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February 2016 Disclaimer ROMGAZ – February 2016 Disclaimer This document has been prepared by SNGN Romgaz S.A. for the presentation of the 2015 Preliminary Financial Results. This document is for your information only and all statements contained herein are related to intentions, assumptions and forecasts made by SNGN Romgaz S.A. or by its management. None of the information included herein shall be assumed as an invitation, an offer, a recommendation or an opinion expressed by SNGN Romgaz S.A. to subscribe, purchase or sell any securities. Also, this document and all information included herein shall not form the basis of any contract, investment decision or commitment whatsoever. This document and all information included herein shall not be treated as a consultancy or advice whatsoever. This presentation is not an offer for sale of securities in the United States or any other jurisdiction. The Company’s shares have not been and will not be registered under the U.S. Securities Act of 1933 (the “Securities Act”) or with any securities regulatory authority of any state or other jurisdiction of the United States. To the extent available, the industry, market and competitive position data contained in this presentation has come from official or third party sources. While the Company believes that each of these publications, studies and surveys has been prepared by a reputable source, the Company has not independently verified the data contained therein. Accordingly, undue reliance should not be placed on any of the industry, market or competitive position data contained in this presentation. This presentation may include certain forward-looking statements, beliefs or opinions. No representation is made that any of these statements, beliefs or opinions will be achieved. There are a number of risks, uncertainties and factors that could cause actual results and developments to differ materially from those expressed or implied by these statements, beliefs or opinions. Past performance of the Company cannot be relied on as a guide to future performance. This document does not purport to contain all information that may be necessary in respect of the Company or its securities and each person receiving this document should make an independent assessment. Neither SNGN Romgaz S.A. nor its directors, management, employees and their consultancies can be held responsible for any losses or damages howsoever arising, directly or indirectly, from any use of this document or its contents. All figures included in this presentation are rounded (“round to nearest” method). 2 Company Overview Largest Reserve Holder, Producer and Supplier of Natural Gas in Romania • Onshore mature natural gas reserves base1: 1P 62 bcm, 2P 75 bcm Gas • >140 commercial gas fields - Significant onshore and offshore exploration potential Exploration & Production • Production: 5.56 bcm or -1.8% y/y in 2015 – we have successfully consolidated and stabilised the daily production potential at 15.6 mln m3 /day • Largest gas producer: over 48% market share in 10M/2015 Gas Supply • 45% market share in Romania’s gas consumption Underground • Working capacity: 2.77 bcm, market share of over 90% in Romania Storage • Regulated activity (revenue-cap methodology, RR on RAB) Electricity Production • 800 MW nameplate capacity – revenues +7% y/y in 2015, mkt share increased to 2.7% 2013 2014 Q4/14 Q3/15 Q4/15 2015p Key Financials Revenue 3,894 4,493 1,207 698 1,120 4,053 (RON mln) EBITDA 1,960 2,490 572 465 520 2,209 EBITDA margin 50.3% 55.4% 47.4% 66.7% 46.4% 54.5% Net profit 996 1,410 296 209 209 1,184 Net margin 25.6% 31.4% 24.5% 29.9% 18.7% 29.2% Dividends 2 991 1,214 - - - - CAPEX 848 1,085 335 173 272 925 1 Based on CPR prepared by DeGolyer&MacNaughton updated to June 30, 2013 2 Distributed from the year’s net profit 2015 preliminary results 3 Key Financials for 2013 – 2015p Profitability remains strong in a challenging international environment Revenues: -10% y/y in 2015 on lower gas sales and storage services – triggered by weak market demand (low cash availability of some heating plants, higher temperatures, lower consumption in the chemical industry) (Q4: gas deliveries to industrial clients improved, electricity revenues rose 29% y/y) EBITDA: -11% y/y to RON 2,209 mln in 2015; Net Profit: RON 1,184 mln in 2015, -16% y/y on lower sales EBITDA margin elevated at 54.5% in 2015 (Q3: 67% best ever quarterly reported in the past years, Q4: 46.4%) Net margin is robust at 29.2% in 2015 showing strong profitability Romgaz: Profitability Rates 67% RON million 209 296 Q4/15 55% 55% Net Profit 1,184 50% 1,410 Q4/14 47% 46% 996 2015 38% 520 2014 35% 33% 572 31% EBITDA 2,209 2013 30% 29% 30% 30% 2,490 26% 25% 23% 1,960 19% 1,120 1,207 Revenues 4,053 4,493 3,894 0 1000 2000 3000 4000 2013 2014 2015 Q4/14 Q3/15 Q4/15 EBITDA margin EBIT margin Net margin 4 Factors with impact on financial results Regulated domestic gas production prices in Romania vs imports level 139 134 128 140 128 123 122 122 118 120 107 111 115 94 100 89.4 89.4 89.4 87 MWh 72.0 80 63.4 68.3 55.3 60.0 60.0 49.0 53.3 53.3 53.3 53.3 Non-households RON / RON 60 45.7 49.8 50.6 51.8 Households 40 45.7 45.7 45.7 48.5 20 Imports level* 0 Q4/12 Q1/2013 Q2/13 Q3/13 Q4/13 Q1/2014 Q2/14 Q3/14 Q4/14 Q1/2015 Q2/15 Q3/15 Q4/15 Regulated storage tariffs Source: ANRE, Romgaz computation based on ANRE data (data available only by Oct 2015) 20 1.80 1.80 1.87 15 2.37 2.53 2.37 MWh Withdrawal 10 2.76 2.76 Injection RON / RON 2.76 2.76 13.12 13.14 13.68 Capacity Reservation 5 5.65 5.65 0 2010-2012 2012- Mar 30, 2013 Apr 1, 2013 - Apr 14, 2014Apr 15, 2014 - Mar 31, 2015Apr 1, 2015 - Mar 31, 2016 5 Financial Performance in 2015 Profit and loss account Elevated Profitability and Strong Margins in a challenging environment Selected P&L items RON mln RON mln 2012 2013 2014 2015p Q4/14 Q4/15p Q4/15p Breakdown of Revenues Main source of revenue is the sale of gas production which abated by 7% y/y both in Revenues - of which 3,838 3,894 4,493 4,053 1,207 1,120 1 Q4 and FY2015. We succeeded to limit the decrease of quantities sold in Q4 to 6.4% 1. Gas Production 2,508 2,808 3,553 3,291 969 902 y/y with improved deliveries to industrial consumers, while overall in 2015 volumes 2. Gas Resales 1,053 461 131 19 16 5 sold declined by 11.1% y/y on weak market demand. 3. Services 270 394 455 365 125 89 2 Revenue from imported gas resale expectedly hit the bottom. Revenue from services (mostly gas storage) declined on lower gas consumption, mild 4. Electricity 207 336 357 92 118 3 weather and delayed regulation for the 2015-2016 winter minimum gas stock. Other income 134 54 108 80 10 36 Electricity sales have significantly recovered in H2 hiking by 63% y/y in value - leading Cost of commodities sold (905) (439) (176) (40) (21) (7) 4 to an overall growth of 7% y/y in 2015, due to lower hydro power availability and Changes in inventory 111 56 28 138 (2) 8 favourable prices in the market. Raw materials (118) (79) (66) (78) (28) (19) Exploration expense (193) (59) (43) (44) (22) (44) Gas consumption declined by c. 4.5% y/y in 2015 in Romania (Q4: -8% y/y) Headcount expense (503) (504) (523) (518) (199) (159) triggered in our view by warmer weather, weak demand in the chemical industry and poor operation of some thermal plants. We succeeded to increase our gas Other gains and losses (50) (204) (275) (317) (80) (104) deliveries to industrial consumers in the second part of the year, while also on the Other expenses (436) (745) (1,035) (1,044) (283) (303) positive side hot summer and low hydraulicity led to a significant increase in our electricity sales in the last 2 quarters of last year. EBITDA 1,854 1,960 2,490 2,209 572 520 “Other expenses” include main taxes paid by the company: (a) Gas and storage EBITDA margin 48.3% 50.3% 55.4% 54.5% 47.4% 46.4% royalties (9M/15: RON 224 mln); (b) Windfall profit tax on the additional revenues D&A (606) (782) (777) (794) (208) (265) as a result of the gas price deregulation process (9M/15: RON 263 mln); (c) Tax on special constructions due starting Feb 1, 2014 (9M/15: RON 49 mln) EBIT 1,248 1,177 1,713 1,415 364 255 We recorded an impairment for exploration activity in the Black Sea of RON 176 EBIT margin 32.5% 30.2% 38.1% 34.9% 30.1% 22.8% mln in 2015, but overall the D&A line was roughly flat y/y. Net Interest income 148 123 75 44 17 9 “Other gains and losses” include receivable allowances for Elcen Bucuresti (RON Profit before tax 1,396 1,301 1,788 1,459 381 265 238 mln, of which RON 102 mln booked in Q4) and Elcen Galati (RON 49 mln) Income tax (276) (305) (378) (275) (85) (55) EBITDA margin was resilient at 54.5% and EBIT margin was strong as well at Net Profit 1,119 996 1,410 1,184 296 209 34.9% in 2015.
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