Slide 1: OCI N.V. Investor Presentation
OCI N.V. Investor Presentation September 2015
Slide 2: Combination with CF Industries
Combination with CF Industries
Slide 3: Combination with CF Creates the Global Nitrogen Leader
Combination with CF Creates the Global Nitrogen Leader On 6 August 2015, OCI and CF announced the agreement to combine OCI’s North American, European and Global Distribution businesses with CF Industries’ global assets Combination creates the global nitrogen leader ‒ Creation of the world’s larg
Slide 4: Transaction Overview
Transaction Overview • Combination to create the world’s largest publicly traded nitrogen company Highlights • Approximately $ 8 billion enterprise value based on CF share price of $ 60.53 on 4th August 2015 • CF will become a subsidiary of a new holding company domiciled in the United Kingdom • OCI
Slide 5: Transaction Value Breakdown
Transaction Value Breakdown $ 8.0 bn* Fixed 25.6% equity stake in new CF ‒ Value as at time of transaction announcement $ 4.9 bn ‒ 25.6% in new CF to be decreased to reflect assumption of OCI NV’s € 339 m Convertible Bond by new CF $ 1,218 million consideration to be paid in a mix of cash and sh
Slide 6: Transaction Value Correlated to CF's Share Price
Transaction Value Correlated to CF’s Share Price Transaction Values at Different CF Share Prices ($ billion except share prices) 9.2 Total transaction Enterprise Value: 8.8 8.4 8.0 2.0 Net debt assumed by new CF 7.6 2.0 7.2 2.0 2.0 0.7 Consideration in cash/shares 2.0 0.7 2.0 0.5 45% Natgasoline equ
Slide 7: Implied Enterprise Value of OCI NV's Remaining Assets
Implied Enterprise Value of OCI NV’s Remaining Assets OCI1) Enterprise Value at Different Share Prices vs. Transaction Enterprise Value using CF Share Price of $ 55.842) Implied enterprise value of remaining assets ‒ Current OCI market capitalization at share price € 12.4 25.94 is $ 6.2 bn (€ 5.5
Slide 8: OCI NV Anticipated to Have Strong Balance Sheet Post-Transaction
OCI NV Anticipated to Have Strong Balance Sheet Post-Transaction Post-transaction OCI expected to have the balance sheet strength and financial flexibility to unlock further value ‒ Indicative net debt post close of transaction, excluding Natgasoline project financing, of approximately $ 1.0 to 1.
Slide 9: Corporate Overview: History and Value Creation
OCI N.V. CORPORATE OVERVIEW History and Value Creation
Slide 10: Company History
Company History Established in the 1950s by Onsi Sawiris as a construction contractor in Egypt 1950 - Construction Present Developed into a leading industry player across the Middle East, Asia, USA and Europe 1996 - Developed cement group from a single production line in Egypt with capacity of
Slide 11: Investment Track Record
Investment Track Record Creating Shareholder Value OCI’s Shareholder Value Creation: 40% IRR 1999 IPO – Present History of successful investments including: – Cement (1996 – 2007): became top 10 global cement producer primarily through greenfield investments; sold the cement business to Lafarge
Slide 12: Post Transaction
OCI N.V. POST TRANSACTION OCI
Slide 13: Post-Transaction Investment Case
OCI N.V. Post-Transaction Investment Case OCI Post-Transaction: ‒ OCI will continue to own 51% of Sorfert, 100% of EFC and BioMCN, 60% of EBIC, 55% of Natgasoline ‒ OCI N.V. remains headquartered in Amsterdam and listed on Euronext Amsterdam OCI’s management team remains at helm of Company and f
Slide 14: Post-Transaction Overview of Assets
OCI N.V. Post-Transaction Overview of Assets OCI Assets Post-Transaction Sorfert Sorfert: largest integrated nitrogen fertilizer producer in Africa (51%) Capable of producing 1.2 million tons urea and 1.6 million tons gross anhydrous ammonia per year Egyptian Fertilizers Company: 1.55 million
Slide 15: Operating Production Facilities in 3 Countries and 1 Under Construction
OCI N.V. Post-Transaction 4 Operating Production Facilities in 3 Countries and 1 Under Construction BioMCN (Netherlands) Egyptian Fertilizers Company Egypt Basic Industries Corp. 440 ktpa of methanol (EFC) (EBIC) (operational) 1.55 mtpa of urea 730 ktpa of ammonia 430 ktpa of methanol (mothb
Slide 16: Upside Potential from Egyptian Operations
OCI N.V. Post-Transaction Upside Potential from Egyptian Operations Focus on Improving Capacity Utilization EFC - Overview On 30 August 2015, ENI announced the discovery of a Egypt’s largest private granular urea producer “supergiant” gas field in the Egyptian offshore, the largest ever found in
Slide 17: Sorfert Ramping Up to Full Potential, Deleveraging Rapidly
OCI N.V. Post-Transaction Sorfert Ramping Up to Full Potential, Deleveraging Rapidly Plant Overview Strong Cash Flow Generation 1.26 mtpa urea and 1.8 mtpa gross ammonia export-focused Sorfert ramping up successfully: production complex in Algeria ‒ 1.4 million metric tons of ammonia and urea so
Slide 18: Natgasoline LLC: Greenfield Scheduled for Completion in 2017
Natgasoline LLC Greenfield – Scheduled for Completion in 2017 Natgasoline LLC World scale greenfield methanol production complex currently under development Expected to produce approximately 1.75 million metric tons of methanol per year Located in Beaumont, Texas, on plot adjacent to OCI Beaum
Slide 19: BioMCN: Unlocking Strategic Value
BioMCN Unlocking Strategic Value BioMCN Overview Strategic Location in The Netherlands OCI acquired BioMCN in June 2015 for EUR 15M BioMCN is one of Europe’s largest methanol producers and a pioneer in bio-methanol Consists of two plants, of which one operational (440 ktpa) and one mothballed
Slide 20: Listing Information
Listing Information OCI
Slide 21: Listing Information
OCI N.V. Listing Information Listing Information Headquartered in Amsterdam, The Netherlands Trading on Euronext Amsterdam since 25 January 2013 (NYSE Euronext: OCI) Number of shares: 210,113,854 Demerger of Construction business effective 9 March 2015: ‒ $ 1.4 bn repayment of capital to OCI
Slide 22: Disclaimer
Disclaimer Forward Looking Statements Certain statements contained herein are “forward-looking statements” that are subject to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. These forward-looking statements address certain plans, activities or events which OCI ex
Slide 23: Disclaimer
Disclaimer Important Additional Information 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. In connection with the proposed transactions, the new holding company will file wi
Slide 24: For OCI N.V. investor relations enquiries contact
For OCI N.V. investor relations enquiries contact: Hans Zayed hans.zayed@oci.nl T +31 (0) 6 18 25 13 67 OCI N.V. corporate website: www.oci.nl