Corporate Presentation January 2014
Company Overview A leading global producer of natural gas-based chemicals and an engineering & construction contractor Re-domiciled from Egypt to The Netherlands through an exchange and tender offer for Egypt-listed OCI S.A.E. OCI N.V. Employs approximately 75,000 people worldwide Began trading on the Euronext Amsterdam on 25 January 2013 Market cap: EUR 6.7 billion as at 8 January 2014 Options trading: Euronext introduced options on OCI N.V. shares as of 13 December 2013 Index inclusions: trading as part of the AMX, STOXX Europe 600 and Euronext 100 indices Listing Information ‒ Candidate for AEX Index inclusion in March 2014 ADRs: a level 1 over-the-counter ADR program on the OTCQX International Premier marketplace OCI Partners: listed 21.7% of the Master Limited Partnership (MLP) on NYSE on 3 October 2013; OCI N.V. owns the remaining 78.3% H1 2013 Revenue Split H1 2013 Revenue by Geography H1 2013 EBITDA Split 30 September 2013 Backlog Other Algeria 3.3% Egypt USA Construction 1.6% Construction 18.0% 22.3% 20.3% North America 56.4% Egypt 25.2% Other 24.8% 2.1% South America 5.5% Iraq Qatar 3.5% Asia 3.7% Europe 4.1% 24.5% Saudi Arabia 16.6% Africa UAE Fertilizer 0.9% 7.7% Other GCC Fertilizer 43.6% North Africa Middle East 2.7% 79.7% Europe Asia 1.2% 17.3% 12.2% 2.8% 2
Natural Gas-Based Chemicals and Engineering & Construction Contractor Produces nitrogen fertilizers, methanol and other natural gas based products, serving agricultural and industrial customers from the Americas to Asia Natural Gas Production facilities in The Netherlands, USA, Egypt and Algeria Based Top 5 five global nitrogen-based fertilizer producer with a production capacity of c. 7 million tons per annum (mtpa) Chemicals Greenfield nitrogen fertilizer facility of up to approximately 2 mtpa under construction in Iowa in the US OCI Beaumont is the largest integrated merchant methanol and ammonia producer in the US Plans to build greenfield world scale 1.75 mtpa methanol plant in Texas, the largest methanol production facility in the US The construction group ranks among the world’s top global contractors. Construction Primarily focused on infrastructure, industrial and high-end commercial projects. Present in the Middle East, North Africa, Europe, USA and Central Asia. Backlog of US$ 6.18 billion as at 30 September 2013. 3
Company History Established in the 1950s by Onsi Sawiris as a construction contractor in Egypt. 1950 - Developed into a leading industry player with a backlog of US$ 6.3 billion as at 30 June 2013 across the Construction Present Middle East, Asia, USA and Europe. Started the cement group in the mid-90s, growing production from a single line in Egypt with a capacity 1996 - of 1.5 mtpa to a top 10 worldwide producer by 2007. Cement Build-Up 2007 Portfolio comprised an emerging market-wide platform of over 35 mtpa spanning 12 countries. Floated on the Egyptian Exchange in 1999 at a value of c. US$ 600 million. IPO 1999 Divested the cement business in 2008 to Lafarge at an EV of US$ 15 billion. Cement 2007 The Company distributed US$ 11 billion in cash dividends that year and retained US$ 2 billion which was Divestment seed money for fertilizer initiatives. Purchased EFC, increased its stake in EBIC to 60%, and started greenfield construction in Algeria, paving the way for further growth of its fertilizer arm. Acquired DSM Royal N.V.’s Agro and Melamine businesses in 2008 for €310MM. Natural Gas Acquired and rehabilitated OCI Beaumont in 2011 and listed OCI Partners in October 2013. 2008- Based Products Present Started construction on c. 2mtpa production complex in Iowa, USA in November 2012. Now a top five global nitrogen-based fertilizer producer. Announced plans to build greenfield world scale methanol plant in Beaumont, Texas. Transformation 2013 OCI N.V. lists on the NYSE Euronext Amsterdam and acquires OCI S.A.E. into OCI N.V. 4
Well Positioned Post Transformation Settled in April 2013 for EGP 7.1 billion (c. US$ 1 billion) over ten installments. October Charged with tax claim by the The Company is exploring legal options. 2012 Egyptian government Forced renegotiations of supply contracts. November Gas curtailments at Cash flow reduction due to gas curtailments. 2012 EFC / EBIC Begins trading on 25 January 2013. January OCI N.V. lists on the NYSE Converts trading line to EUR from USD in August 2013 to facilitate higher liquidity. 2013 Euronext Amsterdam Concluded on 21 February 2013 with 99% acceptance, representing 75.7% of OCI S.A.E. January OCI N.V. launches GDR ownership. 2013 Exchange Offer OCI re-opened exchange offer for remaining GDRs on 30 September 2013. 3x oversubscribed and was the largest non-investment grade transaction ever sold in the US Iowa Fertilizer Co. issues US$ May tax-exempt market. 1.2 billion bond in US tax- 2013 Equity of US$ 570 million paid to an escrow account; capex fully pre-funded. exempt market Incorporates increased revenue sharing mechanism at certain levels. Sonatrach and OCI May Maintains low production cost and ensured timely commissioning of Sorfert. renegotiate commercial 2013 Production started in August and exports in September. agreement June 89.4% responded to the offer, resulting in 97.44% OCI N.V. ownership in OCI S.A.E. OCI N.V. launches tender offer Final tender offer extension for remaining shares on 19-23 January 2014. 2013 for OCI S.A.E. local shares August Amends gas supply Amended the supply agreements to ensure reliable future supply. 2013 agreements for EFC / EBIC OCI Partners LP, the owner and operator of OCI Beaumont, IPO’s 21.7% of its common units at October IPO of 21.7% of OCI Partners 2013 US$ 18 per Common Unit resulting in an enterprise value of approximately US$ 2 billion. LP OCI N.V. owning 99.32% of OCI S.A.E. October OCI S.A.E. intends to terminate the GDR program, subject to receipt of all relevant regulatory Extensions to local and GDR 2013 offers approvals. Final local extension period to be held 19-23 January 2014. 5
Looking Forward: Rebalancing to Financial Strength An improved credit Equity of US$ 570 million for Iowa Fertilizer Company fully paid to an escrow account. profile, the ramp up of Sorfert and First tax settlement payment of US$ 360 million. increased Cash Outflows operating rates at Transaction costs for OCI N.V. tender offer for OCI S.A.E. shares. in H1 2013 the Egyptian plants allows Reduction in EFC and EBIC cash generation. management to → Resulted in increased gross debt. focus on shareholder value creation Rapid deleveraging: through divestment proceeds and ramp-up of fertilizer capacity. Convertible bond and equity offerings: proceeds of EUR 439 million, extending debt maturity profile. Growth capex all fully pre-funded: ‒ Iowa Fertilizer equity in escrow account; ‒ OCI Beaumont debottlenecking to be financed by IPO proceeds. Improving Net Low maintenance capex requirement. Debt Position Divestments: Going Forward ‒ Total proceeds for Gavilon both the energy and agribusiness exceeds US$ 660 million; ‒ Up-streamed cash from the OCI Beaumont MLP IPO; ‒ Minority stake in Notore. Ramp-up of production: Sorfert begins full production and resumption of operating rates at Egyptian plants. 6
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