Private and confidential

3rd November 2014

Standard Bank Project Finance Workshop

2nd Africa Finance

Standard Bank Overview

3Standard Bank in Africa

Distinctive Presence Distinctive People Strong Market Conditions

Largest Pan-African footprint

Increased quality deal flow in/out of Africa

Excellent Cross-Border Connectivity

Local balance sheets

Very strong specialist teams in Johannesburg,

Accra, Lagos, London, Nairobi and New York

Full range of expertise in-country

Improving fundamentals, incl. political stability in

Ghana

Movement towards market based economies

Increased foreign investor interest

Commodity-led economic growth

Over 150 years of experience in Africa

Largest bank in Africa by assets and headcount

Approximately 49,000 employees in 20 African countries

Headquartered in Johannesburg

Growth on the continent is a key strategic focus area

Investment banking presence across the region and in key

markets strengthened by recent acquisitions:

– IBTC Chartered Bank, Nigeria

– CFC Bank, Kenya

– Recently opened in South Sudan

– Recently opened a branch office in Cote d’Ivoire

Ability to provide corporate and investment banking

solutions including advisory, transaction structuring and

bespoke debt funding packages in local and foreign

currencies

Investment Banking in Africa

Operation Overview

Standard Bank has

an unrivalled

presence in sub-

Saharan Africa with

on-the-ground

presence in 20

African countries

Ghana

Nigeria

South

Sudan

KenyaD.R.C

Angola

Namibia

South

Africa Lesotho

Swaziland

MauritiusBotswana

Zambia

Zimbabwe

Mozambique

Malawi

Tanzania

Uganda

Standard Bank

Stanbic Bank

Stanbic IBTC Bank

CFC Stanbic Bank

Cote

d’Ivoire

4Standard Bank 2014 and 2013 Awards

Selected 2014 Awards Selected 2013 Awards

Best Investment Bank in Africa

Best Investment Bank in Mozambique, Angola,

Botswana, Kenya, Uganda, Rwanda & Tanzania

Best local Investment Bank in South Africa

Best Broker in Nigeria

Best Project Finance House

Best treasury services in Africa

Best transactional bank for financial institutions in

Africa

Best Investment Bank in Africa

Best Syndicated Loan House in Africa

Best Treasury Services in Africa

Best Securitization House in Africa

Best M&A House in Africa

Best M&A Deal in Africa

Best Corporate Bond in Africa

Best IPO in Africa

Best Investment Bank in Africa

Best Investment Bank in Frontier Markets

Best Bank in Africa

Best Overall Bank for Cash Management in Africa

Best Bank for Liquidity Management in Africa

Best Bank for Payments & Collections in Africa

Best Trade Finance Bank in Africa and South Africa

Best FX Provider in Africa

Best Provider of Money Market Funds in Africa

Best Debt House in Africa

Best Trade Finance Bank in Africa

Best Treasury and Cash Management Bank and

Provider in Africa

Most Innovative Investment Bank in Africa

Equities Deal of the Year for Africa

M&A Deal of the Year for Africa

Structured Finance Deal of the Year for Africa

Africa Deal of the Year

Fixed Income Deal of the Year

Best Risk Advisor in Africa

Best Equity House in Africa

Best Investment Bank in Africa

Best Oil & Gas Research

Consistently voted

‘Best Investment

Bank in Africa’ and

‘Best Syndicated

Loan House in

Africa’

5Standard Bank - The leading Corporate & Investment Bank in Africa

Debt Capital Markets

Best Corporate Bond in Africa (2013)

Best Securitization House in Africa (2013)

Africa Book Runner League Table 2012 – 2014 (YTD)

Rank Lead managerValue

(US$m)

Deal

count

% Mkt

Share

1 Standard Bank 3,897 24 18%

2 UBS 3,686 15 17%

3 Citi 3,602 7 16%

4 BAML 2,584 8 12%

5 RBC Capital Markets 2,553 16 12%

6 HSBC 2,406 4 11%

7 JPMorgan 2,331 7 11%

8 Deutsche Bank 2,161 6 10%

9 Credit Suisse 2,024 7 9%

10 BNP Paribas 1,930 4 9%

M&A Advisory

Best M&A Deal in Africa (2013)

M&A Deal of the Year (2013)

Equity Capital Markets

Equities Deal of the Year (2013)

Best Equity House (2013)

Sub-Saharan Africa M&A League Table 2014 (YTD)

Rank House Value (US$m) No.

1 Standard Bank 9,296 2

2 Bank of America Merrill Lynch 8,127 1

3 Citi 8,127 1

4 Deutsche Bank AG 8,127 1

5 Simonis Storm Securities 8,127 1

6 Investec 7,182 3

7 Java Capital 2,805 1

8 Sasfin Bank Limited 2,805 1

9 Rand Merchant Bank 1,434 2

10 CIBC World Markets Inc. 1,169 1

Most active arranger of Sub-Saharan African bonds 2014 (YTD)

Rank Lead managerValue

(US$m)

Deal

count

% Mkt

Share

1 Standard Bank 1,892.02 44 22.4

2 Firstrand Bank Ltd 1,787.49 67 21.2

3 Barclays 1,127.29 39 13.4

4 Nedbank Capital 949.96 18 11.3

5 RBC Capital Markets 624.6 19 7.4

6 Eskom Holdings Ltd 523.33 21 6.2

7 JP Morgan 383.12 18 4.5

8 Investec PLC 378.98 14 4.5

9 TD Securities 143.85 8 1.7

10 Citi 126.74 7 1.5

Debt Finance

Best Syndicated Loan House in Africa (2013)

Best Debt House in Africa (2013)

Africa MLA League Table 2012 – 2014 (YTD)

Rank MLA Value (US$m)Deal

Count

1 Standard Bank 5,342 42

2 Barclays 4,899 36

3 Standard Chartered Bank 4,666 40

4 BNP Paribas SA 3,201 21

5 Firstrand Bank Ltd 3,176 29

6 Citi 2,573 24

7 Nedbank Capital 2,086 16

8 HSBC Bank PLC 2,047 19

9 Societe Generale 1,867 14

10 Ecobank Transnational Inc 1,697 11

6Standard Bank & ICBC

In 2008, Industrial and Commercial Bank of China Ltd. (“ICBC”), acquired 20% of Standard Bank Group for US$ 5.5 billion, at the time, the

largest overseas investment by a Chinese company anywhere in the world

Largest bank in the world by market capitalisation, assets,

revenue and profitability

Market leader in all its businesses

Strategically keen to grow in emerging markets and build on

the significant China-Africa trade and investment flow

Extensive financial resources and client base of Chinese

companies and SOEs

194 international branches and offices in 26 countries

Strategic alliance between the largest banks in China and Africa

Leaders from two emerging market regions with the greatest

growth potential

Strong relationships and good formal cooperation which will

drive multiple new business opportunities

ICBC wants to grow with Standard Bank in other emerging

markets

ICBC achieves value creation together with existing Standard

Bank shareholders

Supportive,

non-controlling

minority shareholder

ICBC Board is committed to assist

in building and cementing the

strategic partnership

No intention to increase stake in Standard Bank

Industrial and Commercial Bank of China Ltd

Strategic Relationship ICBC Strengths

Case Study – Infrastructure Finance Project (West Africa)

8Project Structuring Considerations

Total amount of US$500m assumed based on 70% gearing ratio and total Project Costs of US$715m

Tenor and funding costs are optimised through ECA cover, especially given country background and long-term funding

requirement for the Project

Given a Chinese EPC contractor, debt raising from Chinese investors with cover from Sinosure

Maximum insured amount under Sinosure cover is 85% of EPC contract value (i.e. US$382.5m), potentially can be

extended to non-EPC project costs. The cover is typically for:

95% political risk insurance

50% commercial insurance

Sinosure covered debt portion provided by ICBC and SB

Raise uncovered/clean portion (i.e. US$117.5m) from SB and other local/regional/international investors, including DFIs

Local project content and also EU project content, both of which may qualify up to a certain percentage as project costs

and therefore eligible for ECA cover.

1

2

3

4

5

6

7

9Project Debt Structure

Overview

$181.7m $181.7m

$500m

to

tal d

eb

t am

ou

nt

$450m

EP

C c

on

tract

valu

e

85%

15%

“covered” risk ca

$382.5m

“clean” risk ca

$117.5m

$50m

$67.5m

$19.1m

Political cover Political cover

Commercial cover

Predominantly

Chinese banks

(e.g. ICBC) and

Standard Bank

International and local

banks, incl. Standard

Bank

10Indicative Debt Terms

Tranche A: $117.5m (“Commercial Tranche”) Tranche B: $382.5m (“ECA Tranche”)

Amount

$95.5m to be used for:

a) $67.5m uncovered portion of EPC contract

b) Additional project costs

$382.5m to be used for contracted capex:

B1: $181.7m (political cover only)

B2: $181.7m (political and commercial cover)

Tenor [7] years [10-12] years

Pricing Libor + [●]% pa Libor + [●]% pa

FeesMarket standard arrangement and participation fees for both tranches

Sinosure premium: [●]% flat for Tranche B

Repayment In [quarterly] amortising amounts, typically after a [●] year grace period, based on project cash flow profile

Security

All-asset debenture on the Borrower’s assets, incl. project documents, insurance policies, contracts and

accounts (incl. DSRA)

Share pledge

Pre-completion guarantee / cost over-run support

Covenants Debt service cover ratios

Gearing

Total amount: US$500m

Case Study – Hydropower Project (Ethiopia)

Case Study: EEPCo Hydropower Project, Ethiopia

GibeIII 10 X 187MW hydropower station is one of the major construction works in Ethiopia, for which the

Ethiopia government attached great importance for it to benefit local community and generate FX revenue

from countries

DongFang Electric Company (DEC) was awarded contract by Ethiopian Electric Power Co (EEPCo) to supply

hydroelectric equipment & installation

Ethiopia turned to Standard Bank in April. Standard Bank arranged Sinosure financing and successfully

closed the financing by end of June before the deadline set up by Ethiopia government

The facility amount is US$470 m for 85% of commercial contract value plus Sinosure premium, with a loan

tenor of 14.5 years (4.5 years plus 10 years)

ICBC – US$ funding

Sinosure

Risk cover

MoF guarantee (Ethiopia)

EEPCo

Standard Bank

Equipment supply and

installation

EPC

contract

MLA

US$470 m

Local

expertise

DEC

MLA

Ethiopian Electric Power Co

2010

US$470 million

Co-arranger with ICBC to

secure Sinosure coverage &

ICBC ECA financing

Recent Credentials

14

Gigawatt is a 118 MW gas fired power station situated at Ressano

Garcia, Mozambique

The project reached financial close in June 2014. Total project

cost is approximately US$212m, with US$ 170m of debt

Gigawatt’s main sponsor is Gigajoule International who partly

owns and operates a gas pipeline from Ressano Garcia to Matola

in Mozambique known as Matola Gas Company (“MGC”)

The off-taker is Electricidade de Moçambique (“EDM”)

The project will be set up as a base load plant and will connect to

the substation at Ressano Garcia which is close to the site

The project will make use of the gas that is allocated for use in

Mozambique by the Mozambican government from the Pande and

Temane gas fields.

Gas supplied for the Project is secured through a 20 year GSA

with MGC, underpinned by a 20 year GSA between Sasol and

MGC.

Gigawatt Power Station to supply 100MW to Mozambique’s EDM

Based on an appropriately structured risk profile, the table below

indicates indicative terms for the Gigawatt deal for commercial

debt:

Key terms of debt financingOverview of the project

Overview of the companies

Borrower Gigawatt

Standard Bank Role Sole Lead Arranger

Industry Power (Gas Fired)

Purpose

Fund the development of

approximately US$ 200 million,

118 MW gas fired power station

in Mozambique

Currency US$

FacilitySenior debt

Subordinated debt

Tenor 12 years door-to-door

Status

Financial Close reached in

June 2014, construction has

started

Security (Risk Cover)

PRI Cover on US$ Debt

ECIC Cover on SA Content is

likely

Capital Grace 18 Months

Gearing Ratio 75:5:20

Minimum DSCR 1.40x

The Gigajoule Group invests in, develops and operates energy

projects

The Group was founded in 2001 after an initial approach by the

Mozambican government to the founder shareholders to assist

with the development of a domestic gas industry in Mozambique.

Matola Gas Company (“MGC”), which is owned 49.6% by

Gigajoule was created and has the concession rights to transport

and distribute natural gas in the Maputo Province

Additional key shareholders in Gigajoule Power (Subsidiary of

Gigajoule International and the holding company for Gigawatt)

include OMLACSA (Old Mutual Group) and WBHO (SA

Contractor)

Standard Bank is

sole commercial

lender and is acting

as MLA in the first

project-financed

Independent Power

Producer initiative

to reach financial

close in

Mozambique

…will supply

approximately 12%

of Mozambique’s

total power demand

upon completion

15Shoreline Natural Resources

Standard Bank successfully closed this transaction and provided a

tailored structured Reserve Based Lending loan to SNR to refinance

the existing Acquisition Bridge Facility and develop OML 30

Standard Bank leveraged on its in-house technical expertise to

understand the asset and its technical aspects and challenges

The completion of the transaction demonstrates Standard Bank’s

capability to deliver debt funding to indigenous companies and to

further support their growth

This transaction is one of the largest syndicated loan deals this year

in Nigeria

SNR is 45% owned by Heritage Oil Plc and 55% owned by

Shoreline Power Company Ltd (“Shoreline”)

In June 2012, SNR signed an agreement with Shell Nigeria, Total

Nigeria and Agip Nigeria for the acquisition of a 45% interest in

OML 30, onshore Niger Delta

The remaining 55% interest in OML 30 are owned by NPDC, a

subsidiary of NNPC, who also retains the operatorship of the asset

OML 30 is the largest and most valuable asset (in terms of 2P

reserves) among the current Shell divestment assets

SNR benefits from the technical expertise of an experienced African

investor, Heritage, and onshore experience from a local partner,

Shoreline

The 5-year US$550m Senior Secured Reserve Based Lending

Facility to Shoreline Natural Resources (“SNR”) has been designed

to refinance the initially arranged financing package to support

SNR’s acquisition of OML 30:

– Refinance the US$550m Senior Secured Acquisition Bridge

Facility in favour of SNR

– Fund capex in relation to OML 30

– Issue LCs in favor of NPDC (Operator of OML 30) to support

future cash calls to SNR

Standard Bank has been appointed by SNR to act as the

Coordinating Mandated Lead Arranger and sole Bookrunner of the

RBL

Standard Bank has also been appointed to act as a Facility Agent,

Security Agent, Technical Bank and Offshore Account Bank

Borrower Shoreline Natural Resources

Debt amount US$550m

Standard Bank role MLA , Sole Bookrunner, Coordinating Bank

PurposeRefinancing of the OML 30 Acquisition Bridge Facility ,

fund capex and issue LCs

Tenor 5 years

Country Nigeria

Standard Bank involvement Transaction overview

Company overview Highlights/key features

Shoreline Natural Resources

Nigeria

2013

US$550 million

Reserve Based Lending

Coordinating MLA,, Sole

Bookrunner

16Shoreline Natural Resources

Standard Bank successfully closed this complex transaction and

provided a tailored structured funding programme for SNR in

relation to the acquisition of OML 30

Standard Bank leveraged on its in-house technical expertise to

understand the asset and its technical aspects and challenges

Standard Bank also used its significant on-the-ground Nigerian

expertise and risks understanding to complete the transaction in a

timely fashion

Completion of the transaction demonstrates Standard Bank’s

capability to deliver execution of both debt and equity funding to

indigenous companies and to further support their growth

With the closing of this transaction, Standard Bank has been

involved in all the completed Shell transactions to date, including

Seplat, FHN, Neconde and SNR

SNR is 45% owned by Heritage Oil Plc and 55% owned by

Shoreline Power Company Ltd (“Shoreline”)

In June 2012, SNR signed an agreement with the Vendors for the

acquisition of a 45% interest in OML 30, onshore Niger Delta

The remaining 55% interest in OML 30 are owned by NPDC, a

subsidiary of NNPC, who also retains the operatorship of the asset

OML 30 is the largest and most valuable asset (in terms of 2P

reserves) among the current Shell divestment assets

SNR benefits from the technical expertise of an experienced African

investor, Heritage, and onshore experience from a local partner,

Shoreline

The acquisition of OML 30 is a step change for Shoreline and

Heritage and will balance Heritage’s exploration portfolio with

production within a core geographic area

Standard Bank has been mandated to arrange a financing package

to support Shoreline Natural Resources’ (“SNR”) acquisition of OML

30 as follows:

– Issuing Bank for the US$765m Bank Guarantee on behalf of

SNR in favour of Shell Nigeria, Total Nigeria and Agip

Nigeria (the “Vendors”)

– Mandated Lead Arranger and Bookrunner for the US$550m

Senior Secured Acquisition Bridge Facility in favour of SNR

Standard Bank has also been mandated Joint Global Coordinator

and Joint Bookrunner for Heritage Oil Plc (“Heritage”)’s rights issue

With this transaction, Standard Bank reinforced its leading role in

financing the Shell Nigerian divestment process

Acquirer Shoreline Natural Resources (“SNR”)

Target 45% interest in OML 30 (Nigeria)

Vendors Shell Nigeria, Total Nigeria and Agip Nigeria

Borrower SNR

GuarantorHeritage Oil Plc (“Heritage”), Shoreline Power

Company Ltd (“Shoreline”)

Debt amount Up to US$550m

Standard Bank roleMLA and Bookrunner, Facility Agent, Security Agent,

Account Bank

Purpose Acquisition finance

Tenor 18 months

Country Nigeria

Standard Bank involvement Transaction overview

Company overview Highlights/key features

Shoreline Natural Resources

Nigeria

2012

US$550 million

Bank Guarantee &

Acquisition Bridge Facility

MLA, Facility Agent, Security Agent

17

550

215

85

0

200

400

600

800

1000

US

$m

SNR upfront deposit (10%)

Equity injection from Heritage toSNR

SB Bridge Financing facility toSNR

Shoreline Natural Resources continued...

Note:

1. Including Nigerian Government consent and satisfaction of other CPs under the Assignment Agreement

Shoreline Natural

Resources Ltd.

55%

OML 30

NPDC

45% 55%

45%

100%100%

Shoreline Energy

International

Indigenous

Power and

Infrastructure

company

Shoreline Power

Company Ltd.

FTSE 250

Oil & Gas

company

Heritage Oil SNR

(Nigeria) B.V.

Heritage Oil Plc.

Phase 3: Acquisition

Completion

Phase 4: Long Term

Financing

Phase 2: Bank

Guarantee IssuancePhase 1: Bidding Process

Bridge is refinanced on a non-

recourse basis by a Reserve Based

Loan or other long term financing

instrument

At Acquisition Completion*, the

US$765m remaining consideration is

paid to the Vendors

Bank Guarantee provided upon

execution of the AA on 29/06/2012

SNR selected by the Vendors as

preferred bidder for the acquisition of a

45% interest in OML 30

Assignment Agreement (“AA”) for

US$850m signed on 29/06/2012

US$765m Bank Guarantee

issued by Standard Bank

Drawdown under the US$550m

Bridge

Equity injection of US$215m by

Heritage into SNR

Bank Guarantee is cancelled

US$765m Bank Guarantee provided by

SB to the Vendors to ensure funds for

Completion of the Acquisition

US$550m Bridge facility provided by

Standard Bank

US$215m Bridge facility provided by JP

Morgan to Heritage, during the period

between the signing of the Assignment

Agreement and the receipt of the Rights

Issue

Up to US$370m Rights Issue (Standard

Bank & JP Morgan as Joint Global

Coordinator and Bookrunner) to fund

the deposit, the balance of the

acquisition consideration not funded by

the SB Bridge, and acquisition costs

Bridge facility to be taken out by a long-

term lending facility or any other Capital

Raising Programme

Transaction structure

Corporate structure Funding structure

18

Ghana: Desalination Plant

Key terms of debt financingOverview of the project

BorrowerBefesa Desalination Developments Ghana

Limited (an SPV)

Standard Bank

role/Stanbic role

Arranger, Underwriter, Facility Agent, Security

Trustee, On-Shore Account Bank, Off-Shore

Account Bank

Transaction value1 USD 88.7 million

Industry Infrastructure

PurposeDesign, build, own, operate a sea water

desalination plant near Accra Ghana

Facility Senior-ranking amortising loan

Tenor 12 years from Financial Close

Capital grace 30 months

Gearing 70:30

DSCR 1.10x

Cover MIGA

Standard Bank’s role in the transaction included:

– underwriting a 12-year USD facililty of USD 88.7 mn to the

Project company, Befesa Ghana, and providing an interest rate

hedge for the project

– negotiating a bankable WPA with GWCL and the Project

sponsors, and secured the guarantee from the Government of

Ghana of GWCL’s obligations under the WPA

– working with MIGA to secure political risk cover for the Project’s

debt and equity providers

– working closely with legal advisors based in Ghana and the UK

to ensure that the project’s contractual position was fully

secured and lawfully documented

– acting as the project’s banker both locally and off-shore, as well

as the lenders’ facility agent and security trustee

– bringing on board a South African co-lender which will take a

participation in the debt and hedging

This infrastructure is a 60,000 m3/day plant near Accra, Ghana that

will provide drinking water to around 400,000 people in the area

The key contract is the Water Purchase Agreement (“WPA”) in

terms of which Ghana Water Co. Ltd. (the national water utility)

buys the plant’s water output for 25 years from start of operations

The plant will be built and operated by the Abengoa Group, a

leading Spanish multinational corporation, under sub-contracts with

a full suite of security packages provided by the sub-contractors to

the project company

The project company is funded 30% equity and 70% debt

The equity is held by Abengoa Group and its financial co-investor,

Sojitz Corporation of Japan. There is also a minority local Ghanaian

shareholding

Standard Bank underwrote all the debt and interest rate swap

facilities and had secured the participation of a South African bank

as co-lender prior to financial close

The USD debt facility has a 12-year tenor, with a cash sweep in

place to shorten the effective term of the loan if cash flow generated

by the Project meets projections

Financial close was achieved in late October 2012

Construction works commenced mid-November 2012

Highlights/ Key features

This is the first Public Private Partnership funding achieved in the

Ghanaian market, achieved through the negotiation of a bankable

WPA with Ghana Water Co. Ltd. (“GWCL”)

The Government of Ghana supported GWCL’s obligations under

the WPA through a full guarantee

MIGA (World Bank Group) provided guarantees covering the

political risk of the equity investments, debt and interest rate

hedging

Notes: 1 – Standard Bank transaction value

Desalination plant picture is for illustrative purposes only

19

Kenya: Kinangop Wind Park

Key terms of debt financingOverview of the project

Borrower Aeolus Kenya Limited

Standard Bank

role/Stanbic role

CfC Stanbic Bank (“CSB”) the Kenyan affiliate

of the Standard Bank Group, was appointed as

sole Financial Advisor and Mandated Lead

Arranger

Transaction value1 USD 100 million

Industry Power

PurposeFund the development of a greenfield USD

144 million, 60 MW wind farm in Kenya

Currency USD

Facility Senior debt

All in margin Libor + 575 bps

Tenor 10 years

Capital grace 2 years

Gearing 70:30

Minimum DSCR 1.4x

Standard Bank’s/Stanbic’s role in the transaction included:

– Underwriting USD 100 million of debt

– Advising AKL on the appropriate structure of the project

– Co-ordinating the negotiation of the PPA, EPC and O&M

contracts

– Co-ordinating the selection of a suitable equity partner

– Co-ordinating the documentation process for the deal until

financial close

Aeolus Kenya Limited (“AKL’’) is a local company whose main

activity is the development of renewable energy in Kenya

AKL formed Kinangop Wind Park Limited (“KWP”) as a Special

Purpose Vehicle through which it would carry out the development

of a greenfield USD 144 million, 60 MW wind farm in Kenya

Power produced by KWP will be sold to Kenya Power and Lighting

Company under a 20-year Power Purchase Agreement (“PPA”)

Insert Tombstone

hereAeolus Kenya Limited

USD 100 Million

Mandated Lead Arranger

2012

Highlights/ Key features

Key features of the transaction include:

– Full underwrite by Standard Bank

– First utility-scale wind farm in Sub Saharan Africa (outside of

South Africa)

– First project financed Feed-In-Tariff in Sub-Saharan Africa

(outside of South Africa)

– Innovative structure using a 15-year amortization schedule

on a 10-year financing term, with a cash sweep after year 5

to incentivize the sponsors to refinance after year 5

– Project is an important step towards reducing Kenya’s

reliance on heavy fuel oil and diesel to power its electricity

grid

Notes: 1 – Standard Bank transaction value

Wind power plant picture is for illustrative purposes only

20

Red Cap Kouga Wind Farm (Pty) Ltd (“Red Cap Kouga”) is an

80MW Wind Farm which was awarded preferred bidder under bid

date 1 of the Renewable Energy Independent Power Producer

Program in South Africa (“REIPPPP”)

The Kouga Wind farm is Red Cap’s flagship project. The wind

farm is being developed by the Red Cap Kouga Wind

Development Company, a partnership between Red Cap

Investments, Afri-Coast Engineers SA, Eurocape Renewables,

Inspired Evolution Investment Management and Standard Bank

The project is located near Oyster Bay in the Eastern Cape

Province of South Africa

The EPC and O&M contract is Nordex

Eskom will be the off-taker of the power produced acting through

its Single Buyer Office (“SBO”)

The project reached financial close on 21 November 2012 after

hedging on 14 November 2012

The Standard Bank of South Africa Limited (“Standard Bank”) and

Nedbank Limited (“Nedbank”) were Co-Mandated Lead Arrangers

and Industrial Development Corporation of South Africa Limited

(“IDC”) provided senior debt funding and subordinated debt

funding

Standard Bank also syndicated a portion of its underwritten debt

to Liberty Group who came in as a lender to the transaction prior

to financial close

The tenor of the senior and subordinated debt is the construction

period plus 15 years

South Africa: Red Cap

Key terms of debt financingOverview of the project

Borrower Red Cap Kouga Wind Farm (Pty) Ltd

Standard Bank Role Co-mandated lead arranger and underwriter

Total project value USD 221 million

Industry Power

Purpose

Fund the development of a USD 221 million,

80 MW wind farm in the Eastern Cape in South

Africa

FacilitySenior debt

Subordinated debt

Tenor Constuction + 15 years

Total debt

Total Debt: USD 177 million

Senior Debt: USD 155 million

Subordinated Debt: USD 22 million

Total equity USD 44 million

Sponsors

Red Cap Investments

(Pty) Ltd5.6%

Afri-Coast Engineers

SA Proprietary

Limited

5.6%

Eurocape

Renewables

Proprietary Limited

1.2%

The Standard Bank of

South Africa Limited35.0%

Evolution One Fund,

comprising Evolution

One General Partner

(BVI) Limited and

Evolution One

General Partner (SA)

Proprietary Limited

26.7%

Micawber 864

Proprietary Limited

(Community Trust

SPV)

26.0%

Notes: Wind power plant picture is for illustrative purposes only

21Case Study: Orezone, Burkina Faso

The Essakane Project is located in north-eastern Burkina

Faso, West Africa and owned by Orezone Resources (WI

90%), a subsidiary of IAMGOLD Corp.

2P Reserves of 4.0Moz and 4.4Moz of M&I Resources

Commercial production started in July 2010, current

production lies at 94,000 ounces in Q4 2011

– Q3 head grade of 1.6g/t, a 96% recovery rate, cash

costs of USD513 per ounce and a 3.3:1 strip ratio

– Total attributable gold production for Essakane in 2011

was 337,000 ounces and 320,000-345,000 ounces in

2012

Remaining mine life of 14+ years

Project overview

Highlights / Key Features

The proposed facilities were ultimately mooted by Iamgold’s

acquisition of Orezone

The facilities were to comprise two tranches

– USD95m Project term loan facility

– USD125m credit facility benefiting from 85%

commercial and 100% political cover provided by The

Export Credit Insurance Corporation of South Africa

(“ECICSA”)

Standard Bank successfully coordinated and executed the

ECIC financing piece of the debt solution

Transaction overview

Transaction Essakane gold project

Standard Bank role Lead Arranger and Underwriter

Amount USD220 million

Tenor 7 Years (Project Loan)

8 Years (ECIC Loan)

Country Burkina Faso

Standard Bank, together with Bayerische Hypo- und

Vereinsbank AG, Societe Generale and Caterpillar Financial

provided a USD220m facility to finance the construction and

development of the Essakane gold project in Burkina Faso

Standard Bank acted as a Joint Mandated Lead Arranger, the

structuring bank of the ECIC loan, the exclusive ECIC

Underwriter and the ECIC syndication bank

Standard Bank fully underwrote the ECIC loan and held

USD75m of the ECIC loan as final take

Standard Bank Involvement

Burkina Faso

2009

USD 220 million

Essakane Gold Project

Mandate Lead Arranger and

Underwriter

Case Study: Morupule B Power Plant, Botswana

Standard Bank and ICBC financed the power station

expansion for US$825 m over a 20 year tenor

ICBC provided the 20 year loan of US$825 m, which is

guaranteed by SINOSURE for 15 years with the remaining

years 16-20 guaranteed by the World Bank. Both guarantees

will cover commercial and political risk

The extent of funding was possible because of the Chinese

participation and the Sovereign Government Guarantee,

through the Botswana Ministry of Finance

Standard Bank provided a cross-currency swap to convert

US$ funding into fixed rate synthetic Botswana Pula funding,

thus minimising BPC’s exposure to adverse movements in

foreign exchange rates and interest rates

Transaction Morupule B Power Plant

Standard Bank role Financial Arranger and Hedge

Provider

Underwriters ICBC

Amount US$825 m

Tenor 20 years

Country Botswana

Transaction OverviewStandard Bank Involvement

This fully underwritten financing package was established in

the 3rd/4th quarter of 2008, when the credit crisis reached its

peak

The funding solution proposed provided a one-stop funding

solution to the client, almost unheard of in the lending climate

at the time

Standard Bank local knowledge, when combined with the

considerable lending capability of our strategic partner ICBC

and the political risk mitigation capability for SINOSURE,

provided the client with a funding solution that few financial

institutions could offer

Highlights

The US$1.6 b Morupule coal power station is part of

Botswana's (through the state utility Botswana Power

Corporation (“BPC”)) strategy to secure power supply by

expanding existing generating capacity as well as improving

the southern African country's self-reliance

The primary requirement of BPC was to ensure that, to the

greatest extent possible, local currency funding was secured

as BPC sells power to its customers in BWP. The funding

solution provided by Standard Bank, ICBC, SINOSURE and

World Bank provided the liquidity and currency risk mitigation

to ensure that BPC’s primary objective will be achieved

Sponsor Overview

Botswana

2009

US$ 825 million

20 year loan for

600MW Morupule B

Joint Lead Arranger with

ICBC

23Energy, Power & Renewables Tombstones

Sun Edison

South Africa

2012

ZAR 1.25 billion

Soutpan - 28MW PV Project /

Mandated Lead Arranger

Scatec Solar

South Africa

2013

ZAR 1.2 billion

Linde – 40MW PV Project /

Mandated Lead Arranger

SARGE/Elecnor/Shanduka

South Africa

2013

ZAR 1.6 billion

73MW Noblesfontein Wind Farm /

Mandated Lead Arranger and

Financial Advisor

Scatec Solar

South Africa

2013

ZAR 2.35 billion

Dreunberg - 75MW PV Project /

Mandated Lead Arranger

Enel

South Africa

2013

ZAR 220 million

13MW PV Project / Mandated Lead

Arranger and Financial Advisor

Metrowind

South Africa

2012

ZAR 600 million

27MW Wind Farm / Mandated Lead

Arranger

ACED

South Africa

2012

ZAR 2.2 billion

140MW Wind Farm / Co-Mandated

Lead Arranger

AE-AMD

South Africa

2012

ZAR 840 million

Herbert – 20MW PV Project /

Mandated Lead Arranger and

Financial Modeler

Red Cap

South Africa

2012

ZAR 1.9 billion

80MW Wind Farm / Co-Mandated

Lead Arranger

Solar Capital

South Africa

2012

ZAR 2.2 billion

75MW De Aar PV Project /

Mandated Lead Arranger

BioTherm

South Africa

2012

ZAR 800 million

27MW Wind Farm / Mandated Lead

Arranger

Exxaro/Tata Power

South Africa

2013

ZAR 4.0 billion

Amakhala – 140MW Wind Farm /

Mandated Lead Arranger

AE-AMD

South Africa

2012

ZAR 425 million

Greefspan – 10MW PV Project /

Mandated Lead Arranger and

Financial Modeler

Eskom Kusile

South Africa

2009

EUR 260 million

Finance for Kusile Boilers / Lead

ECA Arranger

Sun Edison

South Africa

2012

ZAR 1.40 billion

Witkop - 30MW PV Project /

Mandated Lead Arranger

Scatec Solar

South Africa

2012

ZAR 2.2 billion

Kalkbult 75MW PV Project /

Mandated Lead Arranger

Volt River Authority

Ghana

2012

TBC

330MW Combined Cycle Power

Plant Expansion / Financial Advisor

Gulf Power

Kenya

2013

EUR 83 million

80MW HFO Power Plant / Co-

Mandated Lead Arranger

Triumph

Kenya

2013

US$ 150 million

83MW HFO Power Plant /

Mandated Lead Arranger

Kingangop

Kenya

2013

US$ 160 million

60MW Wind Farm / Financial

Advisor and Lead Arranger

Electromaxx

Uganda

2012

US$ 25 million

50MW HFO Power Plant / Sole

Lead Arranger

Botswana Power Corporation

Botswana

2009

US$ 1.6 billion

Morupule B Coal Power Project /

Co-Mandated Lead Arranger

State Grid International

Development Ltd. (“SGID”)

Brazil

2011

undisclosed

Advised SGID in its acquisition of

seven power assets of Plena

Transmissoras

CIC Energy

Botswana

2009

US$ 5.0 billion

Mmamabula Energy Project –

1200MW Coal fired plant / Co-

Mandated Lead Arranger

24

Ongoing – Gitson Energy, Kenya

Mandated lead arranger & financial advisor for Gitson Energy’s [300MW] Wind Power Project in Bubisa, Kenya

Ongoing – AMD Energia, South Africa (2012 - 2014)

MLA for Alt-E’s multiple solar PV projects

Ongoing – Kabompo Gorge Hydro Power Plant, Zambia

Standard Bank is financial advisor to the 40MW Kabompo Gorge Power plant in Zambia development by Copperbelt Energy

Corporation

Ongoing – Kibo mining plc., Tanzania

Standard Bank has been mandated as the Financial Advisor for 300MW coal fired power plant

Ongoing – Toyota Tshusho Africa, South Africa (2014)

Standard Bank has been mandated as the Financial Advisor for buyside advisory on SA renewables

Ongoing – Tongaat Hulett, South Africa (2014)

Standard Bank has been mandated as the Financial Advisor for a 70MW bagasse fired power development

Ongoing – Arandis Power, Namibia (2014)

Standard Bank has been mandated as the Lead Arranger and to provide Commercial Debt for a 120MW HFO Power Plant and

Waste Oil Recycling Plant

Ongoing – GreeNam, Namibia (2014)

Standard Bank has been mandated as the Lead Arranger for a 10MW PV Project

Ongoing – Gigawatt, Mozambique (2012 - 2014)

Standard Bank has been mandated as the Lead Arranger for a 120MW gas fired power plant

Ongoing – Diaz, Namibia (2014)

Standard Bank has been mandated as the Lead Arranger for a 44MW Wind Farm

Ongoing – CenPower, Ghana (2014)

Standard Bank has been Co-Mandated as the Lead Arranger for a 360MW CCGT power plant

Ongoing – Anglo American, South Africa (2011- 2014)

Standard Bank has been mandated as the Financial Advisor to Anglo American’s [450MW] discard coal-fired IPP near Witbank

Ongoing – Aldwych International, Kenya

Joint Lead Arranger for long-term financing to Aldwych International for the 300MW Lake Turkana Wind Project valued at US$760m

Energy, Power & Renewables Credentials

25Energy, Power & Renewables Credentials continued…

Ongoing – Songas Expansion Project, Tanzania (2012 – 2013)

Standard Bank was mandated as the financial adviser on the Songas Expansion Project. The Project involves the expansion and

financing of the midstream and downstream natural gas infrastructure. The Project aims to increase the capacity of the processing

plant and the pipeline to 140mmscfd by adding two new gas processing trains and associated balance of plant at SSI, and a

downstream gas compression facility on the gas pipeline. The expansion and financing of the gas processing facility and the pipeline

is estimated to cost circa US$120 million

Ongoing – Forest Oil Corporation, South Africa

Standard Bank has been mandated as Financial Adviser to Forest Oil Corporation in connection with the development of an

integrated [750-800 MW] natural gas to power project

2013 - Gulf Power, Kenya

Co-lead Arranger of the Greenfield 84MW Athi River HFO power plant developed by Gulf Energy

2010 - 2013 – Mphanda Nkuwa Hydropower Project, Mozambique

Financial advisor to the Mphanda Nkuwa consortium on the development of 1500 MW hydro electric project in Mozambique

2013 – Sky Solar China, South Africa

Financial advisor and MLA for Soekmekaar’s 75MW solar PV plant in the Eastern Cape

2013 – Basil Read Energy, South Africa

Mandated as Financial Advisor and Lead Arranger to BRE for its Beaufort West PV project

2013 – Biotherm Energy, South Africa

MLA to Biotherm Energy on its 3 wind farms and 1 PV project

2013 – Enel/Built Africa, South Africa

Standard Bank has been mandated as Financial Advisor and Lead Arranger to Enel /Built Africa on their multiple PV projects

2013 – Windlab, South Africa

MLA to Windlab’s [140]MW wind farm in Cookhouse in the Eastern Cape

2012 - 2013 – African Clean Energy Developments, South Africa

MLA for African Clean Energy Development (“ACED”) to develop [203]MW wind farms in the Eastern Cape

2013 – The Power Company/Built Africa, South Africa

Mandated as financial advisor for The Power Company/Built Africa [20]MW Solar PV Project, over several South African sites

26

2013 – Solar Reserve, South Africa

Standard Bank has been mandated as financial advisor to Solar Reserve on its Solar CSP plants, using molten salt storage

technology, totalling [100]MW, in South Africa

2012 - 2013 – SunEdison, South Africa

MLA to SunEdison in connection with the development of its [135]MW multiple solar PV projects

2012 - 2013 – Solar Capital, South Africa

Standard Bank has been mandated as financial advisor and main lead arranger for Solar Capital on its five Solar PV plants in the

Northern Cape

2012– BHP Billiton, DRC

Mandated Transaction Advisor to BHP Billiton SA (Pty) Limited on the INGA 3 hydro-electric project concept study in the Democratic

Republic of Congo.

2012 – Oelsner Group Wind Farms , South Africa

Standard Bank mandated Financial Advisor and Lead Arranger to Oelsner Groups’ two wind farms being Kerrifontein (21MW) and

Langefontein (50MW)

2012 – Elecnor, South Africa

Standard Bank has been mandated as the Financial Advisor for 2 x 15MW solar PV plants

Energy, Power & Renewables Credentials continued…

27

Maputo Port Development

Company

Mozambique

2003

US$ 44 million

Rehabilitation and Development of

Maputo Port / Commercial Lender

Bombela Consortium

South Africa

2007

ZAR 25 billion

80KM Gautrain high-speed rail

project linking Johannesburg to

Pretoria / Joint Lead Arranger and

Underwriter

BAKWENA N1N4 toll

South Africa

2001

ZAR 3.5 billion

N4 West toll road linking Gauteng

to Botswana / Senior Lender and

Joint Underwriter

Trans African Concessions

South Africa

2006

ZAR 3.0 billion

Refinancing of N4 Maputo toll road

linking Witbank to Maputo / Joint

Lead Arranger and Lender

Department of Trade and

Industry

South Africa

2003

ZAR 500 million

DTI Campus in Pretoria / Mandated

Lead Arranger and Underwriter

Lekki Concession Company

Nigeria

2008

US$ 427 million

Toll road in Lagos State/ Mandated

Co-Financial Advisor and

International Arranger

Maersk

Ghana

2009

US$ 60 million

Tema Container Terminal/

Mandated Sole Arranger and book

runner

RRL Grindrod

Sierra Leone

2012

US$ 27.37 million

Asset backed 5 year ECIC term

facility for l14 locomotives /

Mandated Lead Arranger

TCTA

South Africa

2009

ZAR 580 million

Various Water projects /

Commercial Lender

SANRAL

South Africa

2010

ZAR 211 million

Raising Funds for HWAY24 / Sole

Lead Manager

SANRAL

South Africa

2010

ZAR 647 million

Raising Funds for HWAY35 / Sole

Lead Manager

Infrastructure Tombstones

BusaMed Group

South Africa

2013

ZAR 420 million

Construction of Private Hospital/

Mandated Lead Arranger and

Underwrite

TAV

Macedonia

2011

EUR 100 million

Skopje and Ohrid airports in

Macedonia / Structuring bank,

Mandated Lead Arranger and book

runner

Aéroport International Blaise

Diagne SA, Senegal

2010

EUR 90 million

Finance ongoing construction works

for the new international airport in

Dakar/ Financial Arranger and

Lender

Northern Capital Gateway LLC

Russia

2010

EUR 1.2 billion

Fraport’s Pulkovo airport

development in St Petersburg /

Mandated Lead Arranger and book

runner

TAV

Tunisia

2008

EUR 560 million

Enfidha and Monastir airports in

Tunisia / Mandated Lead Arranger

and bookrunner

Kenya Airways

Kenya

2012

US$ 250 million

Capital Raising initiative.

Underwrite part of the Rights Issue

Project / Lead Arranger,

Transaction Advisor and Book

runner

SAA

South Africa

2007

ZAR 640 million

10 Year aircraft lease/ Mandated

Lead Arranger

28Infrastructure Credentials

Ongoing – Beira Coal Terminal, Mozambique

Standard Bank is Mandated as Financial Advisor to Odebrecht in their bid for the expansion of the Beira Coal Terminal in Beira, Mozambique

Ongoing – Beitbridge, Zimbabwe

Mandated as Lead Arranger and sole Underwriter by the South African Infrastructure Investment Company for the US$90 million Beitbridge Border

Post Upgrade Project in Zimbabwe on the back of ECIC covered structure

Ongoing – N1 / N2, South Africa

Standard Bank is acting as bid support mandated lead arranger for the Western Cape N1/N2 toll road

Ongoing – Lagos Rail, Nigeria

Standard Bank is the mandated financial advisor and lead arranger to the Lagos Rail Mass Transit Project

2013 – BUSA Med, South Africa

Standard Bank was Mandated Lead Arranger and Underwriter for BUSA Hospitals, ZAR1.0 billion. The mandate includes the development of 4

new private hospitals, the first one closed in July 2013 with the remainder scheduled to close during 2014.

Nairobi Northern Corridor Toll Road, Kenya:

Standard Bank was advisor and arranger to the preferred bidder for the design, construction, finance and operation of the Northern Corridor

Nairobi Toll Road Concession. The consortium consists of Strabag and Housing and Construction and is likely to be the largest ever Kenyan

Project Financing

2012 – Department of Transport, South Africa

Standard Bank acted as Financial Adviser to the Department of Transport on the initial SA transport investor conference

2012 – ACSA, South Africa

Standard Bank was mandated as Financial Advisor to the Airports Company South Africa on an airport valuation

2012 – Siemens, South Africa Standard Bank was

Financial Advisor to Siemens for their bid for the PRASA ZAR 51 billion rail stock renewal bid

2011 – TAV, Macedonia

Standard Bank was mandated lead arranger, structuring bank and book runner for the Skopje and Ohrid airports in Macedonia

2010 – Northern Capital Gateway, Russia

Standard Bank was mandated lead arranger and book runner for Fraports Pulkovo airport development in St Petersburg

2009 – Transnet, Gauteng South Africa

Standard Bank was mandated lead arranger for Transnet’s R2 bn corporate financing

2007 – Department of Education (DOE), South Africa

Standard Bank was lead arranger to the Sethekgo Consortium, the concessionaire for the DoE’s head offices accommodation public private

partnership in Pretoria. The consortium is lead by Old Mutual Properties, with Group Five as contractor

29Disclaimer

This presentation is provided for information purposes only on the express understanding that the information contained herein will be regarded as strictly confidential. It is not to be delivered

nor shall its contents be disclosed to anyone other than the entity to which it is being provided and its employees and shall not be reproduced or used, in whole or in part, for any purpose other

than for the consideration of the financing or transaction described herein, without the prior written consent of a member of the Standard Bank Group. The information contained in this

presentation does not purport to be complete and is subject to change. This is a commercial communication. This presentation may relate to derivative products and you should not deal in

such products unless you understand the nature and extent of your exposure to risk. The presentation does not include a personal recommendation and does not constitute an offer, or the

solicitation of an offer for the sale or purchase of any financial product, service, investment or security. The investments and strategies discussed here may not be suitable for all investors; if you

have any doubts you should consult your investment advisor. The investments discussed may fluctuate in price or value Whilst every care has been taken in preparing this presentation, no

member of the Standard Bank Group gives any representation, warranty or undertaking and accepts no responsibility or liability as to the accuracy, or completeness, of the information in this

presentation Past performance is not indicative of future results. For the avoidance of doubt, our duties and responsibilities shall not include tax advisory, legal, regulatory accounting or other

specialist or technical advice or services. You are to rely on your own independent appraisal of and investigations into all matters and things contemplated by this presentation. By accepting

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presentation would be subject to the Standard Band Group obtaining the requisite internal and external approvals. Copyright 2010 Standard Bank Group. All rights reserved.

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