© Africa Finance Corporation, 2012 Confidential. Not for further reproduction or distribution

1. Infrastructure Financing in Africa Enhancing Regional Trade and Investment Presentation By: Andrew Alli Chief Executive Officer AFRICA FINANCE CORPORATION © Africa Finance Corporation, 2012 Confidential. Not for further reproduction or distribution

2. Contents • Introduction to the Africa Finance Corporation • Problem Definition and Presentation Outline • Key Issues, Case Studies and Recommendations • Integrated Strategy for Extractive Sectors • Developing Credible Projects to Access Financing • Strong Sponsors to Close Deals • Government’s Capacity to Structure Projects • Implementation of Regional Integration • Success Stories and Conclusion 2

3. Introduction to the Africa Finance Corporation An international institution established to help address Africa’s infrastructure development needs, while seeking a competitive return on capital for its shareholders Summary Overview North Africa*** • Founded 2007 as JV between public-private investors • International organization established by treaty • Private majority shareholders include leading banks • US$1.3bn in total assets • Multiple award winning principal investment franchise • US$1.4bn in approved financing transactions since 2007 • US1.0bn committed and US$0.7bn disbursed to date • Growing debt, equity and mezzanine franchise • Leading regional public sector adviser on infrastructure • Strong expertise as project developer in Africa • Oil, Gas, Power, Transport, Industry are key focus sectors • About 60 staff operating on pan-African basis Senegal Guinea Nigeria Ghana Ethiopia CIV Cameroon Uganda Equatorial Guinea Gabon Kenya Rwanda Tanzania Angola Malawi Zambia Mozambique Project Footprint* Limited Coverage** *Project reviewed or investment closed **No detailed project reviewed ***Not actively seeking deals South Africa 3

4. Problem Definition and Presentation Outline African Infrastructure Finance Market Opportunity is Sizeable, with nearly US$30.0bn in Potential Annual Deal Flow Yet, Actual Annual Private Investment Flows Struggle to Match the Potential, Due to Several Commercial and Policy Issues Key Issues This presentation will highlight some of the key issues and challenges faced by private sector developers and financiers of infrastructure assets across various sectors in Africa Case Study A few case studies of actual projects (typically AFC investments and current or past mandates) will be utilized to illustrate more practically the nature of the key issues Some ideas on the policy implications and potential reform suggestions to address the issues and catalyze greater volumes of private investment will be presented Policy Import Source: World Bank (Africa Infrastructure Country Diagnostic), 2009 data refers to Q3 4

5. Issue 2: Developing Credible Projects to Access Finance Key Issue Case Study Policy Import Only 17.0% on Average of “Announced” Projects for Development Reached Financial Close across Infrastructure Sectors in Africa between 2000 and 2010 Source: Thomson Reuters, Roland Berger 5

6. 340MW Greenfield IPP in Ghana: Cenpower Key Issues Case Study Policy Import • Opportunity • Ghana is a fast-growing economy with significant electric power supply deficits forecasted based on current pace of growth • AFC (in conjunction with major local and international partners) is working to develop a 340MW combined cycle thermal IPP to meet existing demand, and potentially utilize discovered gas resources • The Project is appropriately structured and enjoys support at the highest levels of local and national government in Ghana, as well as strong private sector support • Project Highlights • Work is concluded regarding necessary permits, agreements, approvals and licenses, as well as early stage project development planning • Financial close now planned for late 2012, with key contracts in final stages of documentation, particularly around government support • Project co-sponsors include local entrepreneurs, international DFIs and international power companies 6

7. New Policy Approach to Support Project Development Key Issue Case Study Policy Import Key Policy Recommendations • Centralized coordination of negotiations and approvals across Government agencies for key infrastructure transactions, as very often conflicting and contradictory objectives stall developers and lenders ability to close projects. For example: • Power: Offtaker (PPA); Regulator (Licenses); Min. of Finance/Energy (Guarantees/Fuel Supply) • Transport: Regulator (Concession); Min. of Finance/Works (Guarantees/Operations) • Other Sectors: Min. of Trade, Investment, Justice, Infrastructure, PPP offices • Establish (and adhere to) clear rules and processes within Government for specific kinds of transactions. For example: • Power: Established guidelines and processes for going from PPA through GSPA, EIA, permits, etc • Transport: Adhere to clear rules for bidding out projects and securing concessions • Oil & Gas: Transparent process for license or operatorship award, renewal and assignment • Develop better understanding of Project Development and Project Finance within Government and Agencies by appointing experienced advisers and personnel into key interfacing roles with private sector 7

8. Issue 3: Strong Sponsors Required to Close Deals Key Issue Case Study Policy Import Private Infrastructure Financing: Sector Distribution (2000 to 2010) • Historically, sectors with foreign currency denominated revenues have attracted the strongest international sponsors and seen heaviest private sector participation • Telecoms has emerged as a major local currency sector which has seen significant deal volumes following liberalization across the continent • Potential for power, industry and transport to follow suit, if market opening reforms well managed to attract high quality sponsors Source: Thomson Reuters, Roland Berger 8

9. Nigeria Oil and Gas Maritime Operator: Seatrucks Key Issues Case Study Policy Import • Opportunity • Seatrucks Group is a US$1.0bn company established in Nigeria in 1977 with operations across West Africa, the Middle East, and Asia Pacific • The company is a leading oil & gas marine services operator, with a fleet of nearly 200 offshore, inland and state-of-the-art heavy-lift marine support vessels providing critical upstream infrastructure support • Opportunity existed to provide US$200m in long-term expansion financing to grow its fleet, by way of a convertible bond investment • Investment Highlights • AFC was the lead African anchor participant on the transaction, working alongside a number of international financial investors • Transaction provided a healthy capital infusion for a strong operator to consolidate on recent growth and explore expansion opportunities • Ongoing support and partnership is expected to transform the company into an internationally competitive operator 9

10. Local-Foreign Partnerships Work to Close Transactions Key Issue Case Study Policy Import Key Policy Recommendations • Strategic objective should be to award projects and concessions to credible sponsors, local or international, to ensure high quality capital raising capacity. For example • Telecoms: Spectrum award to high quality names [like MTN in Nigeria] played major role in success story, as sponsor had strong capacity to raise financing, and credible team to execute • Transport: Road and port concessions require particularly strong sponsors (local or international, or in JV), given pioneer status in Africa [e.g AIIM, Old Mutual, etc in Lekki and Bakwena; and Maersk, Dangote, etc in Lagos Ports; Bouygues in Cote d’Ivoire] • Flexibility in application of indigenous content legislation to allow for partnerships, recognizing learning curve of local sponsors in the development of complex projects. For example: • Oil & Gas: JVs in local content contract and concession awards • Other Sectors: Partnerships with foreign sponsors to undertake national infrastructure projects • Strong efforts to avoid “tainted” or “compromised” awards as private infrastructure financing relies heavily on presumption of long-term sustainability of contracts 10

11. Issue 4: Government Capacity to Structure Projects Key Issue Case Study Policy Import Private Infrastructure Financing Relative Market Share (2000 to 2010) • Nigeria, South Africa and Angola are all high target markets for private infrastructure in Africa, albeit with natural resources being the major driver of flows • Going forward, greater efforts will be required to both increase quantum of private flows and channel into non-extractive sectors • Key areas of capacity development include: technical expertise (legal, engineering and financial) as well as closer inter-agency coordination Source: Thomson Reuters, Roland Berger 11

12. Nigeria Government Advisory: Ministry of Finance Key Issues Case Study Policy Import • Opportunity • Nigeria has one of Africa’s largest infrastructure deficits, relative to its size, in terms of GDP, population and geography • Realizing that public sector financing alone would be insufficient to bridge the funding gap that existed for large-scale critical infrastructure in the country, the Ministry of Finance sought to catalyze new sources including private sector and concessional funding • Ministry required technical expertise to quantify, inventory, and prioritize the critical infrastructure projects in the country, and determine which would be viable for commercial funding Federal Ministry of Finance Critical Infrastructure Project Financing Adviser • Project Highlights • AFC acted as Adviser to the Ministry on this assignment, developing a detailed report which listed the key projects but also performed preliminary analysis to ascertain viability as private sector projects • Assignment provided Ministry with a strong pipeline of transactions to base its capital raising strategy and plans, with a view to accessing the necessary funding for channeling into specific projects 2010 - 2011 12

13. Develop or Procure Capacity to Deal with Private Sector Key Issue Case Study Policy Import Key Policy Recommendations • Secure strong external advice on transaction structuring and execution, to ensure favorable terms for taxpayers on all negotiations, as well as creation of successful projects which meet government development objectives. Willingness to pay for high quality technical advice cannot be over-emphasized, across various areas: • Feasibility studies, technical and environmental assessments • Legal advice • Financial advisory • Create internal special teams or task forces within government with specialized capacity to manage private sector interface, and provide funding/capacity for such teams to operate across projects • Training and development of senior civil service personnel to understand the opportunities offered by private infrastructure developers, as well as the implementation challenges 13

14. Issue 5: Implementation of Regional Integration Key Issue Case Study Policy Import Public Sector-led Regional Integration Efforts Not Leading to Completed Projects Below are the major AU-NEPAD led regional infrastructure integration projects under development Source: NEPAD Presidential Infrastructure Champion Initiative (PICI) *Selected success stories do exist, including the East Africa Submarine Cable System, which has been completed and is operational 14

15. West Africa Sub-Marine Cable Company: Main One Key Issues Case Study Policy Import • Opportunity • Main One set up to own and operate a sub-marine fibre optic cable from Portugal to South Africa, landing in Nigeria • Consists of 12,378km long cabling, with landing stations in key markets across Northern, Western and Southern Africa • Capacity is 10x the current size of SAT-3, Nigeria’s monopoly cable • Strong revenues from leases/capacity sales to leading local telecoms operators • Cable completed to cost and on-time, now live and operational • Transaction Highlights • Project cost: US$240.0m • AFC is co-largest equity investor with up to US$37.0m committed • Sponsors are local African entrepreneurs and institutions • Financing partners include: AfDB, DEG, PAIDF & Nigerian banks • Project has dramatically improved regional connectivity and access • Significant technology/broadband cost reductions to local businesses 15

16. Private Projects Should Drive Regional Integration Key Issue Case Study Policy Import Key Policy Recommendations • Private sector appetite and leadership should be a major gauge for determining whether to invest in any regional integration projects, right from the onset as: • Projects will ultimately have to demonstrate commercial viability to be financed • Risk allocation typically better managed by private developers and investors • Execution capacity and incentive higher in privately developed projects • Political support should be channeled towards fully implementing and expanding existing privately-led regional integration success stories. For example: • West Africa Gas Pipeline • Main One Cable Company • Bakwena Toll Road • Public sector regional integration focus could focus more on policy harmonization and advocacy within Governments for support to private-sector ventures under development. Selective commercial interventions may be contemplated 16

17. Conclusion: Success Stories Point to Future Potential Key Issue Case Study Policy Import Key Success Factors • In summary, a number of key success factors stand-out in evaluating private infrastructure financing across Africa, including: • Relatively favorable macroeconomic and political conditions • Explicit and well-understood policy framework, with credible implementation • Strong, commercially minded project sponsors • Expertise and financial capacity of project developers • Well coordinated and committed support from relevant public sector agencies • Willingness to focus on targeted interventions on a case-by-case basis vs. broad sector reforms • In addition to aiming for the above, countries seeking private sector infrastructure finance in Africa will need to address some of the issues raised in this presentation, including: • Strategic approach to link extractive industries to domestic infrastructure development • Improving the business climate to facilitate shorter and less painful project preparation • Supporting high quality local or foreign sponsors in concession awards, as a strategic imperative • Enhancing capacity of public sector officials to deal with private transactions • Promoting stability in policy environment to provide comfort to long-term investors and lenders 17

18. Cape Verde Operational Wind Farm: Cabeolica Key Issues Case Study Policy Import • Opportunity • Cape Verde is an archipelago country with outstanding wind resources, a heavy reliance on expensive imported fossil fuel for energy generation and a strong growth economy with one of the better credit ratings in Sub-Saharan Africa • The Project comprises the development, construction, ownership and operation of 30 wind turbines on 4 islands for an approximate 28 MW of installed capacity for Cape Verde • AFC worked with leading international developers, InfraCo, and local electricity company, Electra, to deliver the project • Project Highlights • Project is now partially operational and delivering power to the national utility in Cape Verde • Construction being concluded as planned, in two phases over a 40 to 60 weeks period from commencement • AFC’s c.40.0% ownership interest in a €61.0m innovative renewable energy project underscores commitment to this sub-sector in Africa 18

19. South Africa Operational Toll Road: Bakwena Key Issues Case Study Policy Import • Opportunity • Bakwena Road consists of a 95km section of the N1 highway running from Pretoria northwards, and a 290km section of the N4 highway running from Pretoria westwards, to the Botswana border • Route designed as part of intercontinental axis to stimulate agriculture, manufacturing, mining and tourism traffic, with combined urban and intercity tolling • Early maturity stage toll-road, fully operational since December 2004, with proven traffic charactersitics and blended annual average growth rate from 2004 to 2009 of more than 9.0% • Strong investor group and management team, including leading local and international financiers and operators • Transaction Highlights • AFC US$20.0m equity investment as part of US$160.0m post-completion acquisition transaction • Financing partners include: Macquarie, Old Mutual, Kagiso (a BEE fund) and PIC, the South African pension fund manager • Significant decrease in transportation costs since inception, reducing travel times and vehicle operating costs through improved road surfaces 19

20. Contact Information Africa Finance Corporation A: 3A Osborne Road, Ikoyi, Lagos Nigeria T: +234 279 9600 E: contact@africafc.org Andrew Alli T: +234 279 9605 Chief Executive OfficerE: andrew.alli@africafc.org 20