Teekay Tankers Ltd. · NYSE:TNK

Teekay Tankers — Merger or Acquisition (June 2017)

14 slides from Teekay Tankers's merger presentation, Jun 1, 2017

  1. Slide 1: Proposed Merger of TNK and TIL

    PROPOSED MERGER OF TNK AND TIL June 1, 2017 (Revised)

  2. Slide 2: Forward Looking Statements

    Forward Looking Statements This presentation contains forward-looking statements (as defined in Section 21E of the Securities Exchange Act of 1934, as amended) which reflect management’s current views with respect to certain future events and performance, including statements regarding: the timing a

  3. Slide 3: Strategic Transactions

    Strategic Transactions Creates Largest Publicly-Listed Mid- Sized Tanker Company • Agreed to a merger with Tanker 20 Suezmax 16 Aframax1 10 Suezmax 6 Aframax Investments Ltd. (TIL), adding 18 7 LR2 2 LR2 modern mid-sized vessels to the fleet 1 VLCC Combined 62 vessels Completes Evolution into Full S

  4. Slide 4: Merger Highlights

    Merger Highlights • Accretive to earnings per share • Increases asset base to $2.4 billion1 • Strengthens balance sheet and liquidity position • Reduces average fleet age by 1 year • Reduces cash breakeven2 by ~$1,000 per day • Seamless integration of two homogenous fleets 4 (1) Preliminary pro-form

  5. Slide 5: Establishing the World's Leading Tanker Brand

    Establishing the World’s Leading Tanker Brand Generating significant shareholder value Goals Actions Re-establish operational excellence as hallmark of Brought ship management in-house Teekay brand Broaden service offering Acquired and grew global ship-to-ship generating new revenue transfer busines

  6. Slide 6: Positive Long-Term Supply Outlook

    Positive Long-Term Supply Outlook Small mid-size orderbook from 2018 onwards and an aging fleet Mid-Size Tanker Fleet and Orderbook Profile 160 Suezmax Orderbook Aframax / LR2 Orderbook 350 Suezmax Fleet Aframax / LR2 Fleet 140 300 59 Number of Vessels 120 Number of Vessels 250 15 Years Scrapping 26

  7. Slide 7: Long-Term Growth in Tonne-Mile Demand

    Long-Term Growth in Tonne-Mile Demand Increasing oil production in traditional Aframax / Suezmax load regions Europe Asia 4.2 North America -0.6 0.0 2.0 Supply Demand -0.3 -0.4 Supply Demand Supply Demand Africa & Middle East 2.0 OPEC policy dependent Supply Demand Latin America 0.7 0.5 Supply Deman

  8. Slide 8: Fleet Utilization Forecast

    Fleet Utilization Forecast Down-cycle through 2017; rebound expected from 2018 Tanker Demand Growth Tanker Supply Growth Fleet Utilization 8% 92% 7% 90% 6% % Supply / Demand Growth 88% 5% % Fleet Utilization 86% 4% 3% 84% 2% 82% 1% 80% 0% 78% -1% -2% 76% 2008 2009 2010 2011 2012 2013 2014 2015 2016

  9. Slide 9: Appendix

    APPENDIX 9

  10. Slide 10: TIL Fleet

    TIL Fleet Time Charter Out Vessel Class DWT Year Built Expiry Rates ($ per day) Hovden Spirit LR2 105,276 2012 Trysil Spirit LR2 105,276 2012 Peak Spirit Aframax 104,621 2011 Whistler Spirit Aframax 109,000 2010 Blackcomb Spirit Aframax 109,000 2010 Tarbet Spirit Aframax 107,529 2009 17,000 Feb 2018

  11. Slide 11: All Stock Transaction Details; Key Combination Metrics

    All Stock Transaction Details Agreed Exchange Ratio (TNK Class A:TIL) 3.30x TNK Shares Issued on Merger (000's) 88,866 Net Debt Assumed ($000's) 309,000 TNK Shares TIL Shares Issued on (000's) Merger (000's) Teekay Tankers 3,435 Teekay Corporation 2,500 8,250 Tanker Investments 3rd Party Investors 2

  12. Slide 12: Definitions and Non-GAAP Financial Measures

    Definitions and Non-GAAP Financial Measures This presentation includes financial measures that are non-GAAP financial measures as defined under the rules of the U.S. Securities and Exchange Commission. These non-GAAP financial measures include Net Debt, Net Debt to Capitalization and FMV Adjusted Ne

  13. Slide 13: Additional Information about the Merger and Where to Find It

    Additional Information about the Merger and Where to Find It This communication does not constitute an offer to sell or the solicitation of an offer to buy any securities or a solicitation of any vote or approval. This communication may be deemed to be solicitation material in respect of the propose

  14. Slide 14: Bringing Energy to the World

    BRINGING ENERGY TO THE WORLD

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