deal roadshow presentation - helpe · 2016-12-22 · deal roadshow presentation september 2016 ....

37
Deal Roadshow Presentation September 2016

Upload: others

Post on 01-Jun-2020

2 views

Category:

Documents


0 download

TRANSCRIPT

Page 1: Deal Roadshow Presentation - helpe · 2016-12-22 · Deal Roadshow Presentation September 2016 . ... a €40m tranche which was due to mature in July 2016 (“Tranche A”), and (ii)

Deal Roadshow Presentation

September 2016

Page 2: Deal Roadshow Presentation - helpe · 2016-12-22 · Deal Roadshow Presentation September 2016 . ... a €40m tranche which was due to mature in July 2016 (“Tranche A”), and (ii)

Disclaimer

1

This presentation is in conjunction with the offering of Notes described in “Summary terms and conditions” in this presentation. This presentation

does not constitute an offer to sell or the solicitation of an offer to buy the Notes in any jurisdiction to any person to whom it is unlawful to make the

offer or solicitation in such jurisdiction. The distribution of this presentation and the offer or sale of Notes may be restricted by law in certain

jurisdictions.

This presentation is confidential and may neither be communicated to any third party (with the exception of external advisors on the condition that

they themselves comply with this confidentiality undertaking) nor may it be copied in whole or in part, without the prior written consent of Hellenic

Petroleum S.A. (the “Company”).

Neither this presentation nor any advertisement or any other offering material may be distributed or published in any jurisdiction, except under

circumstances that will result in compliance with any applicable laws and regulations. Persons into whose possession this presentation, any

offering material, or any Notes may come must inform themselves about, and observe, any such restrictions on the distribution of this presentation

and the offering and sale of Notes. In particular, there are restrictions on the distribution of this presentation, the offering circular relating to the

offering of the Notes, and the offer or sale of Notes in the United States and the European Economic Area (including Greece and the United

Kingdom).

The securities referred to herein have not been, and will not be, registered under the U.S. Securities Act of 1933, as amended (the “Securities

Act”) and may not be offered or sold within the United States or to, or for the account or the benefit of, U.S. persons (as defined in Regulation S

under the Securities Act), outside of the United States except pursuant to an exemption from, or in a transaction not subject to, the registration

requirements of the Securities Act.

This presentation may include forward looking statements. Forward looking statements are based on current plans, estimates and projections and

are subject to inherent risks, uncertainties and other factors which could cause actual results to differ materially from the future results expressed

or implied by such forward looking statements. Accordingly, investors should not place undue reliance on forward-looking statements. Any forward

looking statements made in this presentation speak only as of the date hereof. The Company does not intend to publicly update or revise these

forward looking statements to reflect events or circumstances after the date of this presentation and does not assume any responsibility to do so.

Page 3: Deal Roadshow Presentation - helpe · 2016-12-22 · Deal Roadshow Presentation September 2016 . ... a €40m tranche which was due to mature in July 2016 (“Tranche A”), and (ii)

Presenting team

2

Page 4: Deal Roadshow Presentation - helpe · 2016-12-22 · Deal Roadshow Presentation September 2016 . ... a €40m tranche which was due to mature in July 2016 (“Tranche A”), and (ii)

Contents

• Company Overview

• Credit Highlights

• Industry Update

• Historical Financials

• Appendix

3

Page 5: Deal Roadshow Presentation - helpe · 2016-12-22 · Deal Roadshow Presentation September 2016 . ... a €40m tranche which was due to mature in July 2016 (“Tranche A”), and (ii)

Introduction

• Hellenic Petroleum (“Hellenic Petroleum” or the “Company”) is one of the largest refiners in South East Europe, with activities

across the energy industry spectrum (refining, petrochemicals, wholesale and retail) and presence in six countries

• The Company operates:

– 3 of the 4 refineries in Greece (Aspropyrgos, Elefsina, Thessaloniki) with total sales of 14.3MTmn in 2015, of which

over 50% exported

– 1,725 petrol stations across Greece and 297 internationally

– 220kt of polypropylene (PP) capacity vertically integrated with its refineries

• For the twelve months ended 30 June 2016, Hellenic Petroleum generated revenues of c.€6,579million, and Adjusted EBITDA

of €749million

• Hellenic Petroleum intends to issue 5-year Senior Notes in order to improve its debt maturity profile and liquidity position by:

– Partially refinancing / retiring its existing Senior Notes due 2017 through a tender offer transaction

– Repaying existing bank facilities and replacing them with stand-by commitments

• Pro-forma for the transaction, Hellenic Petroleum will remain conservatively levered with a net leverage of 2.3x

4

Page 6: Deal Roadshow Presentation - helpe · 2016-12-22 · Deal Roadshow Presentation September 2016 . ... a €40m tranche which was due to mature in July 2016 (“Tranche A”), and (ii)

Summary terms and conditions

5

Issuer

Amount

Currency

Assumed Issue Rating

Maturity

Call Protection

Change of Control

Use of Proceeds

Ranking

Covenants

Distribution

Governing Law

Hellenic Petroleum Finance plc

[250 - 400]m

EUR

NR

2021

NCL

Par

Refinance 2017 Notes and other existing indebtedness

Senior

Substantially similar to the existing 2019 Notes covenant package

RegS

English

Page 7: Deal Roadshow Presentation - helpe · 2016-12-22 · Deal Roadshow Presentation September 2016 . ... a €40m tranche which was due to mature in July 2016 (“Tranche A”), and (ii)

(in € millions) Current capitalisation

Jun-16 Amt x EBITDA Maturity

Reference EBITDA (1) 749

Cash and cash equivalents(2) (1,416) (1.9x)

Syndicated credit facility €50m 50 0.1x Jul-2018

Syndicated bond loan €350m 343 0.5x Jul-2018

Bond loan €400m 284 0.4x Oct-2016

Bond loan €200m 199 0.3x Jan-2018

Bond loan SBF €400m 198 0.3x Nov-2017

European Investment Bank Term Loan 267 0.4x Jun-2022

Eurobond €500m due 2017 483 0.6x May-2017

Eurobond €325m due 2019 312 0.4x Jul-2019

New Notes – – 5NCL

Bilateral lines 963 1.3x Various

Finance leases 5 0.0x Various

Total gross debt 3,104 4.1x

Total net debt 1,688 2.3x

Sources €m % Uses €m %

New Notes 400 100% Exchange on 2017 Notes 200 50%

Pre-fund maturities 192 48%

Indicative fees and expenses 8 2%

Total Sources 400 100% Total uses 400 100%

[●]

Transaction overview vs. current debt capital structure

• Net leverage neutral transaction with 2.3x LTM EBITDA

6

[●]

[●] [●]

[●] [●]

(1) LTM as of Q2 2016.

(2) Includes financial assets available for sale.

(3) Syndicated credit facility consists of two tranches: (i) a €40m tranche which was due to mature in July 2016 (“Tranche A”), and (ii) a €10m tranche (“Tranche B”) maturing in

July 2018. An amount of €20m of Tranche A has been renewed until July 2018 while the remaining amount of €20 million has been repaid.

(4) Assumes €10m in indicative fees and expenses.

Source: Company information.

Issue 5-year Senior Notes in order to refinance existing indebtedness and improve liquidity

(4)

(3)

[●]

[●] [●]

Page 8: Deal Roadshow Presentation - helpe · 2016-12-22 · Deal Roadshow Presentation September 2016 . ... a €40m tranche which was due to mature in July 2016 (“Tranche A”), and (ii)

Simplified corporate structure

7

Hellenic Petroleum S.A.

Hellenic

Petroleum

International AG

Hellenic Fuels

and Lubricants

Industrial and

Commercial SA

Elpedison BV Biodiesel SA

Elpedison SA

Vardax SA

Okta Crude Oil

Refinery A.D.

Hellenic

Petroleum –

Renewable

Energy Sources

SA

EL.PE.T

Balkan SA

ELPE

Thraki SA

Athens Airport

Fuel Pipeline

Company SA

Diaxon SA Asprofos SA

DEPA SA

Helpe-Larco

Energeiaki

Kokkinou SA

Helpe-Larco

Energeiaki

Servion SA

Energeiaki

Pilou Methonis

Poseidon

Maritime

Company

Global Petroleum

Albania SA

Hellenic

Petroleum

Finance Plc

Hellenic

Petroleum Serbia

(Holdings) Ltd

Eko-Serbia AD

Helpe

Cyprus Ltd

Superlube Ltd

Hellenic

Petroleum

Bulgaria

(Holdings) Ltd

Eko

Bulgaria EAD

Jugopetrol AD

Hellenic

Petroleum

Bulgaria

Properties Ltd

Hellenic

Petroleum

International

Consulting SA

DMEP

HOLDCO Ltd

EKOTA KO SA SAFKO KO SA Eko Calypso

M.E.P.E.

Eko Athena

Maritime

Company

Eko-Artemis

Maritime

Company

Eko-Dimitra

Maritime

Company

Eko Aphrodite

Maritime

Company

Eko-Ira

Maritime

Company

Issuer

Guarantor

JV

Domestic

International

Helpe Upstream

64.4% 5%

45%

75.78% 35.6%

100% 100% 100%

100% 65%

100% 100%

54.35% 100% 48%

25% 80%

81.51%

Helpe Patraikos

Apollon

Maritime

Company

Helpe SA, Edison

International SPA

100% 63% 25% 50% 100% 100% 100% 99.96%

100% 50% 100%

100%

100%

100% 51% 51% 100% 100%

49% 33.3% 100% 100% 100% 100% 100%

Ramoil SA

Page 9: Deal Roadshow Presentation - helpe · 2016-12-22 · Deal Roadshow Presentation September 2016 . ... a €40m tranche which was due to mature in July 2016 (“Tranche A”), and (ii)

(1) Includes other activities (exploration and production) which was -€6m in LTM 1H16, -€2m in 2015 and -€7m in 2014.

(2) Includes 35% share of Adj. Net Income of DEPA Group adjusted for one-off items. As per ‘Share of profit of investments in associates and JVs’ as reported in financial

statements.

Source: Company investor presentation June 2016, company 2Q16 results presentation.

Petrochemicals 13%

Marketing 13%

Refining, Supply & Trading

74%

Montenegro

Serbia

Bulgaria

FYROM

Greece

Cyprus

Elefsina

Aspropyrgos

Thessaloniki

OKTA

Refinery

Marketing

Storage terminal

Company overview

Key financials 1H16 (LTM)

€749m(1)

1 Refining, Supply & Trading

2 Marketing

3 refineries, 65% Greek market share (by capacity):

- Elefsina (100kbp/d, NCI 11.3)

- Aspropyrgos (148kbp/d, NCI 9.7)

- Thessaloniki (93kbp/d, NCI 6.9)

14.4MTmn of gross production in 2015 (c. 94% utilisation)

50-60% of sales exported

2014 2015 1H16 LTM

Refining, Supply & Trading 253 561 553

Marketing 90 107 101

Petrochemicals 81 93 101

Other(1) -7 -2 -6

Total 417 758 749

Share of Adj. Net Income of

associates(2) 28 22 23

Domestic market

- 30% market share across retail, commercial, aviation and bunkering

- Total sales volume c. 3.5MTmn

- 1,725 service stations through marketing subsidiary (EKO and BP brand)

International market

- 297 service stations across Cyprus, Montenegro, Serbia, Bulgaria and FYROM

- Total sales volume c. 1.2MTmn

3 Petrochemicals

220kt of polypropylene (PP) capacity vertically integrated with ELPE’s

refineries

>50% of domestic petrochemicals market share

60-65% of sales are exports

Sales €6,579m

Adj. EBITDA €749m

Net Debt €1,688m

Net Debt /

Adj. EBITDA 2.3x

Paneuropean Oil

and Industrial

Holdings S.A.

Hellenic Republic

Asset Development

Fund

Free Float

Hellenic Petroleum ownership structure

45.5% 35.5% 19.0%

1H16 (LTM) Adj. EBITDA

Key Business Areas Operational Footprint

Adj. EBITDA Breakdown (€m)

8

Page 10: Deal Roadshow Presentation - helpe · 2016-12-22 · Deal Roadshow Presentation September 2016 . ... a €40m tranche which was due to mature in July 2016 (“Tranche A”), and (ii)

3 Improve competitiveness

Key strategic initiatives have resulted in upgraded, efficient operations and

significant de-risking of the business since 2013

1 Upgrade Refining Assets • Completed refinery upgrades successfully

• Among the most complex refining systems in the Med

2 Rebalance market position and

de-risk business model

• Vertical integration: Doubled domestic marketing

market share with BP network acquisition

• Increased exports (60%)

Manage business portfolio for

value 5

• Gas & Power

• Exploration assets in Greece

• Operating KPIs and Solomon benchmarks

• Marketing competitiveness and COMO sites 4 Fit-for-purpose organisation

• Reduced headcount by 35% (2008 to 2015)

• Group culture

• Shared services

9

Action / developments

Upgrade

refining

assets

Results and implications

• Completion and start-up of

Elefsina (2012-13)

• Completion and integration of

Thessaloniki upgrade (2011-12)

Improvement

of operating

performance

De-risk

business

model

Strengthening

of supply

chain and

sourcing

optionality

Elefsina amongst top margin / complex

refineries in the Med

Complementary refining assets (system)

Operational flexibility and diversification

Ability to capture margin environment

and market cycles

• Rightsized headcount

• Fit-for-purpose logistics footprint

• Competitiveness initiatives

(BEST, DIAS)

• Retail cost model transformation

20% lower headcount (vs. 2013)

Improvement in Solomon Benchmarking

positioning

More competitive cost structure

• Acquisition and transformation

of BP domestic network

• Strengthen export capabilities

• Greek market risk management

• Diversified funding mix

Increase in vertical integration

Strong competitive position to seize upside

performance on Greek macro

• Asset complexity supports

alternative feedstock modes

• Geopolitical development / crude

market (East Med)

• Improved credit terms from

suppliers

Optionality of crude source (eg. Iraq, Iran,

Russia, Kazakhstan)

Availability of different qualities (sweet/sour)

Lower supply risk

Lower dependence on traders

Exports sales (MT ‘000)

2,377

8,939

2011 2016

% of

total

sales

21% 60%

Annualised

9

Increased profitability (energy, value

added products)

Lower cost to serve

Reduce Greek dependence through

international markets (50-60% exports)

Reduced dependence on Greek banks

Page 11: Deal Roadshow Presentation - helpe · 2016-12-22 · Deal Roadshow Presentation September 2016 . ... a €40m tranche which was due to mature in July 2016 (“Tranche A”), and (ii)

10

Refining, Supply & Trading route to market Leading domestic market position and strong export capacity (international sales at >50%

of total)

(1) Domestic ground fuels and aviation and bunkering markets.

(2) Main units defined as follows: NCI (Nelson Complexity Index), HC (Hydrocracking), HS (Hydroskimmer and FCC (Fluid Catalytic Cracker).

Source: Export vs. domestic split percentages based on FY15 data.

1

Elefsina

NCI 11.3, 100kbp/d, HC

Aspropyrgos

NCI 9.7, 148kbp/d, FCC

Thessaloniki

NCI 6.9, 93kbp/d, HS

Hellenic Petroleum refining capacity (16MTmn)

Refined products

c. 14MTmn

4.5 MTmn

8.0 MTmn

3.5 MTmn

c. 65% Greek market share

ELPE Group

subsidiaries

c.50%

3rd party domestic

marketing companies

c.50%

Domestic market (1) (c. 7MTmn) Export market (c. 7MTmn)

ELPE international

c.20%

subsidiaries

3rd Parties

c.80%

Med competitive pricing Platts Med FOB based + premia

Page 12: Deal Roadshow Presentation - helpe · 2016-12-22 · Deal Roadshow Presentation September 2016 . ... a €40m tranche which was due to mature in July 2016 (“Tranche A”), and (ii)

Montenegro

Serbia

Bulgaria

Greece

FYROM

Turkey

39

No. of petrol stations (H1 2016)

55

86

1,725

92

Cyprus

Elefsina

Aspropyrgos

Thessaloniki

25

11

Marketing operations Leading domestic market position and a regional footprint increasing integrated route to

market

4,637

4,070

3,361

2,971 3,052 3,494

2010 2011 2012 2013 2014 2015

Sales – Greek subsidiaries (‘000MT)

1,051 1,042 1,072 1,072 1,079 1,178

2010 2011 2012 2013 2014 2015

Cyprus Bulgaria Serbia Montenegro

Sales – International marketing subsidiaries(1) (‘000MT)

€107m

International56%

Domestic 44%

2015 Adj. EBITDA

+8.4%

CAGR

+4.8%

CAGR

(1) Does not include OKTA sales which is mainly wholesale.

Source: Company information.

2

OKTA

Page 13: Deal Roadshow Presentation - helpe · 2016-12-22 · Deal Roadshow Presentation September 2016 . ... a €40m tranche which was due to mature in July 2016 (“Tranche A”), and (ii)

270

282

1,135

44

Propane Propylene Polypropylene BOPP

Petrochemicals Operations centred on utilising refining assets for higher value extraction; trading geared

to exports markets

12

(1) LTM as of 1H16.

Source: Platts, Company information.

3

Overview

Production and marketing of Polypropylene (PP), BOPP Film, polymers and solvents through the further processing of refinery production

Vertical integration

85-90% of total production integrated using

propylene produced at Aspropyrgos

Best-in-class Polypropylene production technology

Lyondell Basell’s Spheripol technology

Competitive advantages

Margin contribution by product (€/T)(1)

Geographical diversification

>60% of sales exported to Turkey, Italy, North Africa, Iberia and Eastern Mediterranean where

petchems are used as raw materials in the manufacturing industry and other applications

Strong domestic market share

Domestic market share in petchems > 50% in all products, produced or traded

Low exposure to refining margins

PP margins largely unrelated to refining margins

Domestic and

International market

Aspropyrgos

splitter

Thessaloniki

PP plant (220 kt)

PP Propane

Propylene

(polymer

grade)

BOPP BOPP film

plant (26 kt)

c.90%

c.10%

90%

Imports 10%

Petrochemicals value chain

Page 14: Deal Roadshow Presentation - helpe · 2016-12-22 · Deal Roadshow Presentation September 2016 . ... a €40m tranche which was due to mature in July 2016 (“Tranche A”), and (ii)

Contents

• Company Overview

• Credit Highlights

• Industry Update

• Historical Financials

• Appendix

13

Page 15: Deal Roadshow Presentation - helpe · 2016-12-22 · Deal Roadshow Presentation September 2016 . ... a €40m tranche which was due to mature in July 2016 (“Tranche A”), and (ii)

Credit Highlights

Diversified business model limits exposure to cyclical refining margins

5

Improved operating performance and cost structure through 2008-2015 competitiveness improvement programs

4

Well-invested asset base with low capex requirements

6

Improved crude supply optionality and supportive regional pricing dynamics

2

14

High complexity interconnected refining system and logistics assets

1

Assets strategically located for exports in diesel-short Med region complementing leading domestic business

3

Page 16: Deal Roadshow Presentation - helpe · 2016-12-22 · Deal Roadshow Presentation September 2016 . ... a €40m tranche which was due to mature in July 2016 (“Tranche A”), and (ii)

High complexity interconnected refining system and logistics assets Diversified asset base in two refining hubs, benefiting from system interconnectivity and

global LP optimisation vs. standalone/single refinery

1

Group refinery footprint and operating model

15

Aspropyrgos

148kbpd

93kbpd

Elefsina

100kbpd

Naphtha for

reforming

SRAR (1) & VGO (1)

for upgrading

Naphtha for

reforming

Thessaloniki

SRAR* for

upgrading

(1) SRAR (Straight Run Atmospheric Residue) and VGO (Vacuum Gas Oil) are intermediate products.

(2) Refined products output / crude feed capacity.

Source: Company information.

Note: CCR: Continuous Catalytic Reforming; FCC: Fluid Catalytic Cracking; FXC: Flexicoker; HC: Hydrocracking; VDU: Vacuum Distillation Unit.

Aspropyrgos

Elefsina

Thessaloniki

Refinery

System

Capacity(2)

(MTmpa / kbpd))

8.0 / 148

4.5 / 100

3.5 / 93

16.0 / 341

Latest

upgrade

2004

2012

2011

n/a

Next

maintenance

2018

2019

2016

n/a

Nelson

Complexity

Index (NCI)

9.7

11.3

6.9

9.6

HC

FCC HC

FXC

CCR

VDU

Page 17: Deal Roadshow Presentation - helpe · 2016-12-22 · Deal Roadshow Presentation September 2016 . ... a €40m tranche which was due to mature in July 2016 (“Tranche A”), and (ii)

High complexity interconnected refining system and logistics assets Consistent benchmark overperformance supported by high complexity system with

crude / product flexibility and significant wholesale margin capacity

8.0 7.5

10.2 10.2

12.3

8.3

11.8

9.5 10.2

8.6

1Q14 2Q14 3Q14 4Q14 1Q15 2Q15 3Q15 4Q15 1Q16 2Q16

Benchmark margin

Consistent benchmark overperformance

$/bbl

1

(1) System benchmark calculated using actual crude feed weights.

(2) Includes wholesale trading premia and propylene contribution which is reported under Petchems.

Source: Company information. 16

56% 43%

36% 36% 29% 34% 39% 33%

23%

19%

24% 24% 22%

20%

29% 19% 16%

27%

10%

9% 9% 8%

11%

4% 10%

11% 9%

7% 21% 21%

19% 26%

28% 26% 31% 32%

1% 4% 4%

2% 1% 2% 3% 8%

3% 8% 11% 11%

3% 4% 7% 7%

1Q14 2Q14 3Q14 4Q14 1Q15 2Q15 3Q15 4Q15 1Q16

Urals CPC Egypt Iraq Libya Other

Crude Sourcing (%)

Sweet / sour crude (%)

67% 57% 54% 56% 57% 56% 59%

69% 63% 56%

33% 43% 46% 44% 43% 44% 41%

31% 37% 44%

1Q14 2Q14 3Q14 4Q14 1Q15 2Q15 3Q15 4Q15 1Q16 2Q16

Sour Sweet

Sales breakdown (%) High value product yield (%)

53% 43%

36% 34% 34% 30%

26%

21% 20% 17% 17%

16%

21% 36%

44% 49% 49% 54%

2011 2012 2013 2014 2015 LTM2Q 2016

Domestic Aviation & Bunkering Exports

14% 13% 12% 10% 10% 10% 13% 11% 14% 11%

51% 52% 53% 54% 54% 57% 52% 53% 49% 52%

24% 23% 24% 24% 23% 15% 22% 22% 24% 22%

5% 5% 5% 4% 5% 3%

5% 5% 5% 5%

6% 7% 6% 8% 8% 15% 8% 9% 8% 10%

1Q14 2Q14 3Q14 4Q14 1Q15 2Q15 3Q15 4Q15 1Q16 2Q16

FO Middle Distillates Gasoline LPG Naphta/Other

ELPE realised margin(1) (2)

12.5 15.1 MTmn

Page 18: Deal Roadshow Presentation - helpe · 2016-12-22 · Deal Roadshow Presentation September 2016 . ... a €40m tranche which was due to mature in July 2016 (“Tranche A”), and (ii)

17

Improved crude supply optionality and supportive regional pricing dynamics Coastal location and private port facilities allow crude supply optionality

2

Source: Platts, Company information.

-0.50

0.00

0.50

1.00

1.50

2.00

2.50

2012 2013 2014 2015 2016

Recovery in Brent-Urals spread points to current

oversupply in the Med… ($/bbl)

CPC 28%

Iraq

27% Iran 9%

Urals 19%

Egypt

10%

Libya 2%

Other 5%

Import blends and countries of origin

Crude supply sourcing optionality

Black

Sea

Middle

East

North

Africa

56% 43%

36% 36% 29% 34% 39% 33%

23%

19%

24% 24% 22%

20%

29% 19% 16%

27%

10%

9% 9% 8%

11%

4% 10%

11% 9%

7% 21% 21%

19% 26%

28% 26% 31% 32%

1% 4% 4%

2% 1% 2% 3% 8%

3% 8% 11% 11%

3% 4% 7% 7%

1Q14 2Q14 3Q14 4Q14 1Q15 2Q15 3Q15 4Q15 1Q16

Urals CPC Egypt Iraq Libya Other

Urals 34%

Iraq 28%

CPC 20%

Egypt 9%

Libya 2%

Other 7%

2015 1H16

Page 19: Deal Roadshow Presentation - helpe · 2016-12-22 · Deal Roadshow Presentation September 2016 . ... a €40m tranche which was due to mature in July 2016 (“Tranche A”), and (ii)

Assets strategically located for exports in diesel-short Med region… 3

Diesel / Gasoil surplus (2020) Diesel / Gasoil deficit (2020)

Source: KBC Advanced Technologies, Company information.

Key Diesel / Gasoil balances in the Med region, kb/d (2020)

18

Exports sales (MT ‘000)

2,377

4,501

5,518

6,589 6,942

8,041

2011 2012 2013 2014 2015

% of

total

sales 21% 36% 44% 49% 49%

Portugal Spain

Morocco Algeria

France

Italy Croatia

Bosnia

Serbia

FYROM

Albania

Greece

Turkey

Cyprus

Syria

Lebanon

Libya

-51

-114 -69

-441 -35

-11

-13 -12

-18 -3

-260

-11 +49

Israel +6

-162

Egypt

Slovenia

+79

54%

1H 16

LTM

+73

+23

-8

+20

-37

Tunisia

-4 Montenegro

Page 20: Deal Roadshow Presentation - helpe · 2016-12-22 · Deal Roadshow Presentation September 2016 . ... a €40m tranche which was due to mature in July 2016 (“Tranche A”), and (ii)

Domestic market demand(1) (MT ‘000) Domestic market shares

3 …complementing a leading domestic business with performance leveraged

to Greek macro improvement

(1) Does not include PPC and armed forces.

Source: Ministry of Environment & Energy. 19

11,413

10,125 9,267

7,727

6,599 6,669 7,103

2009 2010 2011 2012 2013 2014 2015

+1%

+7%

-42%

65%

30%

Refining16 MT capacity

Marketing3.5 MT sales

Hellenic Petroleum

65%

Other 35%

Refining

(16MTmn of capacity)

Marketing

(3.5m MTmn of sales)

Hellenic Petroleum

30%

Other 70%

Page 21: Deal Roadshow Presentation - helpe · 2016-12-22 · Deal Roadshow Presentation September 2016 . ... a €40m tranche which was due to mature in July 2016 (“Tranche A”), and (ii)

(1) Global benchmarking study conducted on a bi-annual basis; results displayed for C&S Europe (31 refineries).

Source: Company information.

20

ELPE positioning in Solomon Benchmarking(1) Group Headcount (FTE)

4 Improved operating performance and cost structure through 2008-2015

competitiveness improvement programs Favourable impact on KPIs with significantly improved efficiency and competitiveness

2010 2014

OperationalAvailability

Personnel Index (PI) Maintenance CostEfficiency Index

1st

quartile

2nd

quartile

4th

quartile

3rd

quartile

2010 2015

Domestic marketing opex

4,766

3,300

2010 2015

-31% -27%

Page 22: Deal Roadshow Presentation - helpe · 2016-12-22 · Deal Roadshow Presentation September 2016 . ... a €40m tranche which was due to mature in July 2016 (“Tranche A”), and (ii)

67%

749

Retail Petrochemicals Wholesalesupply,

logistics andoverperformance

Non-refiningmargin derived

EBITDA

Refining EBITDAat $5.0/bbl

LTM Adj.EBITDA

Diversified business model limits exposure to cyclical refining margins

LTM Adj. EBITDA breakdown (€m)

21

5

Source: Company information.

Note: The above is not intended to be representative of future performance.

USD/EUR exchange rate of 1.1245 as of 8 September 2016.

No / low dependency on gross refining margin

Key industry macro drivers for Group

EBITDA €m

• Illustrative change in EBITDA for a given change in either benchmark

margin or exchange rate

• Based on normal operations throughput of 100-110mmbbl (LTM) and

LTM price environment

-$1.0/bbl

-10c. FX EUR/USD (50)

(100)

50

100 +$1.0/bbl

+10c. FX EUR/USD

Page 23: Deal Roadshow Presentation - helpe · 2016-12-22 · Deal Roadshow Presentation September 2016 . ... a €40m tranche which was due to mature in July 2016 (“Tranche A”), and (ii)

56

16 13 12 9

2011 2012 2013 2014 2015

73

25 22 32

91

2011 2012 2013 2014 2015

22

(1) Calculated as Reported less the Inventory effects and other non-operating items.

(2) Net interest paid as per the company’s cash flow statements.

Source: Company information.

Well-invested asset base with low capex requirements 6

€ million, IFRS 2015 LTM Jun-16

Adj. EBITDA(1) 758 749

Capex 165 135

Adj. EBITDA – Capex 593 614

Adj. EBITDA / Interest(2) 3.9x 4.0x

(Adj. EBITDA – Capex) / Interest(2) 3.1x 3.3x

Low capex requirements going forward

629

135 100–150

2009-2012Average

2013-2015Average

2016-2018Guidance

Cap

ex

(€

m) Last 5Y refinery capex (€m)

Aspropyrgos

Elefsina

Thessaloniki

520 453

46 61 36

2011 2012 2013 2014 2015

Refinery

System Cumulative refinery capex over last 5 years: €1.5bn

(Elefsina and Thessaloniki upgrade projects: €911m)

High levels of refinery growth capex historically

• Transformational refinery upgrades completed leading to:

• Improved operating performance

• Lower capex going forward

Page 24: Deal Roadshow Presentation - helpe · 2016-12-22 · Deal Roadshow Presentation September 2016 . ... a €40m tranche which was due to mature in July 2016 (“Tranche A”), and (ii)

Contents

• Company Overview

• Credit Highlights

• Industry Update

• Historical Financials

• Appendix

23

Page 25: Deal Roadshow Presentation - helpe · 2016-12-22 · Deal Roadshow Presentation September 2016 . ... a €40m tranche which was due to mature in July 2016 (“Tranche A”), and (ii)

Med regional crude supply Excess supply of sour crude grades (Iraq production growth) leads to favourable crude

spreads for Med refiners; Iran return to the market affecting 2016 balances

Crude exports / supply to Med(1) (kbpd)

0

500

1,000

1,500

2,000

2,500

3,000

3,500

4,000

0

500

1,000

1,500

2,000

2,500

3,000

2012 2013 2014 2015 2016

BTC Urals (Novo) Siberian Light

CPC Kirkuk Basrah (RHS)

(1) Total exports for Basrah; Med loadings for other grades.

(2) BTC = Azerbaijan, CPC = Kazakhstan, Basrah and Kirkuk = Iraq, Urals and Siberian Light = Russia.

Source: Bloomberg, Wood Mackenzie. 24

Oil supply from key producing countries 2015-2020

(kbbl/d)

44,060 45,120

46,267 46,976 47,628 48,289

0

15,000

30,000

45,000

2015 2016E 2017E 2018E 2019E 2020E

Russia Saudi Arabia

Iran Iraq

Kazakhstan Egypt

Libya Other Middle East

+9.6%

(2)

Page 26: Deal Roadshow Presentation - helpe · 2016-12-22 · Deal Roadshow Presentation September 2016 . ... a €40m tranche which was due to mature in July 2016 (“Tranche A”), and (ii)

European demand growth for refined products Strong demand growth in 2015-16 especially for light-ends; Consumption in Europe also

positive after several years of contraction

European demand growth per product (%)

-8%

-6%

-4%

-2%

0%

2%

4%

6%

2010 2011 2012 2013 2014 2015 2016

Gasoline Distillate Others

Source: KBC estimates as of 18/05/2016.

Europe fuels (mbpd)

15.0

14.6

14.4

14.2

14.5

14.7

2016 2015 2014 2013 2012 2011

-3% -2% -1% Growth +1%

25

+2%

Page 27: Deal Roadshow Presentation - helpe · 2016-12-22 · Deal Roadshow Presentation September 2016 . ... a €40m tranche which was due to mature in July 2016 (“Tranche A”), and (ii)

0

1

2

3

4

5

6

7

8

1Q13 2Q13 3Q13 4Q13 1Q14 2Q14 3Q14 4Q14 1Q15 2Q15 3Q15 4Q15 1Q16 2Q16

FCC Hydrocracking

Recent industry developments Improvement in European refining environment mainly on supply dynamics

• Crude oversupply in the region being the key driver of resilient margins

• Developments in global refining capacity (Middle East, Russia) and inter-regional competitive

position (USGC) favour the refining industry

• Weak crude prices and stronger USD positive for refiners, despite one-off inventory impact

Med complex margins - $/bbl

Med FCC margins:

2.6

$/bbl

3.3 6.5

Source: Q2 2016 Company presentation.

5.1

26

Page 28: Deal Roadshow Presentation - helpe · 2016-12-22 · Deal Roadshow Presentation September 2016 . ... a €40m tranche which was due to mature in July 2016 (“Tranche A”), and (ii)

Contents

• Company Overview

• Credit Highlights

• Industry Update

• Financials

• Appendix

27

Page 29: Deal Roadshow Presentation - helpe · 2016-12-22 · Deal Roadshow Presentation September 2016 . ... a €40m tranche which was due to mature in July 2016 (“Tranche A”), and (ii)

Group Profit & Loss Evolution

(1) Calculated as Reported less Inventory effects and other non-operating items.

(2) Non-recurring DEPA settlement with PPC.

(3) 2010-13 restated to Adj. Net Income attributable to Group (vs. Adj. Net Income attributable to parent) as reported until 2013.

28

€ million, IFRS 2010 2011 2012 2013 2014 2015 LTM

June 2016

Sales Volume (MT’000) –

Refining, Supply & Trading 14,502 12,528 12,796 12,696 13,538 14,258 15,142

Net Sales 8,477 9,308 10,469 9,674 9,478 7,303 6,579

Segmental Adj. EBITDA

- Refining, Supply & Trading 338 259 345 57 253 561 553

- Petrochemicals 50 44 47 57 81 93 101

- Marketing 114 66 53 68 90 107 101

- Other (incl. E&P) (28) (6) 0 (5) (7) (2) (6)

Adj. EBITDA(1) 474 363 444 178 417 758 749

Adj. associates’ share of profit(2) 30 67 69(2) 57 28 22 23

Adj. Net Income(1),(3) 213 140 229 (120) 2 268 283

Page 30: Deal Roadshow Presentation - helpe · 2016-12-22 · Deal Roadshow Presentation September 2016 . ... a €40m tranche which was due to mature in July 2016 (“Tranche A”), and (ii)

(7) (6)

253

553 81

101

90

101

(8)

417

128

147

65 749

FY14 Bench-marking

Refining Margins

FX impact onUS$ based

margin translation

Operationalperformance

Others LTM Jun16

Other

(incl. E&P)

Adj. EBITDA Evolution 2014 – LTM June 2016

Adj. EBITDA bridge 2014 to LTM 2016 (€m)

Refining,

Supply & Trade

Retail &

Marketing

Petrochemicals Refining,

Supply &

Trade

Petrochemicals

Other

(incl. E&P)

29

• Current Adj. EBITDA run rate adjusted by a shift in refining macros and improvement in company performance

Retail & Marketing

Page 31: Deal Roadshow Presentation - helpe · 2016-12-22 · Deal Roadshow Presentation September 2016 . ... a €40m tranche which was due to mature in July 2016 (“Tranche A”), and (ii)

1,689 1,688 554 (1,501)

350 60

474 11 51

YE13 Net debt Adj. EBITDA Capex Taxes paid Net interest paid Net distributions Others (incl.one-off items)

1H16 Net Debt ex WC changes

WC changes (incl. inventory

effects and payment tosuppliers of LT payables)

1H16 Net debt

Group Cash Flow Profile

30

Net debt evolution YE 2013 to 1H2016 (€m)

Note: All figures represent the cumulative total for Full Year 2014, Full Year 2015 and 1st half of 2016.

• Improved profitability supports stronger and de-risked balance sheet

Page 32: Deal Roadshow Presentation - helpe · 2016-12-22 · Deal Roadshow Presentation September 2016 . ... a €40m tranche which was due to mature in July 2016 (“Tranche A”), and (ii)

0

200

400

600

800

2020+ 2019 2018 2017 2016

Liquidity profile Repayment of $400m Eurobond in May 2016; Successful covenants harmonisation supports

plans for 2017 Notes refinancing

Gross Debt overview (%) – 2Q16

EIB

9%

Debt Capital Markets 26%

Banks (uncommitted)

31%

Banks (committed)

35%

Total debt:

€3.1bn

2Q16 Term Debt Maturity Profile

31

Debt Capital Markets Banks EIB

• LTM Adj. EBITDA – Capex at €614m

• Reduced cost of debt vs FY15

• Repayment of $400m Eurobond in May 2016

• Successful consent solicitation for 2017 Notes; unanimous support from commercial banks

• Stand-by facility of €240m established with Greek banks, providing additional headroom to support LM and refinancing process

• Robust cash position of €1.4bn as of June 2016

EURm

(1) (2)

(1) 1-year extension agreed on the Bond Loan.

(2) Part of the 2017 Notes being refinanced as part of New Issue.

Page 33: Deal Roadshow Presentation - helpe · 2016-12-22 · Deal Roadshow Presentation September 2016 . ... a €40m tranche which was due to mature in July 2016 (“Tranche A”), and (ii)

Balance Sheet Strategy

32

• Current business model assumes Net Debt of €1.5-2.0bn depending on prices

• Gearing ratio targets to be maintained for monitoring and compliance purposes

• Net debt / Adj. EBITDA target of 2.0-2.5x(1)

• Target weighted average life of debt of > 3 years, with c.50% of net debt issued in capital markets

Funding 1

• Maintain liquidity at c.20% of gross debt (depending on supply market conditions)

• Reduction of negative cost of carry

• Continue to utilise international banking structure for operational and risk management purposes

Liquidity 2

• Recently upgraded refineries allow normalisation of capex to c. €100-150m p.a.

• Proceeds from material divestments to reduce debt Capex/Divestments 3

• No distribution paid in 2016

• Plan to resume distribution in line with statutory framework and performance Dividends 5

• De-risk working capital position and increase optionality

• Explore market opportunities to improve cash flows and optimise costs/impact of asset conversion

cycle (e.g. contango trades and securitisation)

Working capital 4

(1) Proforma leverage excl. the carrying value of Investments in Associates from Net Debt.

Page 34: Deal Roadshow Presentation - helpe · 2016-12-22 · Deal Roadshow Presentation September 2016 . ... a €40m tranche which was due to mature in July 2016 (“Tranche A”), and (ii)

Contents

• Company Overview

• Credit Highlights

• Industry Update

• Historical Financials

• Appendix

33

Page 35: Deal Roadshow Presentation - helpe · 2016-12-22 · Deal Roadshow Presentation September 2016 . ... a €40m tranche which was due to mature in July 2016 (“Tranche A”), and (ii)

2Q 2016 Group Key Financial Highlights

• 2Q16 Adj. EBITDA at €156m (€130m LY) and Adj. Net Income at €38m (€39 LY):

– Weaker refining margins; stable EUR/USD exchange rate

– Higher refinery utilisation both q-o-q and y-o-y; improved performance post maintenance

– Highest quarterly exports at 60% of total refining sales

– Improved crude supply mix supported results

• IFRS reported Net Income at €72m in 2Q16 (€49m LY):

– Inventory gains (€49m in 2Q16 vs €20m LY)

– Profits partly utilise accumulated tax losses with a corresponding cashflow benefit

• Positive cashflow and balance sheet improvement:

– (Adj. EBITDA – Capex) at €133m

– Net Debt at €1.7bn reflects payables normalisation and initial payments to NIOC

• 2016 $400m Eurobond repaid and financial covenants harmonised across loans; 2017 refinancing plans in progress

34

156

130

+20%

2Q15 2Q16

Adj. EBITDA (€m) IFRS Net Income (€m)

72

49

+47%

2Q16 2Q15

Page 36: Deal Roadshow Presentation - helpe · 2016-12-22 · Deal Roadshow Presentation September 2016 . ... a €40m tranche which was due to mature in July 2016 (“Tranche A”), and (ii)

Glossary

Financial

Adjusted EBITDA Calculated as Reported less the inventory effects and other non-operating items

Net Debt Calculated as Reported gross debt minus cash and cash equivalents, restricted cash and available for sale assets

Refining

GRM Gross Refining Margin

MTmn million metric tonnes

MTmpa million metric tonnes per annum

NCI Nelson Complexity Index

VDU Vacuum Distillation Unit

CCR Continuous Catalytic Reformer

FLX Flexicoker

HC Hydrocracking

FCC Fluid Catalytic Cracker

HS Hydroskimmer

VGO Vacuum Gas Oil

SPAR Straight Run Atmospheric Residue

35

Page 37: Deal Roadshow Presentation - helpe · 2016-12-22 · Deal Roadshow Presentation September 2016 . ... a €40m tranche which was due to mature in July 2016 (“Tranche A”), and (ii)

Glossary (cont’d)

Products

MOGAS Motor Gasoline

FO Fuel Oil

LPG Liquefied Petroleum Gas

Middle Distillates Includes Jet Fuel and Diesel

Chemicals

PP Polypropylene

BOPP Biaxially-oriented polypropylene

Marketing

COMO Company owned, managed, and operated

FYROM Former Yugoslav Republic of Macedonia

Other

ELPE Hellenic Petroleum

PPC Public Power Corporation

36