Risk assessment and management for investments in the energy and mining sectors in Africa

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Risk assessment and management for investments in the energy and mining sectors in Africa Juliette Fortin, FTI Consulting 22 September 2017 Presented To:

Africa s main energy resources are oil, natural gas, and coal In 2015, Africa s share of global energy production comprised 9% of oil, 6% of natural gas, and 4% of coal production. [1] The majority of Africa s proven oil reserves are located in North Africa (50%) and West Africa (29%), and its proven natural gas reserves are located in North Africa (40%) and West Africa (22%). [2] 2014 African energy production countries classified by annual production amount [3] Crude oil producers Natural gas producers Coal producers 18% 60% 6% 30% 27% 22% 2% 3% 94% Largest producers All other producers Smallest producers 1. Source: BP 2017 Outlook data tables, downloaded 19 Sep 2017. 2. Source: IEA, Africa Energy Outlook 2014, page: 52-53. 3. Crude oil includes lease condensate. Source: U.S. EIA data, downloaded 19 Sep 2017. 2

A significant amount of worldwide mining resources originate from Africa Cobalt Diamond Manganese Chromite 63% 55% 46% 41% Gold Phosphate Uranium Iron ore 19% 17% 17% 4% Data as of 2013 Source: USGS Minerals Yearbook, August 2016, downloaded 19 Sep 2017. Largest producer(s) Second largest producer(s) Third largest producer(s) 3

Trends in the African energy and mining industries Energy industry [1] Declining commodities prices have shifted focus towards cutting costs Industry s primary focus until 2020 is optimisation and operational excellence Exploration capex decreased 38% from 2014 to 2015 The potential impact of alternative energy still unknown Untapped African energy resources will continue to incentivize energy investment Mining industry [2] Demand is expected to continue rising but exploration activity is down, possibly due to infrastructure issues African mining exploration spend 2015 top-20 discoveries in oil and gas by size of reserves Investors are still interested in the large amounts of untapped African mining resources USD 18 billion is currently invested in about 30 projects across 9 different types of metals and minerals 1. Source: PWC, 2016 Oil & Gas Review, page: 13, 17, 19, and 21. 2. Economic Commission for Africa, Minerals and Africa's Development, page 21 and 29; and Deloitte, State of Mining in Africa, 2015, page: 7. 4

Foreign investment is one of the main sources of funding for energy and mining in Africa Energy industry [1] Supported by direct investments from foreign commodities firms, such as Glencore, Total, and BHP China s foreign direct investment to the industry is steadily rising Nearly USD 10 billion came from China into sub-saharan energy from 2005 2011 Contribution to oil & gas FDI in Africa by region Mining industry [2] Equity markets have become the main source of finance in recent years Asian and emerging stock markets are expected to capture an increasing share of this activity Nearly USD 130 billion was raised by miners through stock exchange funding in 2009 2011 Stock exchange funding of the 29 African mining projects currently in development 17% 22% 29% 1. Source: FTI analysis; IEA, Africa Energy Outlook, 2014, page: 24; and PWC 2016 Oil & Gas Review, page 20. 2. Source: Economic Commission for Africa, Minerals and Africa's Development, page 33; Deloitte, State of Mining in Africa, 2015, page: 9; and PWC, Executing a successful listing Markets for miners, Feb 2012, page: 3 5

Least to greatest threats to the African energy industry Low commodity prices and regulatory uncertainty are the biggest risks for the African energy industry in the near future An industry survey conducted by PwC found that oil & gas industry respondents view of the greatest upcoming risks to the energy industry in the near future have changed over the last 3 years. Source: PWC, Oil & Gas Review 2016, page: 11. 6

Slow infrastructure development and regulatory inefficiency are the great issues for the mining industry in Africa Regulatory: includes ineffectiveness of regulatory regimes and a lack of policies to mitigate rent-seeking and corruption Infrastructure: well-developed infrastructure can raise economic reliability and lower costs for mining operations, but the focus is currently on energy & power projects African infrastructure projects from 2003 2030 Source: Deloitte, State of Mining in Africa, 2015, page: 9. 7

Strategic communication and intelligence is a key tool in mitigating regulatory, compliance and dispute risks Risks exist in emerging markets, particularly when entering a market, exiting a market, and negotiating contracts [1] Fast-changing regulations according to government s current agenda Increased compliance burden Risks associated with public private contracts, due to complexity of process and size of financial interests Further risk when dealing with a business or industry with no track record (eg. Renewables) Higher risk of error, fraud and corruption when there is a lack of central oversight, which risks complicating negotiations and transaction prices Expropriation risks are particularly high in these markets These problems can be mitigated with sufficient market and strategic intelligence Mapping risks, such as power-mapping, can be helpful Understanding all the issues at stake prior to and during a dispute is strategic Case Study from FTI Consulting FTI Consulting demonstrated the value of power-mapping and investigative skills when it was hired by some government body to perform a forensic audit at an entity, to unravel the extent of fraud, determine the perpetrators, and advise on the next course of auction. 1. Source: Standard Chartered, Managing risk in Emerging Markets, 2016, page: 7; and OECD, Preventing corruption in public procurement, page: 6. 8

Out of 44 ICSID disputes in African energy and mining since 1978, there are four most commonly occurring underlying causes Underlying cause Claimant Respondent Industry Registered Maritime Int l Nominees Guinea Mineral transportation 1984 I. Breach of contract SIREM Burkina Faso Mining 1997 Joy Mining Machinery Egypt Mining 2003 RSM Production Corp CAR Petroleum exploration and production 2007 Ampal-American Israel Egypt Natural gas export 2012 Lundin Tunisia Tunisia Oil exploration and production 2013 AGIP Congo Oil products distribution 1978 Ilunga Jean Mukendi et. al. DR Congo Mining 2003 II. Illegal seizure Shell Nigeria Ultra Deep Nigeria Hydrocarbons exploration 2007 Carnegie Minerals Gambia Mining 2009 Sudapet Company South Sudan Hydrocarbons exploration 2012 Interocean Oil Development Nigeria Oil exploration and production 2013 III. Licensing / titles AngloGold Ashanti Ghana Mining 2016 Ridgepointe Overseas DR Congo Mining 2000 Daniela Contri et. Al. South Africa Quarrying and trading 2007 9

Out of 44 ICSID disputes in African energy and mining since 1978, there are four most commonly occurring underlying causes Underlying cause Claimant Respondent Industry Registered Diamond Fields Liberia Liberia Mining 2011 III. Licensing / titles (cont d) RSM Production Company Cameroon Hydrocarbons exploration 2013 African Petroleum Gambia Gambia Petroleum exploration and production 2014 BSG Resources Guinea Mining 2014 Bumi Mauritania Mauritania Mining 2014 Cortec (Pty) Limited Kenya Mining 2015 Alain Goetz et. al. Burundi Mining 1995 Mærsk Olie et. al. Algeria Hydrocarbons exploration 2009 IV. Tax Lundin Tunisia Tunisia Oil exploration and production 2012 Tullow Uganda Operations Uganda Petroleum exploration and production 2012 Société des Mines de Loulo Mali Mining 2013 Tullow Uganda Uganda Natural gas liquefaction 2013 Total E&P Uganda Uganda Oil exploration and production 2015 Miscellaneous Guadalupe Gas Products Nigeria Natural gas liquefaction 1978 National Oil Corp Libyan Sun Oil Oil exploration and production 1985 10

Out of 44 ICSID disputes in African energy and mining since 1978, there are four most commonly occurring underlying causes Underlying cause Claimant Respondent Industry Registered Alain Goetz et. al. Burundi Mining 2001 Miscellaneous Compagnie Minière et. al. DR Congo Mining 2010 National Gas SAE Egypt Gas pipelines construction 2011 Unión Fenosa Gas Egypt Natural gas liquefaction 2014 SA Interpétrol Burundi Burundi Petroleum products supply 2014 Société Kufpec Congo Petroleum exploration and production 1997 Banro American et. al. DR Congo Mining 1998 Société Mines d'or de Sadiola Mali Mining 2001 Insufficient information TG World Petroleum Niger Oil exploration and production 2003 Russell Resources Congo DR Congo Mining 2004 RSM Production Corp Cameroon Hydrocarbons exploration 2011 Hess Equatorial Guinea et. al. Eq. Guinea Hydrocarbons exploration 2012 Equatorial Guinea CMS Energy Oil and gas enterprise 2012 BSG Resources et. al. Guinea Mining 2015 11

Key issues in quantum aspects for energy and mining cases Energy industry Sources may differ on projected prices Capex projections, which may include the future investments required to close the facility Cost structure The discount rate to be determined can be hard to estimate, and should reflect inter alia: Country risk Capital structure Rates applied to similar comparables Mining industry Key inputs to the mining industry are similar to the ones of the energy industry Price must take into account: The source to use for projection of prices The purity of the metal Transport The volume of metal that is expected to be extracted The determination of the stage of development of the mine is often key in the debate as it influences the valuation methodology to be used Valuation DCF Market comparables Costs Exploration No Yes Yes Pre-development Some cases Yes Some cases Development Yes Yes No Production Yes Yes No Source: Code VALMIN 2015; ICMVaL Standards and Guidelines 12

Experts with Impact Juliette Fortin Managing Director, Economic and Financial Consulting 22, place de la Madeleine 75008 Paris France +33 1 53 05 36 02 T +33 6 11 15 20 54 M juliette.fortin@fticonsulting.com Copyright 2016. All rights reserved. 13