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Calidda Presentation

Calidda Presentation . March 2013. Strictly Private and Confidential. Calidda is the largest natural gas (NG) distribution company in Peru in terms of clients and natural gas volumes sold. Calidda at a Glance. Highlights. Key Metrics 2012.

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Calidda Presentation

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  1. Calidda Presentation March 2013 Strictly Private and Confidential

  2. Calidda is the largest natural gas (NG) distribution company in Peru in terms of clients and natural gasvolumes sold Calidda at a Glance Highlights Key Metrics 2012 • Calidda has the exclusive right to distribute natural gas in the Department of Lima and the Constitutional Province of Callao • Awarded a 33-year BOOT (Build-Own-Operate-Transfer) concession in 2000, which can be renewed every10 years from 2033 onwards, up to 2060 • Service area under concession covers 21,714 square miles and 10.4 million people • Lima and Callao represent approximately 35% of Peru´s population and 50% of Peru´s GDP • Maingrid has a minimum distribution capacity of 255 million Cubic Feet per Day (MMCFD) and a additional main grid loop to be completed in the first half of 2013 will increase the minimum capacity to 420MMCFD • Diversified client base: power generators, industrial companies, Natural Gas Vehicles (NGV), commercial and residential • Shareholders with extensive experience in energy markets Volume: 460MMCFD Total Revenues:US$370.1 mm EBITDA:US$64.4 mm Adjusted EBITDA Margin(1):51.6% Network: 2,445 km Clients:103,723 2012 Total Adjusted Revenues(2) 2012 Total Volume InstallationServices/Otherrevenueshave no corresponding NG volume • Adjusted EBITDA Margin excludes pass-through and IFRIC 12 revenues. • Total Adjusted Revenues excludes pass-through and IFRIC 12 revenues. Installation services include connection fees and facility financing. • Source: CTI, INEI, Calidda

  3. Caliddahas a 33 year exclusivity agreement to distribute NG in Lima & Callao, Peru´s most populated region EdegelVentanilla SDF Energia Edegel Santa Rosa Calidda’s City Gate Kallpa Enesur Duke Exclusive Operating Service Area in Peru´s Largest Market Network Footprint Company Highlights • Calidda has 2,455 km of natural gas pipelines (made of steel or polyethylene) in Lima & Callao • Calidda serves residential customers in 13 of the 49 districts in Lima & Callao, and industrial, NGV and power generators in 34 districts • At YE 2012 Calidda served more than 103,000 clients in the residential, commercial, industrial, NGV and power generating sectors • Calidda maintains continuity and availability rates of its distribution system above 99.8% and 99.5% respectively • 46% of the company´s distribution revenues comes from firm contracts with top tier companies • The Single Tariff scheme guarantees a 12% return on CapEx and operational costs • Calidda has a master supply contract with the Camisea Consortium and a master transportation contract with TGP guaranteeing NG and transport from Camisea to the City Gate in Lurin

  4. National Strategic Importance Calidda a Leader in a Growing Sector Sustained Fuel Consumption Growth in Peru • Approximately 83% of energy generated by natural gas were Calidda´s clients • Natural gas is the second most demanded electricity power source in Peru after Hydroelectric energy, however the demand for natural gas grew 18.2% (’11-’12), faster than the growing rate of hydroelectric power which grew 3.4% during the same period • The Peruvian government recognizes the growing demand of natural gas and its strategic importance to the country • The recent crisis in hydroelectric power generation gives natural gas a strategic role in providing energy to Peruvians “The popularization of natural gas will not only change the lives of Peruvians, but also revolutionize and transform our economy as it will allow the entire population to avoid cost overruns from traditional fuels” - Ollanta Humala Tasso, President of Peru February 10th 2012, According to data from MINEM (Ministry of Energy and Mining): “Thedemandfor natural gas, which in 2010 was 638 millons of cubicfeet per day (MMCFD), in 2015 itwill reach1,364 MMCFD, more thantwicewhatthecoutnrycurrentlyrequires.” April 22nd 2012, “Peru's annual power consumption and capacity demand through 2016 will grow 12% and 11.2%…. …hydroelectric generation will cover 52.3% of demand, and natural gas-fired plants the difference. March 4th 2013, Maximum Demand by Fuel Source Important role in Peru´s Strategy (MW) Coal Source: Comité de Operación Económica del Sistema (COES)

  5. Solid Peruvian Natural Gas Production Growth Industry Overview Natural Gas Reserves by Area North Central Jungle Proven Reserves • Peru has one of the largest and most important fields in Latin America (Camisea, 11 TCF1proven reserves) which supplies Calidda´s distribution network • Local market has priority over export contracts Potential Reserves Southern Jungle Proven Reserves Potential Reserves • Since the Camisea Consortium began commercial operations in 2004, natural gas has significantly increased its share in the hydrocarbon market (1) TCF: Trillion Cubic Feet LPG: Liquid Petroleum GasSource: PERUPETRO

  6. Fully Compliant with BOOT Requirements 1 2 Calidda undertook the execution of the “Committed Works” to meet the minimum capacity requirements of the distribution system: Construction works undertook a growth plan in order to be able to connect the number of potential customers specified below: • . • . • . • . • . • . COMPLETED COMPLETED 3 • On April 29th, 2010, Calidda and the Government of Peru (GoP) signed the Addendum to the BOOT Concession Agreement whereby: The single tariff was established in order to allow and make feasible the investment needed to increase the system capacity from 255 MMCFD to 420 MMCFD. New commitments were introduced for Calidda to attend effective connected customers: COMPLETED Through Year 3 • . • . • . • Calidda has an excellent rapport with regulators MINEM and OSINERGMIN, the entities which oversee the natural gas industry and set the distribution tariff • Calidda works together with these regulatory bodies for the development the natural gas distribution sector • (1) Additional customers to the already connected at May, 2010.

  7. Tariff Calculation & Price Determination Tariff Categories Price Determination USD/MMBTU1 The customer´s demand is divided into tariff categories Power Generators NGV Industrial Residential and Commercial Average Tariff Calculation Existing Installations (NRC2) Operating Costs (O&M, commercialization, administrative-overhead) Projected investments + + Average Tariff = Projected Demand • Fixed every 4 years • Investments Annuity: 30 years • Guarantees a 12% return on CapEx • (1) MMBTU: Million British Thermal Units(2) NRC: New Replacement Cost (Value)

  8. An Important and Growing Market Lima & Callao is the largest market in Peru in terms of clients, industrial activity and power generation. Residential & Commercial Industry • 35% of Peru´s Population lives in Lima & Callao • Peru has 7.7 million households, 2.5 million located in Lima & Callao • Peru´s PPP1 has seen the 2nd greatest increase in Latin America since 2005 (165%) and Lima´s poverty index is a little over half that of Peru (16% vs 28%) • Lima & Callao represent 50% of Peru’s GDP. • Percentage Located within Lima & Callao NGV Power Generation • 65% of Peru’s 1.9 million vehicles are located in Lima & Callao • 151,781 vehicles have been converted to NGV in Peru, representing a 44.7% CAGR since 2007 • Lima & Callao has 192 NG stations which represents approximately 96% of NG stations in Peru • Peru's electricity demand grew at 5.9% CAGR over the past 5 years • 42% of Peru’s electricity is produced by NG power generators; 90% of which is generated in Lima • Electricity demand, in a conservative scenario, is expected to have an average growth of 8% through 2015, and 6% from 2016-2020 1. Purchasing Power Parity per Capita GDP Source: IMF, INEI, Communications and Transport Ministry, Calidda, Comité de Operación Económica del Sistema (COES), ApoyoConsultoria, Peru Petro and DiarioGestión.

  9. Four Client Segments: (i) Power Generators, (ii) Industrial, (iii) NGV Stations and (iv) Residential & Commercial Diverse Client Base with Strong Credit Profile Growth Main Clients Segments Main Clients / Shareholder Power Generators Non Regulated Customer Power Plant Contract Expiry Kallpa 2033 Enersur 2025 Edegel 2025 Fenix Power 2033 Termochilca 2028 Industrial Non Regulated and Regulated Customers 427 industrial plants Belonging to all productive sectors Intensive in energy use Consumption driver: Industrial GDP Steady and growing segment High competitiveness NGV Stations Regulated Customers 192 NGV Service Stations Attending 153,000 converted cars High competitiveness Massive public transport still to be converted Residential and Commercial Regulated Customers 8

  10. Significant Competitive Advantage NG vs. Alternate Fuel Sources Prices in Lima (US$/MMBTU) – As of January 2013 Residential & Commercial Industrial Clients NGV Stations Power Generators MMBTU: Million British ThermalUnitsLPG: LiquidPetroleum GasSource: MINEM and Calidda.

  11. Calidda’s Client Base Demanded Volumes by Client Segment (MMCFD) 461 Current % Distribution 414 250 164 Total Adjusted Revenues By Client Segment(1) • 46% of distribution revenues are derived from firm distribution contracts with an average remaining life of over 17 years. (1) Total Adjusted Revenues excludes pass-through and IFRIC 12 revenues. Installation services include connection fees and facility financing.

  12. Strong Financial Performance Total Revenues (US$ Millions) EBITDA (US$ Millions) & Adj. EBITDA Margin (%) CAGR(‘10-’12): 30% CAGR(‘10-’12): 39% CAGR(‘10-’12): 25% Net Income (US$ Millions) Equity (US$ Millions) Source: Company information and financials. Adjusted EBITDA Margin excludes pass-through and IFRIC 12 revenues.

  13. Solid Financial Performance Debt / Capitalization (%) Net Debt / EBITDA (x) Leverage Ratio Interest Coverage (x) Source: Company information and financials. Note: Debt includes subordinated debt from shareholders. .

  14. Strong Sponsorship with Optimal Experience Controlling Shareholder – 60% Ownership in Calidda Controlling Investments • Leading energy holding company with interests across the electricity and natural gas sectors in Colombia, Peru and Guatemala • Founded in 1896, controlled by the Distrito de Bogotá since 1956 with a 81.5% ownership stake • Leader in the Energy Sector: major player in the transmission and distribution of electricity and natural gas • International presence: Colombia, Peru and Guatemala Non Controlling Investments Shareholder – 40% Ownership in Calidda Controlling Investments • One of the largest natural gas distribution and transportation companies in Colombia • Founded in 1974 by the government of Colombia and currently controlled by GrupoAval • Only vertically-integrated natural gas company in Colombia • Major player in the gas distribution sector in Colombia through Gases de Occidente, Surtigas and Gases del Caribe • Participation in the power distribution in Colombia and telecommunications sector in Panama and Costa Rica • International Presence: Panama, Peru and Costa Rica Non Controlling Investments • Strong Shareholder Commitment to Calidda • Recently Injected $35 million in November 2012 and another $25 million in February 2013 as equity • Provided a $47 million intercompany subordinated loan in Calidda

  15. Board of Directors Experienced and Proven Management Team & Board Calidda’s management team and board have a successful track record in the oil and gas sector Board of Directors Antonio Celia Martínez – Aparicio President of Promigas Served on the board of directors of various companies in the natural gas sector President of the Board of Directors Sandra Stella Fonseca Arenas 18 years of workingexperience in theenergy sector FormerExecutive Director of theEnergy and Gas RegulationCommission Luis BetancurEscobar Servedas Director of Fondo Financiero Desarrollo Urbano President of Colombia for restructuring of the Energy and Gas Regulatory Commission Jose Elias Melo Acosta Presidentof Corporación Financiera Colombiana S.A Servedas Secretary of Junta Monetaria del Banco de la Republica, Minister of the Colombian Ministry of Treasury and Public Credit and Minister of the Ministry of Labor and Social Security Management Team Chief Executive Officer Adolfo Heeren Years in Industry: 16 Years Years at Calidda: 1 years General Counsel AmadeoArrarte Internal Audit Manager Carolina Hernández Chief Financial Officer Jaime Quintana Technical Manager Jorge Monterroz Procurement Manager Patricia Pazos Chief Commercial Officer Carlos Cerón Human Resources Manager Rosario Jiménez External Relations Manager Tania Silva Years in Industry: 11 years Years at Calidda: 9 years Years in Industry: 7 Years Years at Calidda: 5 years Years in Industry: 7 years Years at Calidda: 2 years Years in Industry: 12 Years Years at Calidda: 2 years Years in Industry: 16 years Years at Calidda: 2 years Years in Industry: 16 years Years at Calidda: 8 years Years in industry: 4 years Years at Calidda: 4 years Years in Industry: 2 years Years at Calidda: 1 year

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