Russia s leading transport. construction company. November 2012 CREATING OPPORTUNITIES

Transcription

1 OJSC MOSTOTREST Russia s leading transport infrastructure construction company Contemplated acquisition of 50% in North-West Concession o Company November

2 Important notice Information contained in this presentation concerns Open Joint Stock Company Mostotrest, a company organized and existing under the laws of Russia (the Company, and together with its subsidiaries, the Group ), and is for general information purposes only. The opinions presented herein are based on general information gathered at the time of writing and are subject to change without notice. The Company relies on information obtained from sources believed to be reliable but does not guarantee its accuracy or completeness. These materials may contain forward-looking statements regarding future events or the future financial performance of the Company. One can identify forward looking statements by terms such as expect, believe, estimate, anticipate, intend, will, could, may, or might, the negative of such terms or other similar expressions. These forward-looking statements include matters that are not historical facts and statements regarding the Company s intentions, beliefs or current expectations concerning, among other things. the Company s results of operations, financial condition, liquidity, prospects, growth, strategies, and the industry in which the Company operates. By their nature, forward-looking statements involve risks and uncertainties, because they relate to events anddependon circumstances that may or may not occur in the future. The Company cautions you that forward-looking statements are not guarantees of future performance and that the Company s actual results of operations, financial condition, liquidity, prospects, growth, strategies and the development of the industry inwhichthe Company operates may differ materially from those described in or suggested by the forward-looking statements contained in these materials. In addition, even if the Company s results of operations, financiali condition, liquidity, idit prospects, growth, strategies t and the development of the industry in which h the Company operates are consistent with the forward-looking statements contained in these materials, those results or developments may not be indicative of results or developments in future periods. The Company does not intend to update these statements to reflect events and circumstances occurring after the date hereof or to reflect the occurrence of unanticipated events. Many factors could cause the actual results to differ materially from those contained in forward-looking statements of the Company, including, among others, general economic conditions, the competitive environment, risks associated with operating in Russia, market change in the Russian infrastructure construction market, as well as many other risks specifically related to the Company and its operations. No reliance may be placed for any purposes whatsoever on the information contained in this presentation or on its completeness, accuracy or fairness. The information in this presentation is subject to verification, completion and change. Accordingly, no representation or warranty, express or implied, is made or given by or on behalf of the Company or any of its shareholders, directors, officers or employees or any other person as to the accuracy, completeness or fairness of the information or opinions contained in these materials. None of the Company nor any of its shareholders, directors, officers or any other person accepts any liability whatsoever for any loss howsoever arising from any use of the contents of this presentation or otherwise arising in connection therewith. These materials do not constitute an offer or an advertisement of any securities in any jurisdiction. The information contained in this document is restricted and is not for distribution in whole or in part in United States of America, Canada, Republic of South Africa and Japan. Any non-russian securities mentioned in these materials have not been, nor will be, registered in the Russian Federation by any state authority responsible for registration of such securities and such securities have not been, nor will be, admitted to public placement and/or public circulation in the Russian Federation and may not be offered to any person in the Russian Federation except as provided by Russian law. 2

3 Presenting team Vladimir Vlasov CEO of Mostotrest Oleg Tanana CFO of Mostotorest Olesya Lapina Head of IR department of Mostotrest 3

4 1. Overview of the contemplated Transaction 2. Strategic rationale for the contemplated Transaction 3. NWCC key operating and financial metrics Appendix 4

5 Mostotrest intends to acquire of 50% stake in North-West Concession Company ( NWCC ) (а) Overview of the Transaction NWCC is a concession company for the km section of Moscow St. Petersburg Express Highway (hereafter Project or Concession ) Rationale of the Transaction Highly attractive concession project Mostotrest acts as a general contractor of the project In line with Mostotrest growth strategy VINCI, a global industry leader in concession business, and its partner own 50% stake in NWCC (b) Diversification of Mostotrest business NWCC section of the highway is an alternative route to the major Russian thruway M-10 Federal Highway Excellent platform for further expansion in concession business Operations stage: Partnership with Vinci Note: (a) Hereafter Transaction (b) Details are presented on Contractual structure of the project slide in the Appendix 5

6 Brief overview of the Project Key facts Toll-road layout The first toll motorway and concession scheme in Russia 7 Key characteristics: Length: 43.3 km M-10 6 A-107 Number of lanes: the road will have 2 x 5 lanes from Interchange 1 (with MKAD) to Interchange 5 and 2 x 4 lanes from Interchange 5 to Interchange 7 (with M10 Federal Highway) Project timeline: Zelenograd Skhodnya 5 R-113 Sheremetyevo 4 A-104 Concession Agreement signed: 27 July 2009 Financial close and syndicated credit facility agreement signed: 26 April 2010 R M-10 Khimki 2 1 MKAD Construction stage: September 2011 October 2014 MKAD Operations stage: November 2014 July 2040 M-9 Project status: Construction is progressing according to the plan and the budget Contemplated toll road Contemplated toll road interchanges Contemplated untolled sections Future sections of the road outside the perimeter of the concession Railway MKAD Moscow Source: NWCC data 6

7 Transaction summary Mostotrest intends to acquire 100% of the participation interest in Plexy Ltd. ( Plexy ), which has the following major assets: Target Consideration Effective 50% stake in North-West Concession Company ( NWCC ), which is owned by Plexy via Vinci Concessions Russie ( VCR ) RUB950m (US$30.2m) (a) of cash as of transaction closing date RUB7,780.5 m (US$247m) (a) Payable in cash Sellers Perceive Holding Ltd. and Octacore Holding Ltd., controlled by the ultimate beneficial owners of Marc O'Polo OPolo Financing Mostotrest internal funds and borrowings Pro-forma Net Debt/EBITDA LTM = 0.7x based on 1H 2012 Mostotrest pro-forma financial statements 8 November: approval by Mostotrest s Board of Directors Approval process Beginning of December 2012: expected approval of the transaction by Russian Federation Anti Monopoly Service 14 December: expected approval at Mostotrest EGM (b) End of December 2012: expected closing of the transaction VAT facility Advisors Deutsche Bank and J.P. Morgan act as joint financial advisors Freshfields Bruckhaus Deringer acts as a legal advisor Notes: (a) Converted into USD at RUB/USD exchange rate as of 10 November 2012 (b) EGM approval requires majority of votes of disinterested shareholders. Marc O`Polo will not participate in voting 7

8 1. Overview of the contemplated Transaction 2. Strategic rationale for the contemplated Transaction 3. NWCC key operating and financial metrics Appendix 8

9 Strategic rationale for the contemplated Transaction Implementation of Mostotrest s development strategy Substantial growth potential of the Russian road concession market NWCC is a very attractive concession asset for Mostotrest 9

10 Implementation of Mostotrest s development strategy (a) Objectives Results Grow business and market share Construction volume growth based on: Growth in : Balanced growth of work performed using own in-house capabilities and subcontractor work Participation in new integrated projects Revenue - 12% Backlog - 36% Growth of the transport infrastructure construction market share (b) From 7.8% in 2009 to 8.6% in 2011 Develop new infrastructure construction segments Business diversification in line with market demands Participate in integrated projects Strengthen general contractor expertise Enhance presence in regions where large infrastructure projects are expected 2010 entry into road, airport and port construction segments; development of general contracting 2011-present developing of tunnel construction expertise Diversify into related business segments Participation in new forms of integrated projects offered in the market (life cycle and operator contracts) Additional revenues from in-house services Entry into a stable cashflow generating business 2011 operator contracts (toll road section М-4 Don ) 2012 acquisition of NITP (entry into road repair and maintenance segment) 2012 creation of design and site preparation division 2012 entry into road concession segment (a) Source: (b) Mostotrest s annual reports ( 10

11 Examples of successful business diversification by leading international players Leading international players are actively expanding their concession business... EBITDA breakdown (a) (d) 12% (b) 36% 3.6% (16%) (b) 03% (38%) (b) (11%) 0.3% (b) 6,8% 21.5% 23.6% 34.4% 35.1% 14,8% 43.1% 48,5% 15.8% 65.7% 26.7% 30.3% 76.1% 78,4% 62.7% 53.3% 11.5% 50,3% 38.8% 34.6% 22.8% 1,2% Concessions Construction Other...benefiting from lower revenue volatility......and successfully implementing business diversification strategies 30% (c) Growth of revenues from concessions % Expanding concession business is part of leading companies (a) (c) business strategy Growth of revenues from construction % 20% Longer term contracts and stable revenues 15.2% Opportunities to reinvest revenues from concessions into 8.0% construction projects 10% 13.5% 1.7% 4.1% 3.3% Concessions have high EBITDA margins 0% (10%) (20%) 4.0% (9.3%) 3.9% 2.1% Source: Annual reports of Vinci ( Ferrovial ( and Eiffage ( The concession business effectively supplements the construction business Better understanding and efficient management of construction risks Construction projects generate revenue en e over the course of 1-3 years, while concession projects generate revenue over the course of decades (a) Source: annual reports of Vinci ( ), OHL ( Ferrovial ( and Eiffage ( (b) CAGR compounded annual growth rate (c) The average for Vinci, Ferrovial and Eiffage (d) Shows EBIT breakdown as Eiffage does not report EBITDA breakdown 11

12 Russian infrastructure has been historically underinvested Road density, km per 1,000km 2 (2009) Length of public roads in Russia (km 000) Comments Deficit and poor quality of road infrastructure Germany UK Italy France Japan 2,219 1,838 1,805 1,743 3, ,004 1,060 Insufficiency and poor quality of road infrastructure: Road density in Russia is 18x lower than in the US Russia s position is 121 out of 132 (a) in terms of road infrastructure quality Only 39% of federal roads meet the standard requirements (b) US 668 Russia Number of cars per 1,000 of population p (2011) Number of passenger cars in Russia (mm ) Comments with rapidly growing demand Italy Germany France UK Japan US Russia Expected significant growth in the number of passenger cars as a result of increasing welfare and accessibility of credit Disposable income will grow at CARG 10.7% in The number of cars is predicted to increase by almost 10 million in (30% increase) Source: Mostotrest s s annual reports ( ru) Rosstat ( Economist Intelligence Unit, Global Insight, RF transportation strategy till 2030 ( Avtodor ( the World Bank ( (a) Based on The Global Enabling Trade Report 2012 prepared for the Global Economic Forum by the World Bank; the index is complied on the basis of national statistics and World Bank polls (b) Based on data of the Federal Targeted Program (sub-program Motorways ) for 2009 ( 12

13 Substantial growth potential of the Russian road concession market Private investments and development of concession mechanism Share of non-budgetary investments into road construction is poised to grow 32% 19% 12% гг гг. with framework in place Active development of concession mechanism Federal law On concession agreements Creation of state company Avtodor 2 new concession projects at construction stage (a) Concessions enable the government to Reduce required budget funding Leverage private investor expertise Improve quality of road infrastructure NWCC is a platform for participation in other concession projects Projects km of high speed road Moscow St.Petersburg km of high speed road Moscow St.Petersburg t Exit to M-7 Volga from Moscow outer ring road 60 th km Selected new concession projects in Length (km) Value Contract term Tender Construction Financing (RUBbn) (years) period period 36% public 64% private 70% public 30% private 50% public 50% private 30 Completed There is a number of other potential sizeable road concession projects being discussed by the government but not yet reflected in the development strategies Mostotrest is closely monitoring such discussions and assesses attractiveness of projects at an early stage Source: Rosstat ( Avtodor ( RF transportation strategy till 2030 ( (a) Construction of the Odintsovo bypass (relief of the head section of the M-1 Belarus) and construction of the high speed Moscow-St. Petersburg highway km ( 13

14 NWCC is a very attractive concession asset for Mostotrest Mostotrest is the Project s general contractor Mostotrest has been acting as general contractor of NWCC Project since 2009 and has an in-depth understanding of the project construction Advanced stage of implementation The closing of financing under the concession agreement took place on April 26, 2010 NWCC debt is non-recourse to its shareholders Over 20% of works (in financial i terms) have been completed Partnership with VINCI Strategically important geographical location VINCI has important know-how in: Managing construction concessions Road operation and maintenance Structuring and financing of concession projects The partnership will enable Mostotrest to effectively manage project risks based on Vinci s experience and expertise Traffic volumes in the North of Moscow and Moscow region (a) Zelenograd Overloaded roads due to the highly populated area (Khimki, Zelenograd, Skhodnya etc. c. 0.5 million) and absence of Skhodnya alternative routes Development of Sheremetyevo airport is an additional growth Khimki driver: after opening of the third runway planned for 2013, annual passenger flow will grow by c. 7-9mm and exceed 30mm Traffic speed Less than10 km/h km/h More than25 km/h Planned motorway Source: Company data, yandex.ru, Sheremetyevo airport press releases, SDG report, Rosstat ( (a) Yandex.ru illustrative projection of Moscow s traffic on a weekday morning (at 9:00) 14

15 1. Overview of the contemplated Transaction 2. Strategic rationale for the contemplated Transaction 3. NWCC key operating and financial metrics Appendix 15

16 Investment and financing structure of the Project during construction stage (a) Investments in the Project Financing of the Project (RUBbn) Sum % of total Capitalized (RUBbn) Drawn down Sum % of total Construction capex % General contractor (Mostotrest) % Government grant 1.3 (b) % Project manager (Vinci Constructions Grands Projeсts) % Other % Other % Costs incurred before construction commencement % Overheads % Opex (Operator) % 70% VAT to be refunded % Interest on external financing % Banks arrangement, underwriting and commitment fees % Senior debt reserve account % Credit facility % Trache А construction financing % Tranche B financing of interest payments % Project bonds 10.0 (c) % Revolving credit (5 years) % Maintenance reserve % Shareholder financing (d) 1.5 (c) % Reserve for unforseen expenses % 3.1% Total % Total % Notes: (a) Until end of construction stage in October 2014 (b) Government grant as of 25 September 2012 (c) Project bonds and shareholder financing as per NWCC IFRS financial statements as of 30 June 2012 (d) Shareholder financing includes pure equity and shareholder loans Source: NWCC business plan, NWCC data 16

17 Key terms of project financing package Sources of financing Term Interest rate Principal repayment Guarantees by Russian Federation Fixed rate for the first 10 years: Until the end of 2014: 12.00% Credit line Until the end of 2016: 12.25% (RUB29.2 bn) (a) 20 years Until the end of 2019: 12.50% From year 11 th to maturity: Mosprime 3M + 4.5% The principal is repaid from 2017 to 2030 Bonds (RUB10.0 bn) 20 years CPI + 3% (paid semiannually) subject to the following range Construction phase: % The principal p is repaid from 2018 to 2031 Ramp-up phase: % Up to 10th year of operations: % Revolving VAT facility credit January 2015 Fixed rate of 10% Up to 2015 Debt repayment schedule (principal only) (b) 30 (RUB bn) H Note: all figures are in nominal terms unless stated otherwise (a) Maximum limit of the credit line (b) Taking into account new debt drawn down after the end of the construction phase in October 2014 Source: NWCC business plan 18 Credit line Bonds Revolver credit - 17

18 Capital expenditures and capitalized expenses during construction and operations stages of the Project (a) Construction stage Operations stage (a) 25 Total sum = RUB 55.8bn 22 Total capex during operation phase RUB8.7bn (in 2011 prices) Including expansion capex RUB7.4bn (in 2011 prices): (RUB bn n) Construction of interchange #2 with Khimki Bypass in Road lightning 5 5 Road widening (between interchanges #4 and #7) (b) in General contractor (Mostotrest) Project manager (Vinci Constructions Grands Projects) Other capex Capitalized expenses (incl. capitalized interest) Construction of interchange #7 with M-10 Russia Federal Highway in 2017 Timing of road widening is subject to growth in traffic at relevant links Note: (a) Capex is shown in nominal terms (b) Road widening from 2x4 lanes to 2x5 lanes between interchanges #4 and #5 and widening from 2x2 lanes to 2x4 lanes between interchanges #5 and #7 Source: NWCC business plan 18

19 AADT and toll projections AADT Traffic projections completed by Steer Davies Gleave (SDG), the leading international consulting firm in the area of traffic modeling and forecasting Projections completed in terms of AADT (average annual daily traffic) for each of 6 road links (see page 6) NWCC AADT of all road links is calculated as a total of each link s AADT (links 1-6) AADT growth is driven by forecasted economic growth and increase in wealth of the population Tolls Toll per vehicle per 1 km is in compliance with terms of the Concession Agreement in 2007 prices (b) Tolls can be indexed annually with reference to actual CPI SDG developed tariff menu in compliance with required weighted average toll and other restrictions according to the Concession Agreement Weighted average toll per AADT was calculated on the basis of traffic projections for different road links and tariff menu AADT for all road links (a) Weighted average toll per AADT (ths. vehicles-links) 1, CAGR`15-17: 10.6% CAGR`21-40: 2.3% (RU UB in 2011 price es) Notes: (а) AADT for link 1 (one of the most congested) is 80, 88, 96 and 115 ths vehicles in 2015, 2016, 2017 and 2021 respectively (b) Weighted average toll per 1 km for the first toll group of vehicles is 3.6 RUB in 2007 prices Source: NWCC business plan, SDG data 19

20 1. Overview of the contemplated Transaction 2. Strategic rationale for the contemplated Transaction 3. NWCC key operating and financial metrics Appendix 20

21 NWCC ownership structure before and after the contemplated Transaction Before the Transaction After the Transaction Perceive Holding Ltd + Octacore Holding Ltd (a) (b) (b) 100% 50% 100% 50% Plexy Ltd Plexy Ltd 50% 50% Vinci Concessions Russie ( VCR ) Vinci Concessions Russie ( VCR ) NWCC 100% General contractor NWCC 100% Note: (a) Perceive Holding Ltd. and Octacore Holding Ltd are controlled by the ultimate beneficial owners of Marc O'Polo (b) Including partner`s (Vosstran) interest details are presented on Contractual structure of the project slide 21

22 Contractual structure of the Project Vosstran 100% (а) Plexy Ltd. 25% 55% Vinci Concessions Vosstran Russie (VCVR) 45% 50% Vinci Concessions Russie (VCR) 25% France 100% The Russian Federation Concession Agreement North West Concessions Company (NWCC) Financing documentation Financing institutions (Sberbank, VEB) Russia Project manager (Vinci Constructions Grands Projeсts) General contractor Design and construction agreement Operation and maintenance agreement O&M Joint Venture (а) After completion of the Transaction Source: NWCC data 22

23 Building blocks of NWCC business plan Average Annual Daily Traffic (AADT): projected number of vehicles passing each of the 6 road links broken down into vehicle types Revenue Tolls: Toll per vehicle per 1 km in each link broken down by vehicle types Other revenues: revenues from other operations, primarily sale and rent of transponders Construction stage costs: staff, materials, contactless cards, subcontractors and environment expenses since construction start until October 2014 Opex and overheads Operation and maintenance costs: administration and management, toll collection, traffic safety, technical asset management, marketing and PR, etc. Road repair costs: pavement and interchange repairs according to relevant schedules, other related works and equipment Other opex: insurance, head office, contributions to environment protection fund, transponders and proximity cards Road construction costs: general fixed price turn key road construction contract with Mostotrest Capex Road expansion costs: capex related to increasing the number of lanes between interchanges #4 and #7 after certain level of AADT is reached Operator equipment: purchase of equipment for the toll road operator Other capex: construction of two interchanges and road lighting Source: NWCC business plan 23

24 NWCC financials Interim financial statements of LLC NWCC expressed in RUB thousands (unless indicated otherwise) Interim statement of financial position Cash flow statement As of 30 June As of 31 December 6 months ended 12 months ended Jun Dec-11 Cash flows from operating activities Property, plant and equipment 1,918 2,522 Loss before income tax (6,485) (80,044) Intangible assets 4,137,296 1,818,152 Adjustments for: Cash and cash equivalents 5,609,165 6,055,143 Depreciation 746 1,235 Other assets 6,078,522 4,504,801 Net forex (income)/expense (6,732) 28,782 Total assets 15,826,901 12,380,618 Changes in inventories 55 (191) Changes in trade and other receivables 458,106 (2,103,717) Total equity 238, ,882 Changes in trade and other payables (303,164) 654,654 Loans and borrowings 10,938,482 10,920,912 Cash flow from operations before bank facility fees and interest paid 142,526 (1,499,281) Other liabilities 4,650,035 1,219,824 Total equity and liabilities 15,826,901 12,380,618 Interest received / (paid) (390,328) - Bank facility fees paid (204,764) - Interim statement of comprehensive income 6 months 12 months ended ended 30-Jun Dec-11 Net cash flows from operating activities (452,566) (1,499,281) Cash flow from investing activities Acquisition of property, plant and equipment (142) (1,819,621) Expenses on future construction - (1,291,328) Revenue 3,948,786 3,221,561 Cost of sales (3,948,786) (3,221,561) Gross profit - - Administrative and other expenses (22,721) (51,262) Results from operating activities (22,721) (51,262) Net finance income 16,236 (28,782) Loss before income tax (6,485) (80,044) Income tax benefit ,856 Loss for the period (5,498) (64,188) Net cash used in investing activities (142) (3,110,949) Cash flow from financing activities Proceeds from borrowings - 10,481,367 Proceeds from contributions in equity - 124,700 Net cash from financing activities - 10,606,067 Net (decrease) / increase in cash and cash equivalents (452,708) 5,995,837 Source: NWCC IFRS financial statements 24

25 Mostotrest pro-forma IFRS financials Profit and loss statement (6 months ended 30 June 2012) mln RUB MSTT - consolidated statement of income PLEXY - statement of income Adjustment for financing arrangement Adjustment for repayment of loans to shareholders and related parties by Plexy Adjustment for amortisation of intangible asset on concession agreement GROUP PROFORMA CONSOLIDATED STATEMENT OF INCOME Revenues 45,705-45,705 Cost of sales (39,697) - (39,697) Gross profit 6, ,008 Other income Administrative expenses (2,973) (1) (2,974) Other expenses (314) - (314) Profit from operations 3,053 (1) ,052 Finance income Finance costs (986) (19) (244) 15 (1,234) Net finance costs (459) 71 (244) 15 - (617) Share of profit/(loss) of equity accounted investees, net of income tax 41 (16) - - (94) (69) Profit before income tax 2, (244) 15 (94) 2,366 Income tax expense (811) (8) 49 (770) Net Profit for the period 1, (195) 15 (94) 1,596 Net Profit attributable to: Owners of the Company 1, (195) 15 (94) 1,583 Non-controlling interest Net Profit 1, (195) 15 (94) 1,596 Note: Assuming that the transaction to acquire interest in Plexy would have been financed with a RUB denominated short-term loan of RUB 5,000 million; the loan is assumed to carry an interest rate of 9.75% per annum Source: Mostotrest pro-forma IFRS financial statements 25

26 Mostotrest pro-forma IFRS financials Balance sheet (as of 30 June 2012) mln RUB MSTT - consolidated d PLEXY - statement t t of Adjustment t for financing i Adjustment t for Adjustment t for repayment Adjustment t for GROUP PROFORMA statement of financial financial position arrangement acquisition of PLEXY of loans to shareholders position and related parties by Plexy amortisation of intangible asset on concession agreement CONSOLIDATED STATEMENT OF FINANCIAL POSITION ASSETS Non-current assets Goodwill 2,404-2,404 Intangible assets Property, plant and equipment 16, , Trade and other receivables Investments in equity accounting investees 1, ,781 (1,482) (94) 7,736 Prepayments Deferred tax assets Other non-current assets Total non-current assets 22, ,781 (1,482) - (94) 28,290 Current assets Inventories 9,701-9,701 Income tax receivable Trade and other receivables 14,631-14,631 Amounts due from customers on construction contracts 14,593-14,593 Prepayments 21,892-21,892 Cash and cash equivalents 8,913 2,830 (2,781) (2,265) 6,698 Other current assets ,558 Total current assets 70,508 3,750 (2,781) - (2,265) - 69,213 Total assets 92,524 3,819 5,000 (1,482) (2,265) (94) 97,502 EQUITY AND LIABILITIES Equity Share capital (136) - (136) Additional paid in capital (6,169) (1,236) 1,236 (6,169) Reserve for available-for-sale financial assets (116) - (116) Reserve for acquisition of own shares Other reserves - (404) Retained earnings (12,616) (158) (15) 94 (12,388) Total equity attributable to equity holders of the Company (18,612) (1,528) 195 1,482 (15) 94 (18,384) Non-controlling interest (6) - (6) Total equity (18,618) (1,528) 195 1,482 (15) 94 (18,390) Non-current liabilities Loans and borrowings (1,838) (2,280) 2,280 (1,838) Trade and other payables (150) - (150) Deferred tax liabilities (1,014) - 49 (965) Total non-current liabilities (3,002) (2,280) 49-2,280 - (2,953) Current liabilities Loans and borrowings (6,734) - (5,244) (11,978) Non-controlling interest (978) - (978) Trade and other payables (16,459) (1) (16,460) Amounts due to customers on construction contracts (46,506) - (46,506) Other provisions (193) - (193) Income tax liabilities (34) (10) (44) Total current liabilities (70,904) (11) (5,244) (76,159) Total liabilities (73,906) (2,291) (5,195) - 2,280 - (79,112) Total equity and liabilities (92,524) (3,819) (5,000) 1,482 2, (97,502) Note: Assuming that the transaction to acquire interest in Plexy would have been financed with a RUB denominated short-term loan of RUB 5,000 million; the loan is assumed to carry an interest rate of 9.75% per annum Source: Mostotrest pro-forma IFRS financial statements 26

27 Photo g gallery y of the Project j Source: NWCC data 27

28 Photo g gallery y of the Project j Source: NWCC data 28