed Or Organization Struct cture 26 26 Th The Te Team 27 27-31 31 Ex Exit t St Strateg egies es 32 32 Ap Appendices 33 33

• Why Nigeria? Why Pakistan? Why Kazakhstan?

34 34-36 36

• Deal Pipeline – One Page Summary

To To be be Pr Provided La Later

• Case Study: K-Electric “Turn Around”

37-39

Ex Executive ve S Summary ( y (1/ 1/3) 3)

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§ A 3 GW GW gr gross (1 GW GW net net) Clean Power Generation Platform Company across Non-BRIC Emerging & Frontier Markets with core geographical focus on Sub Saharan Africa, South Asia, and Non-GCC MENA regions § Led by a Te Team of seasoned Power & Energy Infrastructure executives with nearly 100 years of Business Development, M&A and Operational experience in leading energy focused companies and private equity infrastructure funds (AES, GE, Enron, K-Electric, The Abraaj Group, etc.) across the emerging markets § A lean hold-co structure comprising 10 10 fu full ti time em employees ees on

• nly

and all non-core functions to be out-sourced § A well diversified Ta Target Po Port rtfolio along the three axes of EM Countries, Stage of Investment Cycle (Greenfield, Brownfield, etc.) and Proven Clean Technology (Wind, Solar, Hydro, Gas-Fired) § A disciplined investment approach through a structured Screening Criteria (“16 Filters”) and an actionable & robust “Category 1” De Deal Pi Pipel eline ne of 7 projects § Full deployment of the total paid-up Equ quity Ca Capit ital of $300m within 2-3 years of company incorporation (target date: 1 July 2017)

Bu Building a 3 GW Cle lean Po Power Pla latform wit ith $100m $100m of

• f Seed

Seed Eq Equity fr from Anchor Investor (AI)

3

22% 45% 33%

By#Geography $MM

South+Asia Sub+Saharan+Africa Cent+Asia+&+East+Europe 52% 48%

By#Investment#Mode $MM

Brownfield/Operational Greenfield

Ex Executive ve S Summary y (2/ (2/3) 3)

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§ All underlying project Di Dividends ma may be be Re Re-in inve vested prior to Platform Exit i.e. OPC primarily designed as a Growth (Capital Appreciation) product not a yield-play § Ta Target Ex Exit in in Ye Year 6 (2023 2023) either through a Trade Sale to a Strategic / Yield Seeking Investor or IPO on a regional or international stock exchange with a Platform Ex Exit IR IRR of

• f 22

22.3% (c (conservat ative ba base ca case) & MO MOIC of

• f 2.3x based on current deal pipeline/target portfolio and recent trading & transaction comps

§ Ma Major

• rity or Stra

Strateg tegic Mi Minor

• rity Sta

Stake in, and active oversight (Board Membership, Contractual Reserved Matters, etc.) of the underlying investee companies all of which financed on non-recourse debt basis against secured cash flows through lo long-term term PP PPAs an and hed hedging ng of

• f cu

currency cy ri risk, etc etc.

Bu Building a 3 GW Cle lean Po Power Pla latform wit ith $100m $100m of

• f Seed

Seed Eq Equity fr from Anchor Investor (AI)

4

44% 56%

By#Technology $MM

Gas(Based,Thermal Renewable, Energy

100 65 70 527

Ju July' 17 Ju July' 18 Ju July' 19 Ju July' 20 Ju July' 21 Ju July' 22 Ju July' 23

OT OTHER OP OPC INVESTOR ORS

ANCHOR FUNDS

TA TARGETED EXIT YEAR JULY%DEC)2023$(6th Year) DEPLO LOYMENT OF CAPITAL TA TARGETED PA PAID-UP UP CAPITAL $)100mn Anchor)Investor 07/2017 $)100mn Other)Investors 07/2018 $)100mn Other)Investors 07/2019 $100mn $65mn $70mn 2017*18 2018*19 2019*20 TA TARGETED EXIT YEAR Gross)MWs)Installed EV/EBITDA) OPC)Platform)IRR MOIC 2,811)MW 2.3$x 8%9x 22.3%

2.3x

§ Ac Access ss to to wo world ld cla class tec techni hnical su support, pi pipe peline an and fi finan ancing th through Stra Strateg tegic Pa Partners rtnershi hips and relationships - Meralco, PowerChina, Engro, IFC, AfDB, FMO, etc. and an Ad Adviso sory Co Council cil comprised

• f energy/infrastructure sector experts

§ Investment landscape in the target region expected to maintain positive trajectory: § Improving governance standards, peaceful transition of governments, economic growth & diversification, urbanization and increase in private consumption, regulatory framework and a bankable security package in place with attractive US$ indexed tariffs, etc. However… § Sovereign (Political & Macroeconomic) Risk mitigation to be a top investment criteria with MI MIGA-ty type co cove ver taken where feasible from a cost-benefit standpoint § Best-in-class Co Corporate Go Governan ance, Ri Risk Ma Management, ES ESG/S /Sustainabi bility, etc. policies to be implemented at the Ho Hold ldco co as well as Asse Asset Co Co le leve vel

5

Bu Building a 3 GW Cle lean Po Power Pla latform wit ith $100m $100m of

• f Seed

Seed Eq Equity fr from Anchor Investor (AI)

Ex Executive ve S Summary (3/ y (3/3) 3)

Asset Company Development Company

Dev Co to ‘seed’ fully developed projects to Asset Co at financial close

Development Company Asset Company Project Lenders Various Asset & Portfolio Companies Oasis Power Company Other Shareholders

$100m $200m

Co-Investors ($730m)

2017%2023

$37m $263m

Anchor Investor

Th The Macro Op Opportunity

Increasing Urbanization & Mobility1

The following key attributes are converging to create an increased need for energy infrastructure

Growing Middle Class Historic underinvestment in Infrastructure Increasing Urbanization & Mobility Africa, with on

• nly

ly 37.3 % of

• f the pop
• pula

lation ion liv ivin ing in in urban areas in in 1999, and a growth rate of 4.87%, is the continent with the fastest rate of urbanization. In last ten years, urbanization has been growing at an av averag age 4% in Africa a an and 2.9% in South Asia a as compared to World Average of 2.1%

Source: ¡United ¡Nations

Investment is needed in both new and existing infrastructure in almost all growth markets, especially in Sub-Sahara region. Ov Over 65% of

• f the peop
• ple

le liv ivin ing in Sub-Sahara Africa do not have access to electricity (World Bank: 2012 figures) 2.8 b 2.8 billi llion p people f from g growth th m markets w s will ll e enter th the m middle c class b ss by 2030.

• 2030. Rising income has a

direct correlation with energy consumption resulting in increased need for related energy infrastructure to support the growth

These factors are driving the demand for additional investments in the power generation sector

6

Th The Market Op Opportunity

Power is a priority investment sector in the Sub-Saharan Africa and South Asia “Target Region” in the coming decade to support economic growth.

487 285 276

152

52

La Latin in Am Americ ica North Af Afric ica SouthEast As Asia ia South As Asia ia Sub Sub-Sahara Sahara Regio ion

10x

OPPORTUNITY GAP

• Investment in excess of US$ 40 Billion is required in

Africa alone to meet current and projected demand.

• Opportunity for private investors to participate in

well structured IPP projects with bankable security packages.

• OPC provides a ready and executable pipeline of

projects in the Target Market to capitalize on the

• pportunity

7

Va Value Proposition

Favorable Markets & Regulatory Framework Secured Cash Flows with Attractive Returns

• A robust, actionable and visible deal pipeline across the Target Region
• Ability to quickly deploy the paid up capital to enhance the net Investor IRR

Robust & Actionable Deal Pipeline Availability of Long-Term Funding Experienced Team

• A strong team with extensive experience in the Target Region
• Rich experience across the development, financing, construction, and operational phases of

power and related infrastructure projects

• Deep industry-wide relationships with governments, regulators, developers, and capital

providers

• Secured cash flows through long term PPAs and other arrangements
• Hedging of currency and inflation risks through contracts & other down-side protection

structures

• Attractive cash-on-cash dividend yield on project commissioning
• A well thought-out target portfolio blended across geography (zip code), sub-sector

(conventional and renewable), and stage of investment cycle (green-field, operating, etc)

• High economic growth in the Ta

Target Ma Market et underpinned by rising middle class and urbanization but constrained by significant power/energy gap

• Significant regulatory and structural reforms to facilitate private “growth capital” investment in

the power sector

• Power sector is a priority area for DFIs with significant pool of debt available on non-

recourse long term basis

• Local Banks participate actively in DFI supported projects in view of credible security

structure 8

In Inve vestm tment S t Stra trate tegy & y & V Value Cr Creation (1/4)

Ho How value will be be cr created Ho How bu business will be be ru run

Sustainable ¡ Business ¡ Returns

Outsourcing ¡of ¡ non-­‑core ¡ functions ¡to ¡keep Risk ¡ Management Secured ¡Cash ¡ flows ¡& ¡Indexed ¡ Returns Experienced ¡ Team Favorable ¡Markets ¡ & ¡Regulations Strong ¡Value ¡& ¡ Corporate ¡ Governance Existing pipeline of quality ‘Strategic Assets’ Detailed Project DD & non- recourse LT Debt Improved Regulatory Framework & Bankable Projects 5/8 ¡Projects Track record of successful execution In-depth hands-

• n-experience in

managing assets in the Target Market Successful Construction, Operations & Exits Small dedicated team of experienced professionals and

• utsourcing of non-core

functions to ensure efficiencies World-­‑class ¡Asset ¡ Management ¡ Team Adherence to application

• f highest global

investment standards 9

In Inve vestm tment S t Stra trate tegy & y & Va Value Creation (2/4)

OPC’s strategy is built on the capitalization of partnerships and expertise of long-term, capital-intensive investments that deliver strong financial returns, and contribute to the growth and diversification of investments for its shareholders OPC team brings together regional and international power generation, operations and investment experience along with established partnerships with leading players in the power sector. Late-Stage Development & Construction Stage Projects (60%)

• Typically 6-12 months from Financial Close and 18-36 months

from Commercial Operation Date (COD)

• Relatively higher target $ IRR of 20-25% to account for the

inherent time lag to return on invested capital

• Project risks associated with delay in Financial Close, and

completing projects on time/on budget/to specifications will be mitigated through careful project selection, turn-key EPC contracts, and active oversight, etc.

Operational/Brownfield Projects (40%)

• Mitigates development risk
• Immediate (cash) return on capital
• Relatively lower target IRR of 15-18%
• Project risks associated with operations will be mitigated

through arms-length O&M contracts and active oversight

• Potential upside through follow-on capacity augmentation and

national/regional platform growth opportunities on an

• pportunistic basis

Strategic business relationships driven Partnerships

Collaborating ¡with ¡top-­‑tier ¡local ¡and ¡ international ¡partners ¡for ¡mutual benefit

Ph Philippines Pa Pakistan Ni Nige geria

In Income E Electric - Ni Nigeria 10

Target Platform Size: 3000 MW (Gross) 1000 MW (Net)

In Investm tment Cr Criter eria

• Majority (51%+), or significant strategic minority (20-49%)

equity stake with standard Reserved Matter protection rights and contractual ability to jointly formulate and

• versee the value creation plan
• Min-Max Equity Ticket Size: $10m-$50m
• Min-Max Project Size: 100MW-1000 MW (Gross)
• Max Number of Investments: 10
• Investment Period: 3 Years
• Focus on capital growth as opposed to dividend yield. Any

project dividend re-invested prior to exit

• Target Greenfield to Brownfield/Operational Ratio = 50:50

In Investm tment Cr Criter eria

• Equity

Injection at Financial Close

• f

each Project/Transaction to minimize development risk; however, equity can be “committed” to certain late stage development projects against a prescriptive and well defined set of milestones

• All underlying assets to be non-recourse debt financed

against a bankable security package of project documents

• Long-term “economic sustainability” of projects would be

a must in the local socio-economic eco-system

• Secured cash flows through long-term PPAs with credit

worthy (or enhanced) counter parties and hedging of currency risk, etc.

• Payment delay risk modeled into the base case scenario
• Active

Investor approach to the underlying project companies Ty Type of Tr Transactions 1. Lead Developer: OP is the “anchor investor” leveraging our brand to attract “other investors” at a premium at or prior to financial close 2. Privileged/Proprietary Access: Leverage existing relationship with Governments, EPC, OEM, Sponsors, etc. to provide tailor made solutions (e.g. waste gas to power in Kazakhstan; buy out of minority shareholders in Nigeria; LNG to Power in Pakistan, etc.) 3. Equity + Fee-Based Portfolio Management: e.g. O&M and EPC Supervision, Debt & Equity Fund Raising, Financial (Re) Structuring Support, Strategic Advisory Support etc. Pa Partners & Sponsors

• Credible, experienced and reputable local partners to

provide robust support system in host country

• For minority positions, “path to liquidity/exit” to be

contractually agreed upfront in the shareholders agreement (including Put Option, where feasible)

• Preference for the other key stakeholders (EPC, OEM, off

taker, etc.) to also have some equity “skin in the game”

• Active Investor approach to the underlying project

companies e.g. key board committee membership, sign off

• n the long term business/value creation plan & annual

budgets, regular site visits (especially for greenfield assets), etc.

In Inve vestm tment S t Stra trate tegy & y & V Value C Creation (3/ (3/4) 4)

Target Platform Size: 3000 MW (Gross) 1000 MW (Net)

Ta Target Pr Project IRR Re Retu turn rns SSA: 20%+ South Asia: 15-18%+ Central Asia & Eastern Europe: c.18% Sec Sector / Tec echno hnology Clean Power Generation. Technology agnostic (provided commercially viable and bankable). Likely Portfolio:

• Gas-based Thermal (c. 50%) - significant demand for base load in target geography
• Wind/Solar/Hydro/Biomass/Geothermal Renewables (c. 50%) – predominantly Hydro, Wind and Solar

due to minimum equity ticket size threshold Ta Target Geography Non-BRIC, Non-GCC, Non-LatAm Emerging & Frontier Markets. Current Category 1 Deal Pipeline:

• Sub-Saharan Africa (45%)
• South Asia (22%)
• Central Asia & Eastern Europe (33%)

Ex Exit t Timefra rame & St Strateg egy 6 years (Mid-End 2023) Required Dividend Yield for Exit Investor = 15% Target (Min) Investor MOIC = 2x (Preferred Equity Hurdle Rate) Possible Exit Modes: (i) IPO on a regional stock exchange; (ii) trade sale to a strategic looking to consolidate

• r enter our markets; (iii) sale to a yield-seeking financial investor; (iv) sale to PE infra fund looking for

platform growth; (v) dividend recap (partial exit); (vi) sale of individual assets from time to time In Investm tment t Vehicle AssetCo: Oasis Power Company Limited, [Mauritius] ManCo/DevCo: Oasis Energy Consultants Limited, Dubai

In Inve vestm tment S t Stra trate tegy & y & V Value C Creation (4/ (4/4) 4)

OPC will continue to make investments for three years (July’ 2017 – July 2020). Anchor Investor is expected to commit $ 100 million in the first round (July 2017), and an additional $200 million will be raised from others investors.

100 65 70 527

July ly' 17 ' 17 July ly' 18 ' 18 July ly' 19 ' 19 July ly' 20 ' 20 July ly' 21 ' 21 July ly' 22 ' 22 July ly' 23 ' 23

July' 17 July' 18 July' 19 July' 20 OTH OTHER OPC OPC INVESTOR TORS

ANCHOR FUNDS

• Other Co-Investors in the underlying project companies of c. US$ 730m

Seed Seed Capital/Equi uity Inj njec ecti tions ns

TA TARGETED EXIT YEAR JULY-­‑DEC ¡2023 ¡(6th Year) DEPLO LOYMENT OF CAPITAL TA TARGETED PAID-UP UP CAPITAL $ ¡100mn Anchor ¡Investor 07/2017 $ ¡100mn Other ¡Investors 07/2018 $ ¡100mn Other ¡Investors 07/2019 $100mn $65mn $70mn 2017-­‑18 2018-­‑19 2019-­‑20 TA TARGETED EXIT YEAR Gross ¡MWs ¡Installed EV/EBITDA ¡ OPC ¡Platform ¡IRR MOIC 2,811 ¡MW 2.3 ¡x 8-­‑9x 22.3%

2.3x

13

Ba Basic In Inve vestm tment P t Process

• A

proprietary deal pipeline across the Target Region

• Professional relationship with

key policy makers, regulatory bodies, and local business groups

• Extensive

relationship with local developers, EPC contractors, OEMs and technical service providers lead to a robust and actionable deal flow

• All investment opportunities

are passed through a “Dashboard” to filter

• ut

those projects meeting the basic Investment criteria

• This primarily is an internal

desktop analytical exercise, employing both qualitative as well as quantitative tools and skill set, based on experience and against a defined framework

• The BD Team commences a

comprehensive Due Diligence

• n all screened out projects
• Such DD would include all

components

• f

a bankable security package (such as PPA/Tariff, FSA, EPC, O&M, Capital Structure, Financial Model, etc) to gauge the economic viability

• f

each project

• A

Preliminary Standard Investment Proposal (PSIP) for each feasible project is submitted to the Investment Committee (IC) for approval

• The IC evaluates each project

against a defined investment criteria and target portfolio of the Company

• The IC comprises four members

including three non-executive shareholders and the Company CEO

Origination Screening Due Diligence Investment Committee

• For all IC approved projects,

external legal counsels are engaged to negotiate and draft the relevant Shareholder and Subscription Agreements

• A

final Appraisal Report is submitted to the Investment Committee for funding approval

• All

conditions precedent (CPs) to Financial Close have to be satisfied before the equity funds are deployed in the project

• A detailed Business / Value

Creation Plan is an integral part

• f

the Closing formalities

• Quarterly reporting of all KPIs

identified in the Business / Value Creation Plan

• Involvement

in all strategic matters

• f

the investee companies through the Board, Reserved Matters, etc

• Site visits, at least twice a year

for green-field projects

• Upon realization of the Business

/ Value Creation Plan for each project, all exit options (Trade Sale, IPO, Dividend Recap, etc) are proactively and

• pportunistically explored (vis-à-

vis the Platform) to achieve the Target Investor IRR

Contracts & Agreements Closing Portfolio Management Exit 14

In Inve vestm tment S t Screening F Focus

Predictable cash flows Unlinked from commodity risk Regulatory frameworks and government buy- in in place Potential for proprietary

• pportunities

Consistency of government policy Ability to leverage OPC core in-house team’s expertise Ticket sizes within sweet spot Quicker timelines Risk / return profile matching our targets Appropriate risk allocation structures Developer risk OK, but VC risk not OK Ability to get sufficient and timely debt financing Acute demand Ability of ultimate customer to pay Potential ability of OPC to add value

• vs. Strategics

Willingness of the Customer to pay

OPC shall adopt a disciplined investment approach through the following structured screening criteria/filters:

15

Co Company Ov Overview

WE WE ARE OU OUR CURRENT T BU BUSINESS OU OUR PR PROPS OPSED BU BUSINESS PR PROPOS OPOSITI TION ON OU OUR TR TRACK RECOR ORD

• Oasis Energy Consultants Limited is a DIFC-registered

management consultancy firm established in May 2016.

• Led by a world class management team with extensive

experience in developing,

• perating

and divesting energy infrastructure and power generation projects WE WE WE WERE

• Senior Management Team members in leading Energy

Utilities, Power Project Developers and Global Infrastructure Funds in reputable Private Equity Firms

• The team is providing on-the-ground long-term value-

add services to various power/energy sector companies, sponsors and other stakeholders in Nigeria, Ghana, Iraq, Pakistan, Kazakhstan, etc.

• Senior team at Oasis has over 70 years of aggregate

professional experience in Energy/Power Infrastructure Sector across the Middle East, Europe, North America, South Asia, and African markets

• Creation
• f

an Investment Vehicle, Oasis Power Company Limited, that will primarily invest in Clean Power Projects in Sub-Saharan Africa, South Asian and

• ther non-core Emerging Markets

TOTAL L TARGETED SE SEED CA CAPITAL TARGET PLA LATFORM SIZE TA TARGET POWER SECTORS TA TARGET GEOGRAPHY

USD ¡ ¡300mn

1 ¡GW ¡(net)

Renewables ¡& ¡Gas-­‑Based

Select ¡Emerging/Frontier ¡ Market ¡Countries

16

Pr Proposed Co Company Structure

* Anchor Investor entitled to charge a fair value premium to “Other Shareholders” that’ll invest in subsequent rounds of fund raising from time to time

Ot Other Sha Shareho rehold lders ers

Asset Company Co-Investors Development Company

Dev Co to ‘seed’ fully developed projects to Asset Co at financial close

Development Company Asset Company Project Lenders Various Asset & Portfolio Companies Oasis Power Company Other Shareholders

$100m $200m*

Co-Investors ($730m)

At ¡Inception (July ¡2017) 2017-­‑2023

17

$37m $263m

Anchor Investor Asset Company Development Company

Dev Co to ‘seed’ fully developed projects to Asset Co at financial close

Development Company Asset Company Project Lenders Various Asset & Portfolio Companies Oasis Power Company

$100m

Co-Investors ($730m)

$4.2m $95.8m

Anchor Investor

South ¡Asia

Sub ¡Saharan ¡ Africa Middle ¡East ¡& ¡ North ¡Africa Central ¡Asia ¡& ¡ Eastern ¡Europe South ¡East ¡Asia

Ge Geogr graph phical S Spr pread

Gl Globa bal (Catego egory 1 & 2) Dea eal Pipel peline ne

Category ¡ 1 Category ¡ 2

Near-­‑Term ¡Actionable ¡/ ¡Proprietary Medium-­‑Term ¡/ ¡Bid ¡/ ¡Work ¡in ¡Progress

19

Actionable and diversified “Category 1” deal pipeline of power projects in the Target Region with OPC equity deployment of c. US$ 223m in 2.8 GW (Gross) clean generation capacity over the next 2-3 years

Ca Category 1 Deal Pipeline

Category ¡ 1

Near-­‑Term ¡Actionable ¡/ ¡Proprietary

50 100 73

By ¡Geography $MM

South ¡Asia Sub ¡Saharan ¡Africa Cent ¡Asia ¡& ¡East ¡Europe 115 108

By ¡Investment ¡Mode $MM

Brownfield/Operational Greenfield 98 125

By ¡Technology $MM

Gas-­‑Based ¡Thermal Renewable ¡Energy 1475 1336

Gross ¡MW

711 1400 700

Gross ¡MW

1625 1186

Gross ¡MW

1400 ¡MW ¡Gross $100m

Brownfield/ Operational

1x ¡Hydro ¡Project 700 ¡MW ¡Gross $75m 1x ¡Gas-­‑Fired ¡Project 700 ¡MW $25m Category ¡ 1

Near-­‑Term ¡Actionable ¡/ ¡Proprietary

Sub ¡Saharan ¡Africa ¡& ¡South ¡Asia

711 ¡MW ¡Gross $50m

Greenfield 1x ¡Gas-­‑Fired ¡Project 450 ¡MW ¡Gross ¡($25m) 3 ¡x ¡Biomass ¡Projects 36 ¡MW ¡Gross ¡($10m) Operational/Brownfield 1x ¡Gas-­‑Fired ¡Project 225 ¡MW ¡Gross ¡($15m)

Ca Category 1 Deal Pipeline

100 ¡MW ¡Gross $33m

Greenfield 1x ¡Gas-­‑Fired ¡Project 100 ¡MW ¡Gross $33m

600 ¡MW ¡Gross $40m

Greenfield 1x ¡Hydro ¡Project 600 ¡MW ¡Gross $40m

Central ¡Asia ¡& ¡Eastern ¡Europe

Category ¡ 1

Near-­‑Term ¡Actionable ¡/ ¡Proprietary

Ca Category 1 Deal Pipeline

22

131 30 81 83 44

By ¡Geography $MM

South ¡Asia Sub ¡Saharan ¡Africa MENA South ¡East ¡Asia Cent ¡Asia ¡& ¡East ¡Europe 369

By ¡Investment ¡Mode $MM

Brownfield/Operational Greenfield 91 278

By ¡Technology $MM

Gas-­‑Based ¡Thermal Renewable ¡Energy 393 100 1030 654 80

Gross ¡MW

2257

Gross ¡MW

827 1430

Gross ¡MW

“Category 2” deal pipeline of power projects in the Target Region with OPC equity deployment of c. US$ 369m in 2.2 GW (Gross) clean generation power

Category ¡ 2

Medium-­‑Term ¡/ ¡Bid ¡/ ¡Work ¡in ¡Progress

100 ¡MW ¡Gross $30m

Greenfield 1x ¡Hydro ¡Project 100 ¡MW ¡Gross $30m

120 ¡MW ¡Gross $TBD

Greenfield 1x ¡Gas-­‑Fired ¡Project 120 ¡MW ¡Gross $TBD

1000 ¡MW ¡Gross $TBD

Greenfield 1x ¡Gas-­‑Fired ¡Project 1000 ¡MW ¡Gross $TBD

Category ¡ 2

Medium-­‑Term ¡/ ¡Bid ¡/ ¡Work ¡in ¡Progress

Sub ¡Saharan ¡Africa

Ca Category 2 Deal Pipeline

393 ¡MW ¡Gross $131m Greenfield 5x ¡Hydro ¡Projects 243 ¡MW ¡Gross ¡($100m) 2x ¡Wind ¡Projects 100 ¡MW ¡Gross ¡($11m) 1x ¡Solar ¡Project 50 ¡MW ¡Gross ¡($20m)

Medium-­‑Term ¡/ ¡Bid ¡/ ¡Work ¡in ¡Progress

South ¡Asia ¡& ¡South ¡East ¡Asia

Ca Category 2 Deal Pipeline

Category ¡2

654 ¡MW ¡Gross $83m

Greenfield 1x ¡Gas-­‑Fired ¡Project 17 ¡MW ¡Gross ¡($4m) 1 ¡x ¡Gas-­‑Fired ¡Project 110 ¡MW ¡Gross ¡($19m) 1 ¡x ¡Gas-­‑Fired ¡Project 70 ¡MW ¡Gross ¡($8m) 1 ¡x ¡Gas-­‑Fired ¡Project 450 ¡MW ¡Gross ¡($50m) 1 ¡x ¡Hydro ¡Project 7.2 ¡MW ¡Gross ¡($2m)

100 ¡MW ¡Gross $10m Greenfield 2 ¡x ¡Wind ¡Projects 100 ¡MW ¡Gross ¡($10m) 931 ¡MW ¡Gross $71m

Brownfield/Operational 1x ¡Gas-­‑Fired ¡Project 180 ¡MW ¡Gross ¡($10m) Greenfield 1 ¡x ¡Gas-­‑Fired ¡Project 750 ¡MW ¡Gross ¡($61m)

Middle ¡East ¡& ¡North ¡Africa

Category ¡ 2

Medium-­‑Term ¡/ ¡Bid ¡/ ¡Work ¡in ¡Progress

Ca Category 2 Deal Pipeline

Pr Proposed Or Organization Structure

Board of Directors Chief Executive Officer [01] Chief Financial Officer [01] Company Secretary/Audit & Compliance* [01] Chief Technical Officer [01] Asset/General [01] O&M [01] Chief Business Development Officer [01] Technical/Engineering [01] Pipeline Development [01] Project & Corporate [01] Ad Advis isory C Council il * Most Functions to be Outsourced

A lean hold-co structure comprising 10 10 fu full ti time em empl ployees ees on

• nly.

26

Ch Chief Executive Of Officer

Ta Tabish Ga Gauhar

• Mr. Tabish Gauhar has over 23 years of professional experience in general management,

business development, and working in private equity in the energy infrastructure sector across emerging markets.

• He is the Founder & Chairman of Oasis Energy Consultants Limited, a recently launched

DIFC-registered management consultancy firm, currently providing on-the-ground long-term value-add services to various power/energy sector companies, sponsors and

• ther

stakeholders in Nigeria, Ghana, Iraq, Pakistan, Kazakhstan, etc.

• Prior to launching Oasis Energy in October 2015, Mr. Gauhar was a Partner & Global Head of

Energy Infrastructure at The Abraaj Group (www.abraaj.com) where he served in various senior managerial roles for almost 9 years. He was a key member of the team that closed the $2b Infrastructure & Growth Capital Fund (IGCF) in 2007 and subsequently deployed and managed a diverse set of soft & hard infrastructure assets across the MENASA region. He launched the $500m Abraaj Energy Infrastructure Fund (AEIF) in early 2015 across the global growth markets; and served as Country Manager for Pakistan with $1b under management (3 companies, 2 funds). He also served as CEO and Chairman of K-Electric Limited (www.ke.com.pk) for 6+ years to lead the HBS Case Study-recognized “turnaround” of this ailing integrated utility company serving 2.5m customers; recently exited to Shanghai Power in a landmark $1.8 billion M&A transaction.

• Before joining Abraaj, Mr. Gauhar was the Regional CFO at AES Corporation (www.aes.com)

responsible for a $5 billion power & water infrastructure portfolio in Europe, Middle East & Africa across 16 businesses in 12 countries.

• Earlier, Mr. Gauhar worked on International Power’s $1.5 billion Hub Power Project

(www.hubpower.com.pk) in Pakistan between 1994 and 1999 in various capacities across the development, financing, construction, and operational phases of the project, including as its Deputy Treasurer. He started his career at Exxon/Engro Chemical (www.engro.com.pk) in early 1993 as a Systems Analyst.

• Mr. Gauhar has a First Class Honours degree in Electrical Engineering from King’s College

London (Chevening/ICI Scholar), and also holds an MBA (Finance) degree from the Institute

• f Business Administration in Pakistan (the oldest business school outside North America,

established in collaboration with Wharton and USC).

Energy Infrastructure Projects Experience

• US

US$ 2.5 bi billion ca capital in investment in in an and

• v
• versight
• f
• f

K-El Electric (g (generation, tra transmission an and di distribu bution), By Byco (150 150,000 000 ba barrels pe per da day re refinery ry co complex) ex), 1000 1000 MW MW so solar- po powee De Development JV JV wi with Ad Aditya Bi Birla Gr Group in in In India, et

• etc. du

during th the la last 5 ye years

• Cl

Closed tw two IW IWPP in infrastructure de deals in in Qa Qatar an and Om Oman (1200 1200 MW MW po power & 60 60 MI MIGD wa water) wo worth US US$ 1.2 bi billion

• Cl

Closed si six pr project fi finance de deals (U (US$ 1.3 bi billion) in in th the in internatio ional de debt bt ma markets, an and th the fi first pu publ blic lis listin ing of

• f a

pr private po power co company ny in in Om Oman as as it its Ch Chairman

27

Ch Chief Financial Of Officer

Naveed Manazir

• Naveed Manazir is a senior executive with over 20 years of experience in developing,
• perating and managing large power and infrastructure projects across emerging markets.
• He previously worked with Ge

General El Electric (‘G (‘GE’) ’) as Project Development Leader and part

• f the senior leadership team in Nigeria. Led the new initiative for GE to be a “solutions

provider” as opposed to an equipment supplier only. Developed a pipeline in excess of 5,000 MW with excellent relationships with various sponsors.

• Earlier, Naveed served as CFO and Executive Director for Cr

Crea eative En Energy Re Resources, a Dubai-based Power Development Company funded by IFC and Swicorp.

• He was Managing Director – Business Development with Th

The AE AES Co Corporation based in London and Arlington (USA) covering business development in Africa. During his time with AES, Naveed developed and financed projects in the Middle East, Africa and Dominican Republic of approximately 1,000 MW with US$ 1 billion in related financing. Naveed was a direct report to AES Corp’s CFO leading efforts for non–recourse Project financing across the portfolio.

• Naveed has previously worked with KP

KPMG in London and Dubai in senior positions covering banking and energy sector clients.

• He is a Chartered Accountant from England & Wales.

Po Power Infrastructure Pr Projects Ex Experi rience

• Do

Dominican Re Republic: 450 450 Ga Gas fi fired Co Combined Cy Cycle Ga Gas Tu Turbine

• Ni

Nigeria: 400 400 MW MW Ba Barge mo mounted Ga Gas Tu Turbines

• Ca

Cameron: No Non-re recours rse ca capex ex fi financing of

• f US

US$ 350 350 mi million

• Om

Oman: AE AES Ba Barka 470 470 MW MW - ga gas

• Pa

Pakistan: AE AES La Lal Pi Pir & AE AES Pa Pak Ge Gen wi with a ca capaci city of

• f 360

360 MW MW ea each ch - Re Residual Fuel Fuel Oil il

• Qa

Qatar: Ra Ras La Laffan Po Power 750 750 MW MW - Ga Gas

28

Ad Advisor on Middle East & North Af Africa

Kamel N. Mukharesh

• Mr. Mukharesh is the founder of MOKA (www.mukharesh.com), an investment, joint

ventures, private wealth management and business strategy consultancy company

• perating in the Arab world.
• He currently sits on the Boards of Helios Petroleum (Russia & Switzerland), Lemley

International (leading US construction & engineering management compnay), Woodlake Capital (New York) and others. He is on the Advisory Board of Bright Capital - a leading venture capital and private equity firm associated with Kleiner Perkins (KPCB), Sequoia and other leaders.

• Mr. Mukharesh has successfully advised major U.S. and international corporations

including Raytheon Corp., KeyBank, Aurado Energy (Canada & Kazakhstan) as board member, and others on business strategy and expansion in the Middle East and Arab/Islamic countries. He concluded a deal to set up a Saudi JV with one of the top-5 US investment banks.

• In 2004 he was Founder, Chairman & GM of Clariden Middle East (Clariden-Leu is a

private bank subsidiary of Credit Suisse Group). In 2000 he began advising Deutsche Bank (Suisse) and later became Managing Director of its Private Wealth Management business.

• Since 1984 he has worked at major financial institutions including Citicorp, Saudi American

Bank (SAMBA), Gulf Investment Corporation (Kuwait) and State Street Global Advisors (founded and headed State Street Bank’s Middle East & Islamic countries regional office and raised several hundred million US$ of assets under management and maintained several billions of custody assets).

• He started his career as a student-trainee in 1977 at Bechtel Corporation in San Francisco,

and spent four years as an engineer at the Arabian American Oil Company (Aramco) from 1980.

• Mr. Mukharesh has lived and worked in Saudi Arabia, Bahrain, Kuwait, UAE and Lebanon

as well as in EU and USA. He has strong and unique personal and business contacts in these countries expanding to Latin America, Russia, Kazakhstan and ex-CIS region and select African countries.

29 Pe Personal Ba Background & Ed Education

• n
• Mr. Mukharesh earned his BS in

Engineering from the Massachusetts Institute

• f

Technology (M (MIT), ), and MS in Construction Engineering & Management from St Stanf nford Un University.

• He is due to get his Doctor of

Business Administration (DBA) degree in 2017 from the International School

• f

Management (NY & Paris).

• A Saudi citizen, he is fluent in

Arabic, French and English with a working knowledge

• f

Danish, Spanish, Italian and German.

Ad Advisor on Sub Saharan Af Africa

Ia Ian Gr Greenstreet

• Ian Greenstreet is an Investment Banker and is recognized as an expert in

Financial Risk. He is the founder and Chairman of Infinity Capital Partners, a London-based Corporate Finance firm which is regulated by the Financial Conduct Authority.

• Previously Ian worked with ABN AMRO as Head of Risk for 10 years and was

responsible for a trading and loan portfolio of GB £2 billion and GB £39 billion respectively.

• As CEO of Henderson Fund management in Luxembourg (a group that now has

$131 billion in AUM), Ian listed one of the first Indian Property Development Companies on AIM in 2006. In addition, he has advised a leading bank on central clearing platforms and the set up of the Japanese and Singaporean clearing houses.

• Recently in 2015, Ian concluded and restructured debt & equity aggregating US$

500 million for an integrated gas-fired IPP in Nigeria and later sold it to another developer.

• Ian is a Fellow of the Institute of Chartered Accountants in England and Wales.

He has high level of expertise in Financial Risk and is a sought after speaker at conferences and events. Recently, Ian was involved in the first US-African Leaders Summit, hosted by President Obama. He has also been recognized as one of the 100 most influential black people in the UK in the 2014 and 2015 Power List.

Board & Governance Experience

• Ian

has a wealth

• f

Board and Governance experience spanning over 10 years and 3 continents.

• Founding member of the Advisory

Board of the London Stock Exchange.

• Represented FMO on two boards: (i)

the Bank of Africa based in 14 African countries; and (ii) Alios Capital based in 5 African countries.

• Currently

a Board member

• f

Diamond Bank in Nigeria and Chairman / member of the Board’s Audit, Risk and Credit Committees.

• Board

member and member

• f

Board’s Audit and Risk Committees of an insurance portfolio company in South Africa representing IFC.

30

Ad Advisor on Ka Kazakh khstan & Paki kistan

Na Naveed Is Ismail

• Naveed Ismail has over 25 years of global power sector background, including hands-
• n experience in managing electric utility businesses in seven countries. Currently, he

is the Founder & CEO of Lumen Energia, an emerging markets independent power company.

• His Ka

Kazakh khstan experience includes (I) AES - President & General Director of Ekibastuz (4000 MW power plant) & Maikuben (4m tons/year coal mine) – successfully restructured and turned around the businesses that AES subsequently sold for $1.3b; and Lead Developer for the acquisition of EK-REC and Semipalatinsk-REC distribution businesses serving 1.8 million people; and (II) Lumen Energia – management control of KarGres-1, a 135 MW combined heat and power plant; developing a 50-100 MW waste gas to power project for ArcelorMittal Steel, and a 300 MW power business for the Bassel Group.

• Mr. Ismail’s Pa

Pakistan experience includes (I) CEO of Gencos Holding Company (GHC),

• wner & operator of 6,300 MW of public-sector thermal power plants with $3b annual

revenue & 7,000+ employees; (II) MD of National Transmission and Dispatch Company (NTDC), owner & manager of the national high voltage network and 8500 MW IPPs with $6b annual revenue; (III) CEO of K-Electric, a vertically integrated utility serving 20+ million people in Karachi with $2b annual revenue and 2000 MW installed capacity.

• His power sector experience in other countries include: (I) President of AES businesses

in So Sout uth Am America – portfolio of $5b assets, $1b annual revenue, 10000 MW generation capacity, 1+ million retail distribution customers. Led the successful unsolicited takeover of Gener, the $2.8b Chilean multinational power company; (II) President of AES businesses in UK UK – portfolio of 5,200 MW power plants; (III) Ge Georgia (Tbilisi) – Telasi distribution company.

• Mr. Ismail has a Masters in Mechanical Engineering from MIT - Cambridge, USA, and

an MBA in Finance from Boston College - Boston, USA.

Power Infrastructure Projects Experience:

• Has managed over 30,000 MW in 7

major utilities and 4+ million customers in four continents; developed

• r

acquired over 8,500 MW .

• Diverse and multi-country experience in

all segments (Generation, Transmission & Distribution) of power sector.

• Has

held directorships and board positions in various private and publicly listed companies on NYSE, Buenos Aires Stock Exchange, Santiago de Chile Stock Exchange and Karachi Stock Exchange.

• Advised and developed structured steps

for Govt. of Pakistan

• n power

sector reforms & restructuring. Key person in drafting of the new Electricity Act.

31

Ad Advisor on Bu Business D Deve velopment/F t/Fund R Raising

Dr

• Dr. Na

Naveed Ah Ahmed

• Dr. Naveed Ahmed has over 23 years of experience in the energy sector in North America

and Asia.

• In his most recent role as Chief Business Development Officer (and member of the Senior

Leadership Team) at K-Electric, he led the initiative to expand and diversify/optimise the company’s power generation pool, including the 2013 Climate Change Policy document that he authored. Dr. Naveed has also held various other portfolios at KE since joining the

• rganisation in 2008/2009, including as Chief Strategy Officer, Head of Legal, and member
• f the CEO Secretariat.
• He started his energy career in the early nineties as member of the core team that

developed International Power’s $1.5 billion 1300 MW Hub Power Project in Pakistan, still the country’s largest and landmark “Deal of the Year” IPP project.

• Dr. Naveed was also the key member of the turnaround team (nominated by shareholders

and creditors) responsible for the restructuring and reorganization of En Enron post its bankruptcy (the largest and most complicated bankruptcy in the history of US at the time). This successful restructuring resulted in a payout of $50 billion to Enron’s creditors and shareholders, whilst Dr. Naveed and his team were directly responsible for the divestiture of a $9 billion power and gas portfolio. Prior to Enron's bankruptcy, Dr. Naveed was a senior member of the power generation group - the investment banking arm of Enron responsible for power deals in North America.

• He has a PhD degree in Chemical Engineering & Petroleum Refining from the Colorado

School of Mines, and an MBA from Cornell University. Power Infrastructure Projects Experience

• K-El

Electric: Pr Projects to tota talling 1200 1200 MW MW (i (including Co Coal, LN LNG, an and So Solar) in init itia iated;

• En

Enron: Ov Oversaw th the di divestiture of

• f

$2+ bi billion ener energy as assets du during th the re restru tructu turi ring ph phase;

• En

Enron: Or Originated 1800 1800 MW MW of

• f

co coal pr projects in in No North Am America as as me memb mber

• f
• f

th the Ge Generation Inv nves estment ent Gr Group;

• HU

HUBCO: Me Member of

• f th

the te team th that de develope ped th the la largest IP IPP in in So Sout uth As Asia (1300 1300 MW MW; Na National Po Power).

32

Po Potential Exit St Strateg egies es

Portfolio Exit via Sale to a Strategic / Yield Seeking Investor Placement / Trade Sale of Individual Projects Distributing Shares in the Subsidiary Project Companies Dividend Recapitalization of Projects / Portfolio

Potential Exit Option Illustration

• At the option of specific investors, the Company may consider distributing shares in the subsidiary

project companies to such investors who can continue to earn long-term stable dividend stream.

• The distribution can be made either pre or post IPO. Post IPO, the investors will also have an
• ption to sell their individual stake directly through the stock exchange.
• A power portfolio with investments in IPPs in diverse countries and offering a stable dividend yield

would command a premium valuation and strong interest from large global power developers and yield-seeking financial investors.

• A track record of stable dividend stream would also solicit strong interest from pension funds /

insurance companies that have fixed liabilities and are looking for yield.

• Investments in large projects with operational track record of 2-3 years, attractive dividend stream

and strong minority rights/board representation will be an attractive proposition for PE funds and local investors in each market.

• We foresee considerable developments in the capital markets in our Target Region in the next 5-7

years which would offer opportunity for domestic listing of large individual projects.

• Once the individual projects have established a reasonably long operational track record, and also

started repaying the senior project debt, a dividend recapitalization exercise can be initiated at the local level.

• Alternatively, the Company can leverage the Portfolio through securitization of its dividend stream.
• Due to stable and secured dividend stream, the Company should be able to attract banks /

mezzanine PE funds and other financial institutions to provide such debt capital. 33

Appendices

34

Wh Why Nige geria?

• Demand for electricity is well known - the challenge is to

deliver it.

• Regulatory framework has been established and projects

are bankable

• Established tariff structure with inbuilt US$ indexed

returns of up to 22%

• Asset prices have fallen significantly providing an
• pportunity to acquire late stage development projects
• Debt and equity is available from developmental

agencies and frontier market investors

• Credit support for payments in form of PRG or other

credit enhancements are available

• Strong support from OEM, EPC and Government to

participate with guarantees

• Local investors interest in long term power projects
• ffering US$ indexed returns

2015 2015 Million lack access to electricity 82.4 82.4 Million use non-solid fuel for cooking 117.8 117.8 Higher good costs 40% 40% KW per capita consumption 0.03 0.03 Power Plant Efficiency 12% 12% T&D Losses 30% 30% Out of 128 in Energy Intensity 116 116th

th

Poised to be the 21st largest global economy by 2030*, Nigeria is already largest economy in Sub-Saharan Africa, characterized by abundant natural resources and a relatively young and large workforce.

2015 2015 Million Barrel per day of Oil production 2.3 2.3 Billion barrel of proven oil reserves 37.2 37.2 Million m3 of gas reserves 500 500 World largest oil producer 10th 10th Africa’s Natural gas reserve 2n 2nd World’s largest crude oil reserve 6th 6th 35

Wh Why Pa Pakistan?

• Pakistan’s economic growth is expected to increase

gradually, and the economy is projected to grow by 5 percent in FY2017 and 5.4 percent in FY2018.

• Government of Pakistan has restructured the sector

through privatization and unbundling. 9 distribution companies and 4 generation companies are still in the privatization pipeline.

• Chronic underutilization of capacity leading to energy

deficit of more than 6GW (33% in June, 2016)

• Increasing foreign investment; (agreements with Chinese

and ME investors, multi-laterals etc.) – China recently committed US$46 billion

• Frequent tariff adjustment preventing build-up of

receivables / easing fiscal pressure.

• Regulatory framework has been established and projects

are bankable.

2015 2015 Population, millions 188.9 188.9 GDP , current US $ billions 269.9 269.9 Ease of doing business (World Bank) 138 138th

th

MWh per capita consumption 0.04 0.04 T&D Losses 26% 26%

Poised to be the 20th largest global economy by 2030*, Pakistan is a power deficit market which represents an attractive investment

• pportunity for the power sector.

2015 2015 Inflation 2.5% 2.5% Total kWhs produced (GWh) 105,305 105,305 Population with access to electricity (%) 67% 67% Pakistan’s gas reserve (TCF) 24 24 Out of 125 in Installed Capacity 36th 36th 36 * PWC Report: Feb 2017

Wh Why Ka Kazakhstan?

• Most of Kazakhstan's power generation comes from coal-

fired power plants, concentrated in the north of the country near the coal-producing regions.

• Kazakhstan's national grid is operated by the

Kazakhstan's Electricity Grid Operating Company, a state-

• wned company.
• There are 15 regional electricity distribution companies, a

number of which are privately owned.

• The electricity transmission and distribution sectors are

considered to be natural monopolies and are regulated by the government.

• Wholesale generation of power is considered to be a

competitive market with most generation assets owned by private enterprises.

• The Kazakhstan Law 'On the Electric Power Industry’

provides incentives to invest in power investments through a new tariff-setting system for electrical power generation.

2015 2015 GDP (in Billions) $464.2 $464.2 GDP/Capita ($) 25,700 25,700 Higher good costs 40% 40% kWh per capita consumption 4908 4908 T&D Losses 12% 12% Energy Intensity of GDP (KOE/ 28 28th

th

A huge country the size of Western Europe, Kazakhstan has vast mineral resources and enormous economic potential.

2015 2015 Million Barrel per day of Oil production 1.653 1.653 Million Barrel per day of Crude oil exports 1.466 1.466 Million m3 of gas production 20.81 20.81 Trillion m3 of gas reserves 2.407 2.407 Ranking in terms of natural gas reserves 15 15th

th

37

Ca Case S Study: K : K-El Electric – Va Value Creation & Gr Growth FY 2009-2015 2015 (1/3) 1/3)

38

Domestic 44% Industrial 33% Commercial 11% Other 12%

Current Ownership Structure*

(* 66.4% majority stake recently sold to Shanghai Power for $1.77b)

KE is one of the world’s few privately owned vertically integrated power utility companies - generating, transmiting, and distributing electricity to almost 23 million people

Company Overview

• Incorporated in 1913, KE is the sole

supplier of electricity to the city of Karachi

• KE is listed on the Pakisgtan Stock

Exchanges with a market capitalization

• f c. US$ 2.8b
• The company was privatized in Nov

2005

• KE operates through three different

businesses: Generation, Transmission and Distribution Min inorit ity & Fre ree Fl Float &

66.4% 24.4% 3.8%

Genera eneration

• n

KE KE De Dependable Ca Capacity:3,262 262MW

Tr Transmiss ssion

• n

Dist stri ribu bution

• n

Ele lectric icity ty Cu Custome mer Ba Base: 6,50 500 Sq. q. Km Km Co Cover erage Are rea

• 63 grid stations
• 128 power transformers
• Network of 220, 132 and

66 kV circuits

• 1,249km of overhead and

underground cables

KE Internal 68.9% IPPs and

• thers

11.2% NTDC (National Grid) 19.9%

KES ¡Power

5.5%

Capacity 560 MW (3 units) GDC 517 MW Year 2012 Fuel Gas Efficiency 45.5% Supplier General Electric – Frame 9E ¡GT

39

30.4% 33.1% 33.5% 34.4% 36.7% 37.0% 37.2% 35.9% 34.9% 32.2% 29.7% 27.8% 25.3% 23.7% FY09 FY10 FY11 FY12 Generation Fleet Efficiency FY13 FY14 T&D Losses

Improving Efficiency

• KE’s fleet efficiency improved by 22% to 37.2% in FY15
• KE’s T&D losses reduced by 12.2% to 23.7% in FY15

Transformed Financial Performance

• Net Income turned positive in 2012, this was the first positive net

income in 17years

US$mn mn (87) (46) 41 195 278 293 (197) FY09 (175) FY10 EBITDA (110) 29 70 125 283 3% 11% 14% 15% FY11 FY12 FY13 Net Income FY14 FY FY15 EBITDA Margin IFC/ADB converted $50m of their long term debt into equity – validating success of turnaround story FY15 343 18% 1,685 (475) 1,037 2,247 FY 09 De-Comm / De- Rating Addition s FY 15

Enhanced Capacity Management and Brand Building/ESG

Ca Capa pacity (MW)

• Major organizational restructuring occurred during this

period, including institutionalizing a performance management system, reducing headcount by c. 7000 by successfully outsourcing non-core staff, etc.

• Brand Equity Index rose from 45 to 74 as measured by AC

Nielsen

• Global Reporting Initiative (GRI) level ‘A’ rating for

Integrated Sustainability Report (June 2012)

• 100% of Karachi’s Industrial Zones exempted from scheduled

load shedding since 2010

• Use of US$1.2bn in Capex to increase generation by 1000 MW in

capacity (4 new power plants) and 12 new grid stations

Ca Case S Study: K : K-El Electric – Va Value Creation & Gr Growth FY 2009-2015 2015 (2 (2/3) 3)

40 2014: 4: FT FT / / IFC C Transformational Bu Busines ess Aw Award rd for

• r Pro

roject ct Financ nce e - Ene nergy 2012: 2: Level el ‘A’ Rating ng from

• m Gl

Global Repo porting ng In Initiative

KE becomes the first organization in Pakistan to achieve such a rating for an integrated report

200 2009-2013: 3: Multipl ple Envi vironm nment ntal l and nd Fire Safe fety ty Aw Award rds 2012 12 & 2013: 3: Harvard rd Bu Busines ess Sc Scho hool Case se St Stud udies es Published 2 case studies highlighting KE’s

turnaround story Fire Safety Award 2011, 2012, 2013

2014: 4: CS CSR Co Corporate So Social l Resp spons nsibi bility

Certificate of Excellence Environment Excellence Award 2009, 2010, 2011, 2012, 2013

Ce Certif ificate of

• f Exce

cellenc nce Co Corporate So Social Resp spons nsibi bility Aw Award rds 2015 15

Ca Case S Study: K : K-El Electric – Va Value Creation & Gr Growth FY 2009-2015 2015 (3 (3/3) 3)