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Presentation Presentation May 2014 1 Disclaimer The Presentation does not constitute an offer to sell or an invitation for offers to purchase or acquire any securities or any of the business or assets described herein. The presentation contains statements which constitute "forward-looking statements", including forecasts regarding future financial results. The Company does not, in general, publish forecasts regarding their future financial results. The financial forecasts contained in this document are based on a series of assumptions, which are subject to the occurrence of events that can neither be reasonably foreseen by the Company, nor are within the Company's control. The words "may", "would", "could", "will", "intend", "plan", "anticipate", "believe", "estimate", "expect" and similar expressions, as they relate to the Company, are intended to identify such forward-looking statements. Investors are cautioned that forward-looking statements are based on the opinions, assumptions and estimates of management considered reasonable at the date the statements are made and are inherently subject to a variety of risks and uncertainties and other known and unknown factors that could cause actual events or results to differ materially from those projected in the forward-looking statements. These factors, uncertainties and risks include, but are not limited to, the impact of general business and economic conditions, the value of assets and liabilities based on projected future conditions, changes in accounting policies, loss of key personnel, changes in governmental regulations, the financial conditions within Greece, fluctuations in the prices of crude oil and raw materials in general, as well as fluctuations in foreign currencies rates, refining margins and changes in supply. Consequently, it should be stressed that the Company, nor could it reasonably be expected to, provide any representation or guarantee, with respect to the creditworthiness of the forecasts. Should one or more of these risks or uncertainties materialise, or should assumptions underlying the forward-looking statements prove incorrect actual results may vary materially from those described herein as intended, planned, anticipated, believed, estimated or expected. Although the Company has attempted to identify important risks, uncertainties and factors which could cause actual results to differ materially, there may be others that could cause results not to be as anticipated, estimated or intended. The Company does not intend, and does not assume any obligation, to update these forward- looking statements except as otherwise captured by applicable law. The presentation also contains certain financial information and key performance indicators which are primarily focused at providing a "business" perspective and as a consequence may not be presented in accordance with International Financial Reporting Standards (IFRS). The Company has provided the information in the Presentation, which does not purport to be comprehensive and has not been fully verified by the Company or any of their respective shareholders, directors, advisers, agents or affiliates. The Company undertakes no obligation to provide you with access to any additional information or to correct any inaccuracies herein which may become apparent. Securities may not be offered or sold in the United States absent registration under the U.S. Securities Act of 1933, as amended (the “Securities Act”) or an applicable exemption from registration, and the company has no intention to register securities under the Securities Act. Neither this document nor any related presentation nor any copy thereof may be taken or transmitted or distributed, directly or indirectly, into the United States. The Presentation does not constitute directed selling efforts to US investors or within the United States or any other securities market. This Presentation does not constitute an advertisement, marketing material, investment advice or recommendation, solicitation or inducement to sell, purchase or otherwise invest in or dispose of any securities of the Company. This Presentation is not a prospectus for the purposes of the Prospectus Directive (Directive 2003/71/EC, as amended). 2 Capital structure Current debt repayment schedule (EURm)1 450 Long-term borrowings Current portion of Long-term borrowings Drawn Short-term borrowings / overdraft facilities Undrawn Short-term borrowings / overdraft facilities 400 350 121 300 250 200 178 150 281 100 171 104 50 0 2014 2015 2016-18 2019+ Source: Company information Notes: 1) As at 31 December 2013. The amount of short-term borrowings / overdraft facilities reflects drawn borrowings under local bank facilities which are repayable on demand in accordance with local banking practice. A number of the Company’s long-term borrowings are subject to optional extensions 3 Company overview 4 Strong shareholder base and management team Shareholder base evolution Executive management team Vardis J. Vardinoyannis Chairman and Managing Director 1972 100% VARDINOYANNIS GROUP John V. Vardinoyannis Executive Vice Chairman 1996 50% 50% VARDINOYANNIS Petros Tzannetakis SAUDI ARAMCO GROUP Deputy Managing Director & CFO Years with Board / Company: 28 2001 16% 42% John Kosmadakis VARDINOYANNIS 42% FREE GROUP SAUDI ARAMCO FLOAT Deputy Managing Director & GM Marketing Years with Board / Company: 36 2005 Michael-Matheos Stiakakis 61.5% 38.5% VARDINOYANNIS GROUP FREE FLOAT GM Refinery Manufacturing & GM Strategic Corporate Planning and Development Years with Board / Company: 32 2014 Theofanis Voutsaras 40.9% 8.5% 50.6% GM Administration & Human Resources MOTOR OIL HOLDINGS1 DOSON1 FREE FLOAT Years with Board / Company: 4 Note: 1) Both Motor Oil Holdings Limited and Doson Investment Co. are ultimately controlled by different members of the Vardinoyannis family 5 Company milestones • Motor Oil • Listing of MOH on • Hydrocracker project completed in • New crude distillation unit completed in May 2010 • Motor Oil’s Corinth (“MOH”) the Athens Stock December 2005, enabling the Increased distillation capacity by more than 50% refinery’s Nelson production of clean fuels according to 1 founded in Exchange Increased total refining capacity by 25% on Complexity Index 1970 by the European Union specifications of (“NCI”) assessed at • The Vardinoyannis stream in 2010 Vardinoyannis 2009 (Auto Oil II) 11.54 (from 10.42 Group and Saudi family and • Acquisition of Shell’s business in Greece completed in 2012), one of the Aramco each • Saudi Aramco sells stake in MOH started Acquisition of Shell network highest in Europe, retain 42% through a private placement; operating in reflecting benefits interests resulting in 61.5% Vardinoyannis Acquisition of Shell LPG business 1972 Group ownership and 38.5% free JV in aviation business (49% MOH-51% Shell) of continuous float investment 1970- 2008- 19962000 2001 2002 2005 2010 2012 2013 1972 2009 • MOH becomes • Completion of • Acquisition of • Mytilineos takes over Iberdrola stake in • Motor Oil acquires 26.7% of Cyclon a 50/50 JV investment 100% of Avin Korinthos Power; resulting ownership Hellas, a company producing and between the projects aimed at Oil, which under new JV agreement is 35% Motor distributing petroleum products and Vardinoyannis the production of engages in the Oil and 65% Mytilineos lubricants. Cyclon has a network of Group and products in sale of fuel in approximately 220 gas stations all • Acquisition jointly with Avin of an Saudi Aramco harmonisation with the domestic over Greece additional 64.1% stake in OFC Aviation European Union market Fuel Services S.A. Following this, MOH • Korinthos Power commences specifications for Group controls 92.1% of OFC commercial operations as a 2000 combined cycle power production plant Source: Company information Note: 1) The NCI is a measure of a refinery’s conversion capacity versus its primary distillation capacity. A higher 6 NCI denotes increased conversion capacity and is considered a proxy for increased refining margins Group overview Motor Oil (Hellas) was founded by the Vardinoyannis family in 1970 and is headquartered in Maroussi, a suburb of Athens. Vardis J. Vardinoyannis is the Chairman of the Board Refining & Trading Operates the Corinth refinery, among the top refineries in Europe, with an NCI of 11.54 • 172 mbpd nameplate capacity • 33.5% of Greece’s total refining capacity • Storage: 2,500,000 m3 • Modern, company-owned, port facilities Domestic sales (34% of FY13A volumes) Exports (66% of FY13A volumes) Fuel retail Fuel wholesale • Majority of Motor Oil’s products are exported Strong market share in the Greek retail • 49% of Shell aviation fuels business market. Presence secured via two wholly- • Strong, long-standing relationships with traders, • LPG business owned subsidiaries and one affiliate national oil companies (“NOCs”) and • Coral, operating under the Shell retail • Chemicals storage and distribution government entities brand (700 retail sites) business • Avin (500 retail sites) • Production and distribution of lubricants • Niche and specialty products provide long-term • 26.7% equity interest in Cyclon Hellas (220 and stable demand retail sites) • Only base-oil producer in Greece Note: Company is also active in other activities through a 35% holding in Korinthos Power (power generation and trading) and a 50% stake in M&M Gas, a joint venture with Mytilineos Holdings Source: Company information 7 State-of-the-art Corinth refinery Key features Location map • Located near the city of Corinth, 85km West from
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