Post on 03-Apr-2015
Aker Drilling ASACompany PresentationOctober 2005
Slide 2
Important informationTHIS PRESENTATION AND ITS ENCLOSURES AND APPENDICES (HEREINAFTER JOINTLY REFERRED TO AS THE “PRESENTATION” HAS BEEN PREPARED BY AKER DRILLING ASA (”ADAS” OR THE ”COMPANY”) EXCLUSIVELY FOR INFORMATION PURPOSES. THIS PRESENTATION HAS NOT BEEN REVIEWED OR REGISTERED WITH ANY PUBLIC AUTHORITY OR STOCK EXCHANGE. RECIPIENTS OF THIS PRESENTATION MAY NOT REPRODUCE, REDISTRIBUTE OR PASS ON, IN WHOLE OR IN PART, THE PRESENTATION TO ANY OTHER PERSON.
THE DISTRIBUTION OF THIS PRESENTATION AND THE OFFERING, SUBSCRIPTION, PURCHASE OR SALE OF SECURITIES ISSUED BY THE COMPANY IN CERTAIN JURISDICTIONS IS RESTRICTED BY LAW. PERSONS INTO WHOSE POSSESSION THIS PRESENTATION MAY COME ARE REQUIRED BY THE COMPANY TO INFORM THEMSELVES ABOUT AND TO COMPLY WITH ALL APPLICABLE LAWS AND REGULATIONS IN FORCE IN ANY JURISDICTION IN OR FROM WHICH IT INVESTS OR RECEIVES OR POSSESSES THIS PRESENTATION AND MUST OBTAIN ANY CONSENT, APPROVAL OR PERMISSION REQUIRED UNDER THE LAWS AND REGULATIONS IN FORCE IN SUCH JURISDICTION, AND THE COMPANY SHALL NOT HAVE ANY RESPONSIBILITY OR LIABILITY FOR THESE OBLIGATIONS. IN PARTICULAR, NEITHER THIS PRESENTATION NOR ANY COPY OF IT MAY BE TAKEN OR TRANSMITTED OR DISTRIBUTED, DIRECTLY OR INDIRECTLY, INTO CANADA OR JAPAN.
THIS PRESENTATION DOES NOT CONSTITUTE AN OFFER TO SELL OR A SOLICITATION OF AN OFFER TO BUY ANY SECURITIES IN ANY JURISDICTION TO ANY PERSON TO WHOM IT IS UNLAWFUL TO MAKE SUCH AN OFFER OR SOLICITATION IN SUCH JURISDICTION.
IN RELATION TO THE UNITED STATES AND U.S. PERSONS, THIS PRESENTATION IS STRICTLY CONFIDENTIAL AND IS BEING FURNISHED SOLELY IN RELIANCE ON APPLICABLE EXEMPTIONS FROM THE REGISTRATION REQIUREMENTS UNDER THE U.S. SECURITIES ACT OF 1933, AS AMENDED. THE SHARES OF ADAS HAVE NOT AND WILL NOT BE REGISTERED UNDER THE U.S. SECURITIES ACT OR ANY STATE SECURITIES LAWS, AND MAY NOT BE OFFERED OR SOLD WITHIN THE UNITED STATES, OR TO OR FOR THE ACCOUNT OR BENEFIT OF U.S. PERSONS, UNLESS AN EXEMPTION FROM THE REGISTRATION REQUIREMENTS OF THE U.S. SECURITIES ACT IS AVAILABLE. ACCORDINGLY, ANY OFFER OR SALE OF SHARES IN ADAS WILL ONLY BE OFFERED OR SOLD (I) WITHIN THE UNITED STATES, OR TO OR FOR THE ACCOUNT OR BENEFIT OF U.S. PERSONS, ONLY TO QUALIFIED INSTITUTIONAL BUYERS (”QIBs”) IN PRIVATE PLACEMENT TRANSACTIONS NOT INVOLVING A PUBLIC OFFERING AND (II) OUTSIDE THE UNITED STATES IN OFFSHORE TRANSACTIONS IN ACCORDANCE WITH REGULATION S. ANY PURCHASER OF SHARES IN THE UNITED STATES, OR TO OR FOR THE ACCOUNT OF U.S. PERSONS, WILL BE DEEMED TO HAVE MADE CERTAIN REPRESENTATIONS AND ACKNOWLEDGEMENTS, INCLUDING WITHOUT LIMITATION THAT THE PURCHASER IS A QIB.
NONE OF THE COMPANY’S SHARES HAS BEEN OR WILL BE QUALIFIED FOR SALE UNDER THE SECURITIES LAWS OF ANY PROVINCE OR TERRITORY OF CANADA. THE COMPANY’S SHARES ARE NOT BEING OFFERED AND MAY NOT BE OFFERED OR SOLD, DIRECTLY OR INDIRECTLY, IN CANADA OR TO OR FOR THE ACCOUNT OF ANY RESIDENT OF CANADA IN CONTRAVENTION OF THE SECURITIES LAWS OF ANY PROVINCE OR TERRITORY THEREOF.
Slide 3
Important informationTHIS PRESENTATION AND ITS CONTENTS ARE CONFIDENTIAL AND ITS DISTRIBUTION (WHICH TERM SHALL INCLUDE ANY FORM OF COMMUNICATION) ISRESTRICTED UNDER ENGLISH LAW PURSUANT TO SECTION 21 (RESTRICTIONS ON FINANCIAL PROMOTION) OF THE FINANCIAL SERVICES AND MARKETS ACT 2000 (AS AMENDED). IN RELATION TO THE UNITED KINGDOM, THIS PRESENTATION IS ONLY DIRECTED AT, AND MAY ONLY BE DISTRIBUTED TO, PERSONS WHO FALL WITHIN THE MEANING OF ARTICLE 19 (INVESTMENT PROFESSIONALS) AND 49 (HIGH NET WORTH COMPANIES, UNINCORPORATED ASSOCIATIONS, ETC.) OF THE FINANCIAL SERVICES AND MARKETS ACT 2000 (FINANCIAL PROMOTION) ORDER 2001 (AS AMENDED) OR WHO ARE PERSONS TO WHOM THE DOCUMENT MAY OTHERWISE LAWFULLY BE DISTRIBUTED. THIS PRESENTATION MAY ONLY BE DISTRIBUTED IN CIRCUMSTANCES WHICH DO NOT RESULT IN AN OFFER TO THE PUBLIC IN THE UNITED KINGDOM WITHIN THE MEANING OF THE PUBLIC OFFERS OF SECURITIES REGULATIONS 1995 (AS AMENDED).
THE CONTENTS OF THIS PRESENTATION ARE NOT TO BE CONSTRUED AS LEGAL, BUSINESS, INVESTMENT OR TAX ADVICE. EACH RECIPIENT SHOULD CONSULT WITH ITS OWN LEGAL, BUSINESS, INVESTMENT AND TAX ADVISER AS TO LEGAL, BUSINESS, INVESTMENT AND TAX ADVICE.
THERE MAY HAVE BEEN CHANGES IN MATTERS WICH AFFECT THE COMPANY SUBSEQUENT TO THE DATE OF THIS PRESENTATION. NEITHER THE ISSUE NOR DELIVERY OF THIS PRESENTATION SHALL UNDER ANY CIRCUMSTANCE CREATE ANY IMPLICATION THAT THE INFORMATION CONTAINED HEREIN IS CORRECT AS OF ANY TIME SUBSEQUENT TO THE DATE HEREOF OR THAT THE AFFAIRS OF THE COMPANY HAVE NOT SINCE CHANGED, AND THE COMPANY DOES NOT INTEND, AND DOES NOT ASSUME ANY OBLIGATION, TO UPDATE OR CORRECT ANY INFORMATION INCLUDED IN THIS PRESENTATION.
THIS PRESENTATION INCLUDES AND IS BASED ON, AMONG OTHER THINGS, FORWARD-LOOKING INFORMATION AND STATEMENTS. SUCH FORWARD-LOOKING INFORMATION AND STATEMENTS ARE BASED ON THE CURRENT EXPECTATIONS, ESTIMATES AND PROJECTIONS OF ADAS OR ASSUMPTIONS BASED ON INFORMATION AVAILABLE TO THE COMPANY. SUCH FORWARD-LOOKING INFORMATION AND STATEMENTS REFLECT CURRENT VIEWS WITH RESPECT TO FUTURE EVENTS AND ARE SUBJECT TO RISKS, UNCERTAINTIES AND ASSUMPTIONS. ADAS CANNOT GIVE ANY ASSURANCE AS TO THE CORRECTNESS OF SUCH INFORMATION AND STATEMENTS.
AN INVESTMENT IN THE COMPANY INVOLVES RISK, AND SEVERAL FACTORS COULD CAUSE THE ACTUAL RESULTS, PERFORMANCE OR ACHIEVEMENTS OF THE COMPANY TO BE MATERIALLY DIFFERENT FROM ANY FUTURE RESULTS, PERFORMANCE OR ACHIEVEMENTS THAT MAY BE EXPRESSED OR IMPLIED BY STATEMENTS AND INFORMATION IN THIS PRESENTATION, INCLUDING, AMONG OTHERS, RISKS OR UNCERTAINTIES ASSOCIATED WITH THE COMPANY’S PRODUCTS, SEGMENTS, DEVELOPMENT, GROWTH MANAGEMENT, FINANCING, MARKET ACCEPTANCE AND RELATIONS WITH CUSTOMERS, AND, MORE GENERALLY, GENERAL ECONOMIC AND BUSINESS CONDITIONS, CHANGES IN DOMESTIC AND FOREIGN LAWS AND REGULATIONS (INCLUDING WITHOUT LIMITATION THE US COASTWISE LAWS), TAXES, CHANGES IN COMPETITION AND PRICING ENVIRONMENTS, FLUCTUATIONS IN CURRENCY EXCHANGE RATES AND INTEREST RATES AND OTHER FACTORS. SHOULD ONE OR MORE OF THESE RISKS OR UNCERTAINTIES MATERIALISE, OR SHOULD UNDERLYING ASSUMPTIONS PROVE INCORRECT, ACTUAL RESULTS MAY VARY MATERIALLY FROM THOSE DESCRIBED IN THIS DOCUMENT. THE COMPANY DOES NOT INTEND, AND DOES NOT ASSUME ANY OBLIGATION, TO UPDATE OR CORRECT THE INFORMATION INCLUDED IN THIS PRESENTATION.
FINAL AGREEMENTS ON PROJECT FINANCING ARE NOT YET IN PLACE AND THE EFFECTIVENESS AND LEGAL ENFORCEABILITY OF THE EPC CONTRACTS FOR THE AKER H 6 SEMI-SUBMERSIBLE DRILLING RIGS IS SUBJECT TO CERTAIN CONDITIONS BEING MET WITHIN 21 OCTOBER 2005. THE COMPANY MAY AT ITS OWN DISCRETION WITHDRAW THE CONVERTIBLE BOND OFFERING AND/OR THE EQUITY OFFERING DESCRIBED IN THIS PRESENTATION AT ANY TIME AND MAY DECIDE TO REFRAIN FROM MAKING THE RELEVANT CORPORATE DECISIONS TO APPROVE THE OFFERINGS AND THE RELEVANT AGREEMENTS NECESSARY FOR COMPLETING THE TRANSACTIONS ON WHICH THE OFFERINGS ARE BASED.
THIS PRESENTATION IS SUBJECT TO NORWEGIAN LAW, AND ANY DISPUTE ARISING IN RESPECT OF THIS PRESENTATION IS SUBJECT TO THE EXCLUSIVE JURISDICTION OF THE NORWEGIAN COURTS.
Slide 4
Contents
Introduction
Market outlook
Aker H-6e Semi Submersibles
Aker Drilling set-up and funding
Closing remarks
Slide 5
Aker H6e - the world’s largest drilling rig
Zero discharge to sea
Full winterization
Ultra deep water
Largest air gap
Largest deck area
Dual RamRig
Slide 6
Aker Drilling ASA
Project initiated by Aker ASA spring 2005
Building 2+2 harsh environment, ultra deepwater semi submersible drilling rigs
Turnkey contract with Aker Kværner
Construction cost per rig of NOK 3.8bn (USD 600m)
Ready to drill Feb and Oct 2008
Convertible bond offering of NOK 800m
Equity offering of NOK 2, 500m
Fully funded through to delivery
Aker will be a major shareholder
Slide 7
Aker ASA- Refinanced and refocused
Aker ASA
TRG Holding AS Public
67.8% 32.2%
Aker Maritime Finance AS
(incl Kværner)
Aker American Shipping
ASA
AkerSeafoods
ASA
AkerYards ASA
AkerKværner
ASA
AkerCapital
AkerMaterialHandling
Listed Listed Listed Listed
Listed
50.01% 55.6% 66.7% 53.2% 100% 100% 100%
Gaining industrial momentum
Slide 8
Aker has delivered substantial value creationShareholder return Aker Yards Convertible
KVI +392%
AKY +259%
AKVER +197 %AKER +210 %
0
100
200
300
400
500
01.01.04 01.07.04 01.01.05 01.07.05
Oslo BMI +92 %
0
100
200
300
400
500
08.07.04 08.01.05 08.07.05
Index to issue priceIndex to listing
Note: Including accumulated coupon payments
AKY-C + 183%
AKS (from 13/5/05) 28,90 39,00 34% 31%AKASA (from 11/7/05) 66,00 75,00 14% 10%
Listing price 28/09 Increase OSE
Aker Seafood & Aker American Sh.
Slide 9
Aker responding to rig shortage
Constructing the two most advanced harsh and ultra deepwater floaters ever built
Building on the success of the Aker rig design, Aker Kværner is setting the new industry standard for the next ultra harsh environmentallyfriendly drilling rig
Aker Kværner’s attractive yard slots with 2 rigs ready-to-drill Feb & Oct2008. Options with delivery Jun 2009 and Feb 2010
Aker Kværner has unique experience and track record in designing, constructing and execution of complex offshore installations
Aker Drilling will maximize shareholder values as an independent drilling company and take part of industry consolidation
Aker DrillingInvestment themes
RIG SHORTAGE
THE NEW STANDARD
EARLY DELIVERY
EXECUTION
OPPORTUNISTIC STRATEGY
Slide 10
Transaction summary
Private placement Listing
• Fully fund Aker Drilling during construction phase for its initial two semis
• Offering size:Convertible bond: NOK 800m
Equity: NOK 2,500m
• Equity valuationPre-offering NOK 476-930m
Post offering NOK 2,976 – 3,430m
Implicit ready-to-drill rig price USD 640-675m
• Timetable:Subscription period 5. Oct to 14. Oct 2005
Allocation 14. Oct 2005
Payment 20. Oct 2005 (DVP)
OTC-listing prior to public listingOn or about the allocation date
Public listing on Oslo Stock Exchange expected Dec 2005
Targeting approval by Oslo Stock Exchange at 16. Dec 2005 board meeting
Listing of convertible bond
Slide 11
Contents
Introduction
Market outlook
Aker H-6e Semi Submersibles
Aker Drilling set-up and funding
Closing remarks
Slide 12
Growing high-end rig supply shortage
Deepwater1 and harsh environment drilling
111
155
111090
0
20
40
60
80
100
120
140
160
180
Currentsupply
On order Potentialyard
capacity
Totalsupply2010
Demand2010E
# rigs
+40-50 units
Current world deepwater and harsh weather rig fleet at 100% utilization
Potential supply expansion from 90 to 111 rigs by 2010E
Demand to reach >150 rigs, but constrained by rig supply
Supply deficit estimated at 40-50 units by 2010
1) Deepwater: >4,000ft of water depthSource: Pareto
Slide 13
Deepwater and Harsh key to offshore oil & gas
West Africa
Brazil
North Atlantic
East Canada / Greenland Sakhalin
GoM
Deepwater offshore areas
Barents Sea
Australia
New harsh offshore areas
Slide 14
Deepwater offshore output to triple by 2010
Deepwater oil and gas production Deepwater representing main areas of new offshore exploration efforts
Deepwater representing main areas for offshore production growth
A tripling of deepwater oil & gas production projected by 2010E
Deepwater share of offshore oil & gas production from 9% to 21% by 2010E
Mbpd
1,9
3,4
6,6
10,6
0
2
4
6
8
10
12
2000 2004 2007E 2010E
x3.1
9% 21%% of total offshore
*) Deepwater: >3,000ft of water (>1,500ft if harsh environment)Source:CERA (July 2005), IFP
Slide 15
Harsh environment critical part of long term supplyWorld Oil Production 2005
84 million bbls/day
Onshore68 %
Harsh offshore
7 %
Deepwater5 %
Benign offshore
20 %
Represents approximately 7% of current global supply (~6 mill bbls/day)
Huge natural gas/LNG reserve base
New frontier acreage
Main areas include:Arctic regionNCSCanadaAtlantic marginGreenland
New areas considered as harsh environment
Gulf of MexicoAustralia
Source: Pareto, DTI, NPD, American Association of Petroleum Geologists, EIA, Douglas Westwood
Slide 16
Arctic: The next frontierArctic areas Examples of undiscovered reserves
Norway / Barents Sea
41% of wells drilled has proven oil & gas reserves
More than 300 exploration and development wells could be drilled in the coming 15 – 30 years
Russia – (Shtokman + Kara Sea)
Limited past activity with approx. 50-55 wells drilled
More than 2,700 exploration and development wells could be drilled in the coming 15 – 30 years
Requires 15 rigs drilling for 30 years8,2
20
46
0
5
10
15
20
25
30
35
40
45
50
Barents Sea(Nor)
Barents Sea(Shtokman)
Kara Sea
Bn boe
Arctic estimated to hold 75bn boe or 25% of global undiscovered reserves
Source: NPD, Statoil, Fritjof Nansens Institute and Enskilda Securities
Slide 17
Example: Huge remaining potential on NCS
Source: Statoil
Harsh/Artic
11
12
7
NCS oil and gas reserves
Bn boe
Further exploration and development require harsh and deepwater semi submersibles
30
25
25
0
10
20
30
40
50
60
70
80
90
Produced Discovered Undiscovered
Source: Statoil
Slide 18
NCS oil & gas supply limited by rig fleet
0
20
40
1999 2000 2001 2002 2003 2004 2005
# exploration wells in Norway
Current activity limited by rig availability
32 wells planned in 2005 but only 20 to be drilled
New NCS players + increased acreage to boost rig demand
450-600 wells needed to discover 150 small fieldsLicenses awarded to new entrants in Norway
Source: Norwegian Petroleum Directorate
0
10
20
30
40
50
1999 2000 2001 2002 2003 2004
Slide 19
No 5G or 6G rigs available before AD131.12.04 31.12.05 31.12.06 31.12.07 31.12.08 31.12.09 31.12.10
Henry Goodrich
Paul B. Loyd, Jr.
Transocean Leader
Bideford Dolphin
Scarabeo 5
Eirik Raude
West E-Drill
Stena Drill Max
SeaDrill Daewoo1
West Navigator
Leiv Eiriksson
Polar Pioneer
Belford Dolphin
Borgland Dolphin
Transocean Arctic
West Venture
4G
4G
4G
4G
5G
5G
5G
4G
4G
5G
6G
6G
AD2 Opt 1
Under construction
Under construction
Overview harsh environment* rig fleet
Opt 2
5G
Under construction 6G
4G
4G
AD1Source: Drilling companies, ODS Petrodata, Pareto
*) Definition: Harsh Environment 4G, 5G and 6G fleet defined as capable of working on Norwegian Continental Shelf
Slide 20
Lack of yard capacity limits fleet expansionTotal potential Of which
Est Ultra Deepwater Floater Supply 2007 2008 2009 by end-2009 harshOn order (excl conversions) 1 7 2 10 3Est. available slots 0 3 8 11 7Potential max new supply 1 10 10 21 10
10 floater newbuilds on order1x Eastern Drilling semi, 2x Maersk semis, 3x Seadrill semis, 1x Stena drillship, 1x PetroMena semi, 1x Ensco semi, 1x Mosvold drillshipWorld order book representing 5% of total floater fleet of 197 units to be delivered next 4 years
Of which only 3 harsh environment rigs on orderWest E-Drill (Eastern Drilling)Stena Drill Max (Stena drillship)SeaDrill Daewoo GVA 7,500 semi
Limited supply by end - 2009Estimated yard capacity for additional approx. 11 ultra deepwater floaters (benign or harsh)Of which estimated 7 potential harsh environment rigsAker Drilling controlling 3 out of 7 identified harsh environment slots
EST AVAILABLE ULTRA DEEPWATER CAPACITY2006-2009Samsung 3
AkerKvaerner 3
Daewoo 3
Jurong 1
KFELS 1
TOTAL 11
Source: Pareto
Slide 21
Contents
Introduction
Market outlook
Aker H-6e Semi Submersibles
Aker Drilling set-up and funding
Closing remarks
Slide 22
Aker H-6e ultra deep, harsh rig history
Combining unmatched design experience and latest technology
2005Aker H-6 2005Aker H-6eAker H-3&3.2
1974-1983
Aker H-4.3
Aker H-4.2 1986
Aker H-3 pioneered the floater market in the 1970’s
37 units – most still in operationAker H-3 represent >50% of current 2nd generation fleet
Aker H-6e design is based on 30 years of experience with latest technology embedded
Slide 23
Substantial efforts made to create Aker DrillingConcept, engineering and design
Combined forces of Aker Kværner, Aker & Aker Yards used to develop Aker H-6eEngineeringConcept and designDialogue with drilling operators
Built-in own experience from construction of production rigs
Rig design owned by Aker Kværner
Aker Drilling establishmentProject management and initiation in 2005
Active in selection of equipment packages, technology and material
Participation in vendor negotiations
Slide 24
Superior harsh environment capabilities
•Huge air gap of 18.5 meters•Wave heights up to 36 meters•Fully winterized
Slide 25
Top-of-class efficiency
• Industry’s largest deck area
•Dual RamRig
•20-40 % efficiency gain•Flexible accommodation
Slide 26
Aker H-6e – the new industry standard
The largest semi sub drilling rig ever constructed
Exceeding size and specifications of existing high-end rigs incl. current order book
Setting the industry standard for future harsh environment/new frontier drilling
Able to work in all floater markets
7,700mtVariable Deck load90x70m (6,300m2)Deck area
YesHarsh & winterized56,900 tonnesDisplacement
18.5mAir gapYesZero discharge to sea
Feb 2008Oct 2008
Ready-to-drill
140 (160)Accommodation
750mRiser stacks1,000tHook load
10,000 ft Water depth
Aker H-6eRIG DESIGN
Slide 27
Capabilities of world 5G & 6G rig fleet
39
1612
5
0
5
10
15
20
25
30
35
40
45
Ultra deep &/or Dual Drilling &/or Harsh env. &/or Winterized
Aker H-6e
No of units
Aker H-6e designed and equipped for all markets
Only three other rigs have similar capabilitiesSource: Pareto & Enskilda
Slide 28
Norwegian Offshore Technology at the forefrontSubsea-to-shoreInnovative floating production6G Drilling rigs
Sevan SSP Snøhvit Ormen LangeAker H.6e
State-of-the-art subsea vessels Electromagnetic seismic
EMGSNormand Progress & Pioneer
Slide 29
Aker Kværner with proven project executionKristin production semi
Proven execution model for large and complex projects, relevant references includes:
Kristin semi for Statoil (2005)Snorre B semi for Norsk Hydro (2001) Njord semi for Norsk Hydro (1997)
Long established and close relations between Norwegian engineering and fabrication capacity
Unique network of suppliers to Aker Kværner and Aker Yards
Ultra high temperature & high pressure(HTHP) field
Delivered March 2005
Client: Statoil
Aker Kværner Stord
Delivered on time and budget
Slide 30
Contents
Introduction
Market outlook
Aker H-6 Semi Submersibles
Aker Drilling set-up and funding
Closing remarks
Slide 31
Company structureCompany set-up Corporate structure
Independent AD Board of Directors
2 from Aker, 1 external– Leif Arne Langøy – Chairman– Martinus Brandal– Ole Melberg
To be elected following private placement
AD to employ key team
CEO: Martinus Brandal
CFO: Bengt Rem
In-house or external (through mgmt contract) supervision of construction process
Drilling operator to be established prior to rig delivery
Contract CoBeta AS
Contract CoAlfa AS
AKER DRILLING
ASA
100% 100%In kind contribution
AKER
16-27%
73-84%
New investors
100% 100%
Contract CoAlfa AS
Contract CoBeta AS
1 firm + 1 option
1 firm + 1 option
Slide 32
Aker Drilling sponsors and management
Kjell IngeRøkke
Founding Father
Leif-Arne LangøyChairman
Martinus BrandalCEO, Board Member
Bengt A RemCFO
Ole MelbergBoard Member
Holds the position as managing partner in Energy Ventures ASNorwegian School of Economics and Business Administration in Bergen and INSEAD. More than 30 years of industry experience, inter alia as CEO of Smedvig ASA until 1998. Mr Melberg is a Norwegian citizen
EVP Aker ASA in charge of operations, strategy and business development Bachelor of Science in Electrical EngineeringFrom 1985 to 2004, Mr Brandal held various management positions in the ABB Group, inter alia as Group Senior Vice President Mr Brandal is a Norwegian citizen
President & CEO of Aker ASAMBA from Norwegian School of EconomicsPreviously served as President & CEO of Aker Kværner Yards, and as Managing Director for Aker Brattvaag Mr Langøy is a Norwegian citizen
Entrepreneur and industrialist Main shareholder and Chairman in Aker ASA Has been a driving force in the development of Aker since the 1990s. Mr. Røkke launched his business career with the purchase of a 69-foot trawler in the United States in 1982 gradually building a leading worldwide whitefish fisheries business Kjell Inge Røkke is a Norwegian citizen.
CFO Aker ASAState authorized accountant and a Master of Business and Economics from the Norwegian School of ManagementMr. Rem joined the Aker RGI Group in 1995Mr. Rem has also worked with Arthur Andersen & Co. and Oslo Børs.Mr Rem is a Norwegian citizen
Slide 33
Construction contract and delivery overview
H1 2010H2 2005 H1 2006 H2 2006 H1 2007 H2 2007 H1 2008 H2 2008 H1 2009 H2 2009
38% payment 62% paymentReady-to-drill February 2008AD 1
38% payment 62% payment Ready-to-drill October 2008
AD 2
38% payment 62% paymentReady-to-drill
June 2009Option
exercise June 2006
AD 3
38% payment 62% paymentOption
exercise June 2006
Ready-to-drill February 2010
AD 4
Option rigs at same price (with escalation clauses)
Slide 34
Aker Drilling funding requirement *Project cost
1,207
28
226
1,179Total
589589Sum turnkey contract
1111Financial and legal fees33Pre delivery opex
1414Sum other project costs
603603Total ready-to drill project costs
AD 2AD 1USDm
59%59%59%- In % of financing required
729365365Senior bank debt 1)
1,237618618Total project financing 2)
Financing plan*
10%
123
31%
384
Total
31%31%- In % of financing required
192192Equity
10%10%- In % of financing required
6262Convertible bond
AD 2AD 1USDm
1) Term sheet from commercial bank received2) Total financing includes USD 30m in cash at delivery
* Contract price in NOK. USD figures based on a conversion ratio of NOK/USD 6.50
Slide 35
Subordinated convertible bond
Issuer: Aker Drilling ASA
Loan amount: NOK 800m
Coupon: 9.5% p.a. Semiannually interest payments.
Interest will commence to accrue 2.5 years after settlement
Settlement date: Expected 20. Oct 2005 (same as for equity offering)
Maturity: 5 years after Settlement date
Conversion price: 25% premium to the share price of the equity offering
Bondholder representative: Norsk Tillitsmann ASA
Slide 36
Earnings capacity at different day rates
Assumptions
Key figures based on mid-range post offering equity value USD 493m (NOK 3,205m)
Earnings potential illustrated based on two units
Based on proforma balance sheet at delivery
Ignoring cash flow on AD1 until delivery of AD2
Assuming 10% tax rate
Excluding value of two rig options
$400,000 $500,000 $600,000Utilization 95 % 95 % 95 %Opex per day (USD) 130,000 130,000 130,000
Revenues 277 347 416Opex incl. G&A 97 97 97EBITDA 181 250 319EBIT 141 211 280Net result 77 145 208
MultiplesEV/EBITDA 7.3x 5.3x 4.1xP/E 6.4x 3.4x 2.4x
Return on capitalROCE pretax 10.7 % 16.0 % 21.3 %ROE 15.7 % 29.4 % 42.1 %
Day rate scenariosUSDm
USD figures based on a conversion ratio of NOK/USD 6.50
Slide 37
Contents
Introduction
Market outlook
Aker H-6e Semi Submersibles
Aker Drilling set-up and funding
Closing remarks
Slide 38
Aker responding to rig shortage
Constructing the two most advanced harsh and ultra deepwater floaters ever built
Building on the success of the Aker rig design, Aker Kværner is setting the new industry standard for the next ultra harsh environmentallyfriendly drilling rig
Aker Kværner’s attractive yard slots with 2 rigs ready-to-drill Feb & Oct2008. Options with delivery Jun 2009 and Feb 2010
Aker Kværner has unique experience and track record in designing, constructing and execution of complex offshore installations
Aker Drilling will maximize shareholder values as an independent drilling company and take part of industry consolidation
Aker DrillingInvestment themes
RIG SHORTAGE
THE NEW STANDARD
EARLY DELIVERY
EXECUTION
OPPORTUNISTIC STRATEGY
Slide 39
Transaction summary
Private placement Listing
• Fully fund Aker Drilling during construction phase for its initial two semis
• Offering size:Convertible bond: NOK 800m
Equity: NOK 2,500m
• Equity valuationPre-offering NOK 476-930m
Post offering NOK 2,976 – 3,430m
Implicit ready-to-drill rig price USD 640-675m
• Timetable:Subscription period 5. Oct to 14. Oct 2005
Allocation 14. Oct 2005
Payment 20. Oct 2005 (DVP)
OTC-listing prior to public listingOn or about the allocation date
Public listing on Oslo Stock Exchange expected Dec 2005
Targeting approval by Oslo Stock Exchange at 16. Dec 2005 board meeting
Listing of convertible bond