Professional Documents
Culture Documents
and more liberalized contractual approach would to exclusively assume the development investments,
attract more investors and increase competition to depriving them of the IOCs financial and technical
an under-funded industry. support. On the other hand IOCs consider such a
system, which provides reimbursement of the cost
Procurement Strategies for Gas Projects and payment of a bonus, is insufficient to encourage
in DCs them to risk exploration investments in the gas
The main principle behind the creation of different sector.
contract strategies in most DCs is based on the type International Joint Venture (IJV)
of funding and risks perceived. The level of The majority of gas projects in DCs are procured
commitment that public and private sectors provide through IJV agreements between NOCs and foreign
to fund, operate and manage risk in gas projects investors (often IOCs), whereby the foreign
vary depending on the type of project, its location investors and NOCs provide the funds required to
and characteristics. develop gas projects. The financial instruments (or
Production Sharing Contract (PSC) structure) used to finance these types of venture
Usually PSCs are undertaken by IOCs (International varies from one IJV to another. These include
Oil Companies) who provide the funds and corporate finance, project finance, use of the
experience required to explore, produce and financial markets to raise funds through bonds,
transport whatever petroleum resources are issuances of shares or a combination of any of these
discovered; in return the IOC receive a share of the financial instruments; all have been used to date. (
revenue generated. Almost all petroleum contracts Merna & Al-Thani, 2005).
are designed for the discovery and development of IJVs in the gas industry, like any other type of
crude oil, however, in petroleum contracts the terms IJV contain numerous risks. Larimo (2001)
suitable for oil cannot adequately govern or much explained that the motivation which contributes to
less promote the development of natural gas. PSCs the creation of IJVs can be divided into three broad
often allow companies who have discovered, and categories: 1) Market-driven, 2) Resource-driven
want to develop gas resources only the recovery or and 3) Risks-driven IJVs. These three categories are
reimbursement of its costs and remuneration found in most gas IJVs and are usually interrelated.
(bonus) which is calculated by reference to the Larimo illustrates that high failure rates of IJVs
recoverable reserves. This may vary from one arise from different dimensions, including
country to another. (Omorogbe, 2002) objectivities, ownership and culture. Selection of
The challenges for most DCs are ownership the right organisational structures to develop gas
rights and shares of gas. A consequence of the projects can either improve performances or
current PSC rules is that the IOCs’ portion of the complicate matters further and add more layers of
gas production alone would frequently be risk to these projects. These would typically be
inadequate to capture an external market. Due to the differences in objectives, divergence of interests,
size and production capacity of the gas volumes control issues, management quality and stakeholder
reverting to the IOCs, only the most significant gas motivations.
discoveries would be large enough to justify the Project Finance
enormous infrastructure costs and allow for long- In many DCs, the use of project finance
term gas supply commitments. However, the (concessionary contracts) in the oil and gas sector is
challenge for National Oil Companies (NOCs) is considered to cause depletion of natural resources
how to recognise a right for gas production for IOCs without providing a fair share of profit to the host
without unduly creating competition, especially to government. The concession period can often be 20-
the prices between the gas exported by NOCs 30 years after which the facility is transferred to the
exclusively and the gas reverting to IOC’s. A major host government, unlike PSCs or IJVs where
objective is to avoid such competition which would revenues are shared over the project lifetime. On the
be prejudicial to themselves as well as to their other hand project companies are often deprived of
partners. This strategy has shown weaknesses vis-à- ownership rights of gas resources because it is
vis both the aim and objectives of the NOCs and the considered by many developing countries as a
IOCs. NOCs consider that such systems oblige them
SPE 101044 3
type of project than the latter type, because most pure gas exploration due to the risk and uncertainty
lenders are unwilling to finance projects based on involved.
Project Company
-Licenses
Well head sale Development -Location of blocks
(Agreed price) Program -Information Availability
Figure (B-1): The acquisition process of gas resources
Figure (B-2) illustrates typical stakeholders and cost to the NOC. The length of concession is often
contracts associated with a project procured using dependent on the time required by the SPV to
project finance in a gas project. A primary contract generate sufficient revenue to service the debt and
is signed between the Ministry of Energy or its provide a reasonable rate of return. NOCs have a
representative NOC and a project company (SPV) significant role in facilitating the purchase and/or
which gives the right to the SPV to develop gas accessibility to land, extension of exploration
fields and sell its product over an agreed concession contracts to increase production, administration
period, before finally transferring the facility at no permits and as an equity holder.
PRINCIPAL
NOC
Insurance WBG / multilateral
Companies institution
Insurance contracts Equity Financial Support
Offtakers & Private
Purchasers Offtake contracts Equity investors
Promoter
Secondary contracts are signed between the SPV traditional public services or assets, which in many
and lenders. A project can be financed on a non- DCs are dysfunctional and require reform, often
recourse or limited recourse basis depending on need guidance and support from the multilateral
project risks and forecasted revenues. For other finance institutions which provide a platform for
secondary contracts, the project company may privately financed projects to proceed.
appoint a single constructor or operator to carry out Figure (B-3) illustrates the movement of funds
the necessary work. Insurance companies may offer between stakeholders. SPVs have to deal with each
to cover many risks that the project company are stakeholder in the financing process according to
exposed to such as political risks, force majeure, the performance of project cash flow; senior loans
construction and supply delay risks. (Merna &Khu will be paid first and on maturity; others are paid
2003) according to the project’s performance. Gas sale
The role of the World Bank Group (WBG) or contracts (offtake contracts) should also be secured
multilateral finance institutions is to provide because they are the only source of revenue
guarantees to encourage private investments, and generation which lenders normally require as forms
often to provide seed capital to promote commercial of security for the loan.
interest. Usually private sector involvement in
Lenders
Dividends
Government Taxes Investors
SPV Equity
Equity Loan
Contractors Mezzanine
Sales Revenue Repayment Sources
Dividen
Gas
Purchasers
The authors suggest that the introduction of a government and SPV share are decided on the basis
Concession Time-Linked Profit (CTLP) strategy of the project cash flow.
when awarding concession contracts can increase Figure (B-4) illustrates a number of stages that
government support and interest in the project by can be used to introduce the CTLP, after the
addressing the above issues. This would secure execution of all construction activity and the start of
constant revenue for the host government rather revenue generation. The share of the revenue would
than waiting for the facility to be transferred before be divided between promoter and principal
making a profit, similar to the process used in PSCs depending on project performance. According to
in the oil industry. In return the host government Pirani (1998), international experience suggests that
could exempt or offer a tax holiday to the project investors may seek minimum post-tax return on
company for a certain period of time, as under a investments of about 7-10% on relatively risk-free
PSC. The CTLP could be measured on the basis of endeavours such as gas transportation projects (no
project performance or economic parameters such exploration risks involved) and 15-25% on
as Internal Rate of Return (IRR) or Net Present relatively more risky investments such as gas
Value (NPV). This means that the percentages of production and processing (including unsuccessful
and successful exploration costs).
+VE
NPV
Pay Back Period
Money
Time
Application of the Concession Time Link The financial data is used to evaluate the financial
Profit parameters of the WLGP under different financial
The Western Libyan Gas Project (WLGP) is used to contractual strategies including: PSC, IJV and
test the CTLP concept. The project will eventually concessionary system under a BOOT strategy using
transport 11bcm/yr. The project will dovetail gas the CTLP. The computed economic parameters
and oil/condensate production from Libya's offshore were then compared to select the best finance
Bahr Essalam and desert Wafa fields and transport strategy for the WLGP based on the risks identified.
it under the Mediterranean to Sicily. A joint venture CASPAR (Computer Aided Simulation for
company between the Libyan National Oil Project Appraisal and Review) is a software
Company (LNOC) and Eni Gas has been signed and package developed by the Centre for Research in
the project total cost is approximately US $ 5 the Management of Projects in UMIST. The authors
billion. Eni and LNOC investigated harnessing the have selected this software to validate the model
gas to generate electrical power in southern Europe because of its feature of modelling the interaction of
via a long-distance submarine cable, however, the time, resources, cost and revenue, throughout the
cost and technical risk appeared too great. entire project lifecycle. Since the model is based on
comparisons of different financing strategies, it is
SPE 101044 7
important to evaluate the risks imposed on each before to evaluate oil and gas projects and proved
activity in each case and their impact on the project. to be successful. (Al-Thani & Merna, 2004)
CASPAR computes the economic parameters in
terms of IRR, NPV, Payback Period (PBP) and Economic Parameters of the WLGP
Cash Lock-up (CLUP) under different risk Tables (A-2, 3 & 4) show the economic parameters
scenarios for all cases, as well as producing of the WLGP utilising a BOOT strategy, PSC
probability and sensitivity analyses for each case as strategy and a IJV strategy respectively. The results
part of the comparison process. The economic indicate that the project finance strategy using a
parameters were used to assess the commercial BOOT strategy provides better overall economic
viability of each case. CASPAR has been used parameters than the other two strategies.
Table (A-2): Economic Parameters for the WLGP utilising a BOOT strategy.
After Risk Mitigation Base Case Worst Case Best Case
NPV (mm $ US) 26,935 17,506 29,760
IRR % 19.01 13.9 20.4
Cash Lock up (mm $ US) 4,958 6,041 4,590
Payback Time (Years) 10.7 12 10.3
Table (A-4): Economic parameters for the WLGP utilising a PSC strategy.
PSC Base Case Worst Case Best Case
NPV (mm $ US) 26,830 12,530 28,610
IRR % 17.3 9 16.7
Cash Lock up (mm $ US) 4,958 7,430 4,750
Payback Time (Years) 11.6 15.4 11.7
Figure (B-5): Probability analysis for the WLGP using different contract strategies.
ROI under Production Sharing Contracts ROI under Joint Venture Contracts
Using PSC the revenue of the project will be Using a JVC, in reality the WLGP is funded under a
divided according to an agreeable share between the JVC between the LNOC and Eni where Eni share of
host government and the private company. As the capital cost was 60%, the other 40% being
explained earlier, private gas investors seek a raised by the LNOC; in return each party would
minimum return on investment of 7-10 % in a fairly receive 50% share of the revenue. Table (A-6)
risk-free project (gas transportation projects), where shows the share of each party using a calculation of
no exploration risks are involved; and 15-25 % in cumulative cash flow computed by CASPAR. The
gas project. This figure was taken into account by authors calculated ROI with various profit shares
the authors to calculate the ROI for each party. In but the actual agreed share in this case is 50% for
this case only ROI for the private investors will be the Libyan government and 50% for Eni.
measured. Various percentages of production The result shows that if Eni was able to minimise
sharing are measured along with ROI for the private the risks during construction and operating of the
company to highlight the worthiness or WLGDP, they would obtain an acceptable ROI for
attractiveness of the project to the private sector. all case scenarios of the project. Table (A-6) shows
Table (A-5) shows that the higher the percentage that for a 50 / 50 share the ROI for the base, worst
taken by the private company, the higher ROI. and best case scenarios are 18.2 %, 8.8 % and 21.2
% respectively. The worst case is still in the range
Table (A-5) : Profit shares of the WLGP. of 7-10 % return on investment typically required
-50% Public, 50% Private by private investors to develop gas projects.
Base Case Worst Best Case
Case Table (A-6): Profit Shares, 50% Public, 50% Private
Public mm 13,400 6,265 14,305 ARM Base Case Worst Best Case
US $ Case
Private mm 13,400 6,265 14,305 Public mm 13,130 6,320 15,350
US $ US $
ROI % 11.2 5.2 11.9 Private mm 13,130 6,320 15,350
(Private) US $
ROI % 18.2 8.8 21.3
ROI for the worst-case scenario is below the (Private)
minimum 7% which is normally demanded by the
private investors.
SPE 101044 9
ROI of a BOOT Strategy in conjunction with service its debt, the project promoter would provide
CTLP only a minimum share of the project revenue to the
The CTLP principle is applied by simply dividing principal. When the project cash flow starts
the revenue of the project based on the performance recording a positive NPV, this share will increase
of the project cash flow and then computing the gradually until the end of the concession period
resulting economic parameters. where the promoter’s share will be at its lowest
The concession period of the project is the time percentage (just before transferring the facility to
during which the promoter will finance, construct the principal).
and operate the project and pay back the debt to For the purposes of this case study the WLDGP
lenders and make a profit from the generated project was divided into four Time-Leg periods. In
revenue. Depending on the forecasted revenue of this case the concession period is assumed to be 31
the project in its early stages, lenders would be able years including a 7-year construction period and a
to make a decision on whether to lend to the project. 24-year O&M period. The 24 years O&M period is
Projected cash flow is considered as recourse to divided into four separate periods each with a time
lenders which is secured by long-term (send-or-pay) leg of 6 years. Allocation of profit will differ from
contracts. one period to another which will ensure that the
The attractiveness of CTLP is that the promoter promoter receives the agreed percentage return on
receives an acceptable ROI and the principal a share the investment. This can be achieved in many
of the project revenue throughout the operation and different ways with percentages determined prior to
maintenance (O&M) period, depending on the financial closure. Table (A-7) shows the calculated
actual cash flow and economic parameters attained. CTLP of the WLGDP based on 7-10 % return to
The promoter’s share will vary according to the private investors for the three possible case
actual achieved cash flow of the project. This means scenarios (base, worst and best case).
that when the project starts to generate revenue and
Table (A-7): The CTLP for the WLGDP using a BOOT Strategy
-Base Case IRR= 19.01 %, NPV = 26,935 mm US $
Time Leg = 6 years
CTLP 0-6 years 6-12 years 12-18 years 18-24 years Total
Public-Private % 20-80 % 40-60 % 60-40 % 80-20% 53-47 %
Public mm US $ 832 3,272 4,621 5,516 14,241
Private mm US $ 3,326 4,909 3,080 1,379 12,694
ROI % (Private) 13.9 20.6 12.9 5.8 13.3
There is significant improvement in the project’s determine the Debt Service Coverage Ratio (DSCR)
economic parameters using the BOOT strategy for on the basis of the worst case cash flow.
both the best and worst case scenarios with IRR Figure (B-6, 7 & 8) show the projected cash flow
increases of 49.5% and 18.3% respectively, and allocation of the project CTLP periods for the
compared with JVC. NPV also experiences an three case scenarios under a BOOT strategy with
increase of 40% for the worst case scenario and different Debt/Equity ratios.
only minus 3% for the best case scenarios. The The results indicate that the WLGDP can be
improvement of the worst case scenario economic financed using a BOOT strategy and can provide an
parameters is achieved through better management acceptable ROI to the promoters under each case
and mitigation of risks by the project company. scenario. The authors emphasise that the time leg
Lenders look closely to the worst case scenario of a and percentage share for both the promoter and the
project to be sure that these risks will not have a principal vary and a project may have numerous
significant effect on the project’s ability to service CTLP scenarios depending on ROI, concession time
its debt. It should be noted that lenders usually and forecasted project cash flows.
Figure (B-6): Cash Flow for BOOT strategy with Various Debt/ Equity Ratios, Base Case.
40000
30000 80 /20 D /E
25000 60 /40 D /E
NPV mm US $
20000 50 /50 D /E
15000 40 /60 D /E
10000
5000
0
0 36 72 108 144 180 216 252 288 324 360 396
- 5000
Time Leg 1 time Leg 2 Time Leg 3 time Leg 4
- 10000
6 years 6 years 6 years 6 years
Period months
Figure (B-7): Cash Flow for BOOT strategy with Various Debt/ Equity Ratios, Best Case.
SPE 101044 11
25000
10000
40 /60 D /E
5000
0
0 36 72 108 144 180 216 252 288 324 360 396
- 5000
Time Leg 1 Time Leg 2 Time Leg 3 Time Leg 4
- 10000
6 Years 6 Years 6 Years 6 Years
Period months
Figure (B-8): Cash Flow for BOOT strategy with Various Debt/ Equity Ratios, Worst Case.
Conclusions
The huge financial requirement for future gas http://blake.montclair.edu/~cibconf/conference/DA
projects can use innovative financial and contractual TA/Theme2/UK1.pdf
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projects. Financial innovations should not only 3. Merna, T and Al-Thani, F.F.J.: “Corporate Risk
tackle systematic issues like changes in the Management” An Organisational Perspective,
industry’s commercial mechanisms or issues Wiley, London, (2005).
concerning promoters and lenders but also issues 4. Merna, T. and Dubey, R. “Financial
concerning host governments in developing Engineering in the Procurement of Projects”,
countries. The following conclusions can be drawn: Asia Law and Practice Publishing Ltd, Hong
• The BOOT strategy can play a significant role Kong, (1998).
in providing funds to develop gas projects in DCs 5. Merna, A and Khu, FLS.: “Allocation of
and help create new financial markets. Financial Instruments to Investment Activity
• The CTLP concept has a better realization for Risks, Journal of Structure and Project Finance,
the reward/risk issues than the PSC or JVC. Vol. 8 Institutional Investor, New York, (2003).
• All the contract strategies discussed require 6. Merna, T. and Njiru, C.: “Financing
finance and the management of risks over the life Infrastructure Projects”, Thomas Telford
cycle of the investment. London, (2002).
• BOOT using CTLP can assure private 7. Omorogbe, Y.: “The Oil and Gas Industry:
investors that the risk and reward would be Exploration and Production Contracts”,
measured over the project performance and cash Malthouse Press Limited, Nigeria, (2002).
flow. 8. Pirani, R.: “Major Projects Look More Viable
When Risks are Spreads Broadly: Technical,
• The CTLP rewards the promoter a higher
financial and political challenges demand cost-
share when the project is performing as anticipated.
sensitive planning and government
collaboration”, International Construction
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