dr. b.o. oramah financing local content vehicles in africa’s oil & gas sector: some lessons of...
TRANSCRIPT
Dr. B.O. Dr. B.O.
OramahOramah
Financing Local Content Vehicles in Financing Local Content Vehicles in Africa’s Oil & Gas Sector: Some Africa’s Oil & Gas Sector: Some
Lessons of ExperienceLessons of Experience
Senior Director (Planning & Development Senior Director (Planning & Development Department)Department)
African Export-Import Bank (Afreximbank)African Export-Import Bank (Afreximbank)
Cairo, EgyptCairo, Egypt
By
Paper Presented at the 11th African Oil & Gas, Trade & Finance
Conference
Nairobi, Kenya - May 23-25, 2007
NOT AN OFFICIAL UNCTAD RECORDNOT AN OFFICIAL UNCTAD RECORDNOT AN OFFICIAL UNCTAD RECORDNOT AN OFFICIAL UNCTAD RECORD
Dr. B.O. Oramah – Financing Local Content Vehicles in Africa’s Oil & Gas Sector: Some Lessons of Experience - 2
1.1. INTRODUCTIONINTRODUCTION1.11.1 PreamblePreamble
Africa’s Oil & Gas Sector (the “Sector”) still remains an enclave with limited linkages to other sectors of the economies of African Oil Producing nations.That notwithstanding, the Sector constitutes the backbone of the economies of the African Oil Producing nations.The Sector accounts for over a third of the total merchandise export revenues of the Continent.
Dr. B.O. Oramah – Financing Local Content Vehicles in Africa’s Oil & Gas Sector: Some Lessons of Experience - 3
Against this background, African Export-Import Bank (the “Bank” or “Afreximbank”) considers it as a Strategic Sector and supports activities within the Sector.
Afreximbank is therefore pleased to be invited to participate in this Conference and to share with delegates its experiences in the financing and promotion of Local Content in the Sector in Africa.
Dr. B.O. Oramah – Financing Local Content Vehicles in Africa’s Oil & Gas Sector: Some Lessons of Experience - 4
1.21.2 AFREXIMBANKAFREXIMBANK Established in 1993 as a multilateral financial
institution. Shareholders include African governments,
African private investors and non-African investors.
Authorized capital = US$750 million. Mandated to finance intra- and extra-African
trade. Headquartered in Egypt with Branch offices
in Abuja, Harare and Tunis. Cumulative approvals since 1994/95 to
2006=USD10.2 billion
Dr. B.O. Oramah – Financing Local Content Vehicles in Africa’s Oil & Gas Sector: Some Lessons of Experience - 5
Afreximbank (www.afreximbank.com) has come a long way in bringing Structured Finance to Support African entities operating in the Upstream segment of the Sector. From 1998 to 2006, the Bank’s credit approvals in favour of the Sector amounted to about USD2 billion.
Prior to the introduction of Afreximbank’s Structured Oil Field Services Financing, Corporate Finance was the Instrument of Choice in Financing Operators in the Sector.
Dr. B.O. Oramah – Financing Local Content Vehicles in Africa’s Oil & Gas Sector: Some Lessons of Experience - 6
The consequence was that Oil Field Services remained under the control of Large Multinationals with very little local participation in the Sector. Financing of African operators seeking to develop Marginal Oil Fields was also considered unattractive by lenders.
Afreximbank’s activities in the Sector seems to be reviving the interest of International banks in the financing of Local firms operating in Africa’s Oil & Gas Sector.
Dr. B.O. Oramah – Financing Local Content Vehicles in Africa’s Oil & Gas Sector: Some Lessons of Experience - 7
2. Africa’s Oil & Gas Sector2. Africa’s Oil & Gas Sector
2.1 Activities in the Oil & Gas Sector2.1 Activities in the Oil & Gas SectorActivities in the oil sector can be broadly categorized into:
a) Upstream Activities:a) Upstream Activities:Exploration; andProduction of crude.
Oil Field Services support the above activities
b) Downstream Activities:b) Downstream Activities:Refining; andDistribution and Sales.
Dr. B.O. Oramah – Financing Local Content Vehicles in Africa’s Oil & Gas Sector: Some Lessons of Experience - 8
2.2 THE UPSTREAM SECTOR2.2 THE UPSTREAM SECTOR2.2.12.2.1 Africa's StrengthsAfrica's Strengths
Africa is well endowed with oil and gas resources, and accounted for about 12.3% of global oil production and 10% of proven global oil reserves in 2005.Africa also accounted for about 8% of proven global gas reserves in 2003.Increasingly higher quantities of oil and gas reserves are being found in Africa's deep and ultra deep offshore areas, especially in west Africa.Nearness to Key Markets.Low Production Cost.
Dr. B.O. Oramah – Financing Local Content Vehicles in Africa’s Oil & Gas Sector: Some Lessons of Experience - 9
2.2.2 2.2.2 WeaknessesWeaknessesVolatile oil and gas prices;Wars/ community disturbances;Environmental problems;In many countries, unclear rules and regulations regarding award of Concessions;Over-dependence on foreign technology and skills;Political instability;Economic instability; andLack of Finance.
Dr. B.O. Oramah – Financing Local Content Vehicles in Africa’s Oil & Gas Sector: Some Lessons of Experience - 10
2.2.3 2.2.3 PrognosisPrognosisDespite the weaknesses, activity in the Sector is expected to continue to grow driven by: New technologies that have facilitated
deep offshore activities; Events in the Middle East that have
accelerated geographic diversification and a surge in interest in Africa’s Oil fields;
Current high Oil prices and good near to medium-term market prospects;
Dr. B.O. Oramah – Financing Local Content Vehicles in Africa’s Oil & Gas Sector: Some Lessons of Experience - 11
Prolific nature of most basins; Some policy support, e.g. Oil free zones
in Nigeria, Equatorial Guinea and Angola; Official support for the development of
Marginal Fields; Most activity in the near term, especially
in West Africa, will be off-shore to avoid community problems and civil strifes and due to huge discoveries already made;
Dr. B.O. Oramah – Financing Local Content Vehicles in Africa’s Oil & Gas Sector: Some Lessons of Experience - 12
Given higher cost of off-shore activity, financing requirements will increase.
Movement to off-shore will require more logistics support increasing the importance of oil field services.
The increased need for local participation in Oil & Gas activities will expand in terms of allocating some major fields as well as some major oil service contracts to indigenous entrepreneurs.
Dr. B.O. Oramah – Financing Local Content Vehicles in Africa’s Oil & Gas Sector: Some Lessons of Experience - 13
Attacks on Foreigners in the Niger Delta has led to withdrawal of some foreign Oil Service Companies, e.g. Wilbros. If this trend continues, Local Content will accelerate especially given the emergence of competent local companies.
Dr. B.O. Oramah – Financing Local Content Vehicles in Africa’s Oil & Gas Sector: Some Lessons of Experience - 14
3.3. LOCAL CONTENT: SOME ISSUESLOCAL CONTENT: SOME ISSUES3.1 3.1 Definitional IssuesDefinitional Issues3.1.1 A Nigerian Local Content Committee
defines Local Content as: “…the quantum of composite value-added to, or created in, the Nigerian economy through a Utilization of Nigerian human and material resources and services in the exploration, development, exploitation, transportation and sale of Nigerian Crude Oil and Gas resources without compromising quality, health safety and environment”.
Dr. B.O. Oramah – Financing Local Content Vehicles in Africa’s Oil & Gas Sector: Some Lessons of Experience - 15
3.1.2 Key Objective of Local Content Policy is to increase Local Value Added in Oil and Gas production and Sales, i.e. the Sum of:
Rent (R)Rent (R)Wages (W)Wages (W)Salaries (S)Salaries (S)Interest (I)Interest (I)Profits (P)Profits (P)
Dr. B.O. Oramah – Financing Local Content Vehicles in Africa’s Oil & Gas Sector: Some Lessons of Experience - 16
3.1.3 Thus:3.1.3 Thus:Local Content Promotion does not necessarily mean Indigenization of Ownership of firms operating in the SectorLocal Content Policy is successful if:
where n represents all firms in the Industry; and
where LC = Local Content; TS= Total Spend; and t = time
-n
Σ L=1
n
Σ L=1
(RL+WL+SL+IL+PL)t (RL+WL+SL+IL+PL)t-1>0
LC LCTS t TS t-1)( ) > (
Dr. B.O. Oramah – Financing Local Content Vehicles in Africa’s Oil & Gas Sector: Some Lessons of Experience - 17
Measurement Issues need to be properly dealt with in Determining Local Content (LC) Targets e.g. how are goods supplied by a local company but imported classified?
LC is better measured at firm levels rather than focusing on Spends per Project.
Dr. B.O. Oramah – Financing Local Content Vehicles in Africa’s Oil & Gas Sector: Some Lessons of Experience - 18
4.4. LOCAL CONTENT: Achievement and TargetsLOCAL CONTENT: Achievement and Targets4.1 Successful Countries include
NorwayNorway VenezuelaVenezuela MalaysiaMalaysia BrazilBrazil
4.2 In Africa, Nigeria appears to be the One Country Vigorously Pursuing this goal restricting certain activities to Local Firms e.g.
Certain SeismicsCertain Seismics Front End Engineering DesignsFront End Engineering Designs FabricationFabrication Geological and geophysical studiesGeological and geophysical studies Fixed PlatformsFixed Platforms FPSO Top-Sides construction, etc.FPSO Top-Sides construction, etc.
Dr. B.O. Oramah – Financing Local Content Vehicles in Africa’s Oil & Gas Sector: Some Lessons of Experience - 19
4.3 The ultimate objective of LC policy is to break the enclave nature of oil activities
4.4 Successful countries have used a cluster approach to achieve this through promoting Domestic Supply Chains
Dr. B.O. Oramah – Financing Local Content Vehicles in Africa’s Oil & Gas Sector: Some Lessons of Experience - 20
4.54.5 In the Oil and Gas Industry, Service Companies / suppliers account for 80% - 90% of cost of producing a barrel of oil. Billions of US$ can therefore be retained in the Continent if domestic Supply Chains Flourish.
Dr. B.O. Oramah – Financing Local Content Vehicles in Africa’s Oil & Gas Sector: Some Lessons of Experience - 21
4.64.6 Michael Porter is regarded as the founder of the Cluster Approach in Economic Policy Decision-Making. Porter defines Industrial Clusters as:
““Geographic Concentrations of Geographic Concentrations of Inter-connected Companies, Inter-connected Companies, specialized suppliers, service specialized suppliers, service providers, firms in related providers, firms in related industries and associated industries and associated institutions e.g. universities, institutions e.g. universities, standards agencies and trade standards agencies and trade associations, in particular fields associations, in particular fields that compete but also cooperate”.that compete but also cooperate”.
Dr. B.O. Oramah – Financing Local Content Vehicles in Africa’s Oil & Gas Sector: Some Lessons of Experience - 22
4.74.7 Benefits of Clustering:Benefits of Clustering: sharing of expertise
Complementarity in bidding for works increased scale economies through
specialization (e.g. through bulk purchase, joint marketing etc.)
Rapid spread of information and knowledge
Crucial support services are attracted, e.g. infrastructure, legal, financial etc.
Dr. B.O. Oramah – Financing Local Content Vehicles in Africa’s Oil & Gas Sector: Some Lessons of Experience - 23
4.8 4.8 HOW CAN CLUSTERS EMERGE?HOW CAN CLUSTERS EMERGE?
Through:Through:a) gravitation towards a large
leading sector, e.g. as in Houston and Aberdeen
b) public policy, e.g. as in Norway, Malaysia, Brazil and Venezuela. Local Industry Clusters account for 45% to 75% of the supplies and works in the O&G industries of these economies
4.94.9 Most successful Clusters have emerged through public policy.
Dr. B.O. Oramah – Financing Local Content Vehicles in Africa’s Oil & Gas Sector: Some Lessons of Experience - 24
4.104.10 In Africa, Nigeria is a good case where public policy is
attempting to create Industry Clusters and Supply
Chains in the Oil and Gas sector through its Nigerian
Content Policy.
Dr. B.O. Oramah – Financing Local Content Vehicles in Africa’s Oil & Gas Sector: Some Lessons of Experience - 25
5. 5. Financing The Oil And Gas Financing The Oil And Gas Supply ChainSupply Chain
5.15.1 What Are Oil Field Services?What Are Oil Field Services?5.1.15.1.1 Restrictively seen as Logistic Services
- Marine Services, Provision of Facilities, Maintenance Services
5.1.25.1.2 Definition expanded (as Oil Industry evolved) to include Engineering, Construction, fabrication, Drilling, and other activities.
Dr. B.O. Oramah – Financing Local Content Vehicles in Africa’s Oil & Gas Sector: Some Lessons of Experience - 26
Oil Services Market has enlarged as Oil Services Market has enlarged as a result of:a result of:
• Out-sourcing of most activities by Producers
• Increasing importance of off - Shore Activities
5.1.35.1.3 Accordingly Typical Project is executed with variety of contracts involving Services and Supplies (See Fig. 1)
Dr. B.O. Oramah – Financing Local Content Vehicles in Africa’s Oil & Gas Sector: Some Lessons of Experience - 27
FIGURE 1FIGURE 1OIL FIELD DEVELOPMENT PROJECT
SHOWING TYPICAL SERVICE CONTRACTS INVOLVED
ConstructionConstructionContractContract
ProjectProject
Spares AndSpares AndMaterialsMaterials
Supply ContractSupply Contract
O&MO&MContractContract
ServicesOwnership interestService Contracts awarded through JV Operator
Project Project Owners Owners
Dr. B.O. Oramah – Financing Local Content Vehicles in Africa’s Oil & Gas Sector: Some Lessons of Experience - 28
5.25.2 Typical Service Contracts are:Typical Service Contracts are:a) Those signed between Oil Producers (Oil
Majors / Minors) and Major oil field services companies, for example;
Schlumberger Halliburton Baker Hughes, etcetera
b) Contracts between Major Oil Producers and Minor Oil Service Companies
c) Sub contracts between major service providers and minor Oil Service Providers.
Dr. B.O. Oramah – Financing Local Content Vehicles in Africa’s Oil & Gas Sector: Some Lessons of Experience - 29
5.2.15.2.1 In Africa, most of the services shown in “Figure 1” are provided by Foreign Companies.
5.35.3But Local Content Promotion in Oil Field Services Business is becoming a priority in some African Countries, such as:• Nigeria where target is up to 45% Nigeria where target is up to 45%
Nigerian by end of 2007.Nigerian by end of 2007.• Angola where goal appears to be 10%Angola where goal appears to be 10%
Dr. B.O. Oramah – Financing Local Content Vehicles in Africa’s Oil & Gas Sector: Some Lessons of Experience - 30
5.45.4 Goal is to capture huge amounts of money paid to Service Providers and integrate the Oil Sector with the Overall Economy through creating Industry Clusters with strong local content.
5.55.5 Financing is a major constraint in promoting domestic Supply Chains in the Oil and Gas (O&G) sector because of the characteristics of indigenous Oil Service Companies (OSC) listed below:
Dr. B.O. Oramah – Financing Local Content Vehicles in Africa’s Oil & Gas Sector: Some Lessons of Experience - 31
small size of capital (USD 1 million or less), except a few in Nigeria that have grown significantly in size
firms with limited experience in oil field services
have no, or limited borrowing track record
negative net current assets in cases where debt financings have occurred
corporate structure sometimes confusing
Dr. B.O. Oramah – Financing Local Content Vehicles in Africa’s Oil & Gas Sector: Some Lessons of Experience - 32
small players with annual revenues of less than USD5 million
usually require financing far in excess of equity capital
loan required usually of medium term nature as main use of loan is to acquire equipment for contract execution
Dr. B.O. Oramah – Financing Local Content Vehicles in Africa’s Oil & Gas Sector: Some Lessons of Experience - 33
5.65.6 The Critical Issues in Financing Indigenous Companies Therefore Revolve
Around How To Deal With:a)a) Their Low capitalizationTheir Low capitalization
b)b) Limited experienceLimited experiencec)c) No borrowing track record and therefore No borrowing track record and therefore
no credible banking relationshipsno credible banking relationshipsd)d) Their Highly specialized assets with Their Highly specialized assets with
limited secondary market.limited secondary market. The above factors mean that pure corporate
Finance will be difficult Resort to local bank financing is constrained by
lack of medium term funding in many markets
Dr. B.O. Oramah – Financing Local Content Vehicles in Africa’s Oil & Gas Sector: Some Lessons of Experience - 34
6.6. Afreximbank’s Experience:Afreximbank’s Experience: The Bank had since 1998 been financing Local
Content Vehicles (LCVs), especially in Nigeria and Angola.
Preponderance of funding have gone to:a)a) Marine Services e.g. Leasing of Tug Boats, Marine Services e.g. Leasing of Tug Boats,
Barges, Anchor handling vessels etc. by Barges, Anchor handling vessels etc. by LCVs to Oil Majors.LCVs to Oil Majors.
b)b) Drilling ServicesDrilling Servicesc)c) Logistics ServicesLogistics Services
Engineer, Procure and Construct Contracts as well as Fabrication Works Financing have been limited.
Dr. B.O. Oramah – Financing Local Content Vehicles in Africa’s Oil & Gas Sector: Some Lessons of Experience - 35
7. 7. Some Case StudiesSome Case Studies7.1 Financing Rig Acquisition for
Performance of Drilling Contracts for an Oil Major.* Facility amountFacility amount US$ 70 million
* Final Maturity Final Maturity 3 years
* Contract TypeContract Type 2 Term Swamp Rig Supply and Drilling contracts based on Day Rates.
* Use of FundsUse of Funds Acquisition, Refurbishment and movement of Rigs from Overseas Fabrication Yard to Site.
* Role of Role of AfreximbankAfreximbank
Mandated Lead Arranger in partnership with a South African Bank.
* StatusStatus Fully underwritten and currently under syndication.
Dr. B.O. Oramah – Financing Local Content Vehicles in Africa’s Oil & Gas Sector: Some Lessons of Experience - 36
* SecuritSecurit
y y 1. Assignment of proceeds
of the Drilling Contracts.2. Mortgage over the Rigs.3. Assignment to the
Security Trustee of other unencumbered contracts the Company is currently executing.
* PricingPricing 1. Spread: 3.5% over 3
months Libor2. Fees
Dr. B.O. Oramah – Financing Local Content Vehicles in Africa’s Oil & Gas Sector: Some Lessons of Experience - 37
* CompanyCompanyCharacteristicCharacteristic
ss
1. Promoter had several years experience as Pusher/Drilling Superintendent with an Oil Major before retiring to set-up this company.
2. The Company was established in 1993 and has done land and Swamp Drilling works for Shell, Agip etc.
3. Paid-up capital is US$8.4 million, while Shareholder’s funds stood at $15.7 million as at Sep. 2006; Gross Revenues for year ended Sep. 2006= US$16 million and Net Revenues = US$10.4 million.
4. Company currently has 6 land and swamp rigs in its portfolio.
Dr. B.O. Oramah – Financing Local Content Vehicles in Africa’s Oil & Gas Sector: Some Lessons of Experience - 38
Security Trustee/ Security Trustee/ Collection Collection
Account BankAccount Bank
Con
tract
Perf
orm
an
ce
Oil Service Contract
Other Oil MajorsOther Oil Majors
Oil Major for Oil Major for the Contract the Contract
being Financedbeing Financed
FIGURE 2FIGURE 2Deal StructureLendersLenders
Account Account BanksBanks
Drilling Drilling ContractorContractor
DSRA & DSADSRA & DSA
Oil S
erv
ice
Con
tracts
Contract Performance
Paym
en
t of
Con
tract
Pro
ceed
s
Paym
en
t of
Con
tract
Pro
ceed
s
Loan Repayment
Account Charge
in favour of Security Trustee
Secu
rity
Tru
st
Deed
Assig
nm
en
t of
all C
on
tract
Pro
ceed
s &
Oth
er
Collate
rals
Secu
rity
Tru
st
Deed
Loan Repayment
DSRA – Debt Service Reserve Account
DSA – Debt Service Account
US
D70 m
illion
Loan
Dr. B.O. Oramah – Financing Local Content Vehicles in Africa’s Oil & Gas Sector: Some Lessons of Experience - 39
Strengths of the DealStrengths of the Deal Solid performance history of Drilling Company Diversified pool of contracts and receivables Oil service contract, long, binding and enforceable. Clear Local Content policy and policy support Strength of the contracting counter-parties i.e. Oil Majors Rig Refurbishment contract with first rate name in the U.S.
Dr. B.O. Oramah – Financing Local Content Vehicles in Africa’s Oil & Gas Sector: Some Lessons of Experience - 40
7.27.2 Financing Logistic Services ProviderFinancing Logistic Services Provider
*
Facility Facility AmountAmount
• USD 130 million
* Facility Facility TypeType
• Multi-Tranche (3 Tranches), Multi-currency
*
Final Final MaturityMaturity
• 2 years, extendible for another 2 years.
* Contact Contact TypeType
• Various logistic contracts with Oil Majors
* Use of Use of FundsFunds
• Jetty expansion, working capital and camp-site development
Dr. B.O. Oramah – Financing Local Content Vehicles in Africa’s Oil & Gas Sector: Some Lessons of Experience - 41
7.27.2 Financing Logistic Services Provider (Cont’d)Financing Logistic Services Provider (Cont’d)7.27.2 Financing Logistic Services Provider (Cont’d)Financing Logistic Services Provider (Cont’d)
* Role of Role of AfreximbankAfreximbank
Mandated Lead Arranger with a London Bank.
* Status Status Fully syndicated and operational
* SecuritySecurity 1. Legal Assignment of proceeds of Logistic contracts.
2. Charge over Collection Accounts.
3. Guarantees of the Subsidiaries of the Company.
Dr. B.O. Oramah – Financing Local Content Vehicles in Africa’s Oil & Gas Sector: Some Lessons of Experience - 42
7.27.2 Financing Logistic Services Provider (Cont’d)Financing Logistic Services Provider (Cont’d)7.27.2 Financing Logistic Services Provider (Cont’d)Financing Logistic Services Provider (Cont’d)
* Pricing 1.Fees2.Interest spread of 350 bp
over Libor for the USD Tranche
* Company Characteristics
* Mixed African and Foreign Ownership
• Company has had long operating experience in the jurisdiction. It is the leading provider of logistics services with long term contracts with Oil Majors.
• Strong Management and financials.
Dr. B.O. Oramah – Financing Local Content Vehicles in Africa’s Oil & Gas Sector: Some Lessons of Experience - 43
FIGURE 3FIGURE 3Deal Structure
Oil Service Oil Service CompanyCompany
Irre
vocab
le
instr
ucti
on
to p
ay
into
collecti
on
accou
nt:
con
firm
ed
by o
il
com
pan
ies
Oil CompaniesOil Companies
Insurance Insurance CompaniesCompanies
US$50 million working capital finance US$50 million for construction jetty & camp US$30 million equivalent in local currency, to refinance existing loans
Contracts
Legal assignment of the right to receive all proceeds under service contracts
Debt Debt Service Service AccountAccount
BankBankSyndicateSyndicate
Central Central BankBank
SPVSPV
Collection Collection AccountAccount Consents
Debt Service
All-risk Insurance
Payment
Dr. B.O. Oramah – Financing Local Content Vehicles in Africa’s Oil & Gas Sector: Some Lessons of Experience - 44
Strengths of DealStrengths of Deal• Long, binding and enforceable contracts
with Oil Majors.
• Diversified pool of receivables.
• Diversified pool of activities some with very low performance risk.
• Although company is of mixed ownership (Foreign and African), it met the Local Content Policy definition.
• Owners have long experience operating in Africa.
• Activities critical to Oil Majors so strong Oil Majors support.
Dr. B.O. Oramah – Financing Local Content Vehicles in Africa’s Oil & Gas Sector: Some Lessons of Experience - 45
*
*
Facility AmountFacility Amount
Facility TypeFacility Type
USD 17 million
Structure Asset-backed Financing Facility
* Final MaturityFinal Maturity 2 years
* Contract TypeContract Type 2 Marine Services contracts with National Oil Producing Company Subsidiary engaged in exploration and production.
* Use of FundsUse of Funds Acquisition of 2 vessels
* Role of Role of AfreximbankAfreximbank
Mandated Lead Arranger
7.3 Financing a Small Marine Services Provider7.3 Financing a Small Marine Services Provider
Dr. B.O. Oramah – Financing Local Content Vehicles in Africa’s Oil & Gas Sector: Some Lessons of Experience - 46
7.3 Financing a Small Marine Services Provider 7.3 Financing a Small Marine Services Provider (Cont’d)(Cont’d)
* SecuritySecurity 1.Mortgage over the vessels.2.Assignment of the Service Contracts.3.Account Charge.4.Personal Guarantee of the Principal
Shareholder.5.Contingent Oil Service Contract with
a leading marine service provider.*
PricingPricing 1. Fees2. Interest spread of 375 % over Libor.
* Company Company Characteristics:Characteristics:
1. Promoter has many years experience in Marine Services industry.
2. Company had worked on JV basis with a U.S. company to provide services to Oil Majors so has experience.
3. Financial Highlights as at December 31, 2006:
- Shareholders’ funds: US$745,613
- Gross Rev.: US$4,618,903- Net Rev.: US$809,244- Net Current Assets: US$425,656
Dr. B.O. Oramah – Financing Local Content Vehicles in Africa’s Oil & Gas Sector: Some Lessons of Experience - 47
Strengths of DealStrengths of Deal• Experience of promoters and the
company in providing Marine Services.• Long, Binding and Enforceable
contracts.• Contingent Oil Service Contract
mitigates performance risk.• Willingness of counterparty to
acknowledge notice of assignment.• Asset- backed Structure.• Local content policy support.• Vessel Leasing has limited
performance risk.
Dr. B.O. Oramah – Financing Local Content Vehicles in Africa’s Oil & Gas Sector: Some Lessons of Experience - 48
FIGURE 4FIGURE 4Deal Structure
LendingLendingBanksBanks
3.
Dis
bu
rsem
en
t 5. Repayment of principal and
interest
1. Oil Service Contracts
4. Performance of Service Contracts
Oil Service Oil Service ContractorContractor
Oil MajorsOil Majors
2.
Assig
nm
en
t of
Serv
ice C
on
tract
P
roceed
s
ContingenContingent Oil t Oil
Service Service CompanyCompany
Dr. B.O. Oramah – Financing Local Content Vehicles in Africa’s Oil & Gas Sector: Some Lessons of Experience - 49
8. Lessons8. Lessons(a) A variety of LCV’s can be financed if the
ingredients are right, namely: - right contracts i.e.- long, binding and enforceable.- credible contract counterparties.- willingness of counterparties to
acknowledge notice of assignment.(b) Company size need not be a constraint if
deal is properly structured.(c) Asset-backed lending mixed with
structural receivable- backed financing present good structure when the LCV is weak. Oil Service assets namely rigs, vessels etc., have of recent been appreciating in value and are in high demand.
Dr. B.O. Oramah – Financing Local Content Vehicles in Africa’s Oil & Gas Sector: Some Lessons of Experience - 50
8. Lessons (Cont’d)8. Lessons (Cont’d)(d) Emergence of NOCs as exploration and
producing companies need not be a constraint to financing activities in the future.
(e) International banks are getting wiser and entering the market
(f) Afreximbank has not suffered any loss in LCV deals. A difficult deal was fully recovered from disposal of asset financed.
(g) Introduction of Contingent Oil Service provider mitigates performance risk
(h) Getting Oil Majors to acknowledge notice of assignment still a problem but legal opinion shows it doesn’t matter as long as Notice is served as experience supports this.
(i) Build-in 30-90 day delays in repayment in your structure as big Oil Majors sometimes delay payments for works done.
Dr. B.O. Oramah – Financing Local Content Vehicles in Africa’s Oil & Gas Sector: Some Lessons of Experience - 51
9. Some Innovations9. Some Innovations• Pooling LCVs to distribute
performance risk
Dr. B.O. Oramah – Financing Local Content Vehicles in Africa’s Oil & Gas Sector: Some Lessons of Experience - 52
Credit Enhancement*Credit Enhancement*(Lloyds /AFREXIM)(Lloyds /AFREXIM)
FIGURE 5FIGURE 5 GUARANTEED AFREXIMBANK-BACKED
SECURITIZED OIL SERVICE NOTES (GASON)
LENDERS (INTERNATIONAL BANKS)LENDERS (INTERNATIONAL BANKS)
OIL SERVICE COs.OIL SERVICE COs.
OIL MAJORSOIL MAJORS(SUBSIDIARIES)(SUBSIDIARIES)
ESCROW A/CESCROW A/C
1.C
on
tra
ct
AFREXIMBANKAFREXIMBANKLender of RecordLender of Record
QUALIFIED LOCAL BANKSQUALIFIED LOCAL BANKS(BORROWERS)(BORROWERS)
2. Secu
rity /
Assig
nment
2. Acknowledgement
Recou
rse
Gu
ara
nte
e
(Per
Aval)
2.
Ris
k
Part
icip
ati
on
A
gre
em
en
t
2. L.O.C**
3.
Fu
nd
ing
On
-Len
din
g
4. O
il Fie
ld
Serv
ices
5. C.W.D***
6.
Rep
aym
en
t
* May include Country Risk and Performance Risk Guarantees
** Letter of Comfort*** Certificate of Work Done or Accepted Invoices
Dr. B.O. Oramah – Financing Local Content Vehicles in Africa’s Oil & Gas Sector: Some Lessons of Experience - 53
Key Advantages of DealKey Advantages of Deal
Lenders benefit from Afreximbank’s preferred Creditor Status.
Lenders benefit from knowledge of domestic originator banks.
Lenders benefit from a second way out comprising of a diversified pool of local banks with strong oil service financing capabilities.
Dr. B.O. Oramah – Financing Local Content Vehicles in Africa’s Oil & Gas Sector: Some Lessons of Experience - 54
Local banks are able to increase oil service lending by freeing their capital.
Contractors benefit from cheaper and matching currency funding.
Country benefits from greater indigenous participation in the sector by operators and local banks thereby creating viable Industry Clusters.
Deal was a precursor to the USD350 million Nigerian Content Support Fund.
Dr. B.O. Oramah – Financing Local Content Vehicles in Africa’s Oil & Gas Sector: Some Lessons of Experience - 55
FIGURE 6FIGURE 6
LENDING WITH PAYMENT GUARANTEE
LendingLendingBankBank
Guarantor Guarantor b)b)
(Local bank)(Local bank)
4.
Dis
bu
rsem
en
t
2. Guarantee (which may or may not be collateralized) a)
a) Securities taken include depositing of short-term treasury bills, partial cash collateral etc.
b) Guarantee may be per aval.
6. Repayment of principal and
interest
1. Service Contract
5. Performance of Service Contract
ContractorContractor Oil MajorOil Major
3.
Assig
nm
en
t of
Serv
ice
Con
tract
Pro
ceed
s
Dr. B.O. Oramah – Financing Local Content Vehicles in Africa’s Oil & Gas Sector: Some Lessons of Experience - 56
FIGURE 8FIGURE 8MITIGATING PERFORMANCE RISK:OIL SERVICE INVOICE DISCOUNTING
Afreximbank Oil Service Invoice Discounting ProcessAfreximbank Oil Service Invoice Discounting Process
Oil ServiceOil ServiceCompanyCompany
Oil MajorOil Major(Service user)(Service user)
6.
Pu
rch
ase o
fIn
voic
e(p
rep
aym
en
t)
1. Service Contract
This Instrument Assists Contractors In Bridging Liquidity Gaps
6. Purchase of Invoice (prepayment)
2. Approval
Local Local BankBank
(Guarantor)(Guarantor)AfreximbankAfreximbank
2.
Ap
pro
val
3. Performs Contract and Invoices
4. Accepts Invoice (Confirmation of Receipt of Service) and acknowledges Sale of invoice to Afreximbank (“Documents”)
5.
Docu
men
ts
5. Documents
7.
Paym
en
t
Dr. B.O. Oramah – Financing Local Content Vehicles in Africa’s Oil & Gas Sector: Some Lessons of Experience - 57
10.10. Enlarging Financial Support To Enlarging Financial Support To The Cluster:The Cluster:
10.110.1Sub-contracting can be encouraged and financed using Domestic Letters of
Credit (DLCs). This is commonly used in Export Financing in S.E. Asia to
support Indirect Exporters.
Dr. B.O. Oramah – Financing Local Content Vehicles in Africa’s Oil & Gas Sector: Some Lessons of Experience - 58
FIGURE 9FINANCING USING DLCs WITH INTERNATIONAL
FINANCIAL INSTITUTIONS SUPPORT
ContracContractortor
ContracContractortor
Sub-Sub-ContractorContractor
Sub-Sub-ContractorContractor
2. Enters Sub-Contract
8. Documents
4. Opens DLCLocalLocalBankBankLocalLocalBankBank
Local Local correspondent of correspondent of
International International Bank with foreign Bank with foreign
Line of CreditLine of Credit
Local Local correspondent of correspondent of
International International Bank with foreign Bank with foreign
Line of CreditLine of Credit
3.
Ap
plies f
or
DLC
7. Performs Sub-Contract
9. Pays against documents & loan to Sub-Contractor extinguished
8.
Docu
men
ts
5.
Ad
vis
es D
LC
6.
Assig
nm
en
t of
DLC
& F
un
din
g
OilOilMajorMajor
OilOilMajorMajor
1. Contract
3.
3. A
ssigns C
ontra
ct
Pro
ceeds
1. Issue to consider: Regulatory approval to denominate DLC in foreign currency2. Deal can be done without DLC but with contractor assigning portions of its
receivable direct to sub-contractor’s financiers.
Dr. B.O. Oramah – Financing Local Content Vehicles in Africa’s Oil & Gas Sector: Some Lessons of Experience - 59
11.11. CONCLUSIONSCONCLUSIONS11.11. CONCLUSIONSCONCLUSIONS
Dr. B.O. Oramah – Financing Local Content Vehicles in Africa’s Oil & Gas Sector: Some Lessons of Experience - 60
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