SlideShare uma empresa Scribd logo
1 de 63
BIODIESEL IN UGANDA

The information contained in this presentation is solely for your information and may not be reproduced or redistributed in whole or in part to any other person. It has not been
approved by a person authorised under the Financial Services and Markets Act 2000 ("FSMA") for the purposes of section 21 FSMA.

This presentation does not constitute, or form part of, a recommendation, invitation or offer to any person to underwrite, subscribe for, otherwise acquire, or dispose of any
shares or other interests, nor shall it, or any part of it, form the basis of or be relied on in any connection with any contract or commitment whatsoever.

The information contained in this document has not been verified and accordingly no representation or warranty, express or implied, is made as to the accuracy, fairness or
completeness of the information or opinions contained herein and no reliance should be placed on the accuracy, fairness or completeness of the information contained herein. No
liability or responsibility is accepted for any loss howsoever arising, directly or indirectly, from any use of this document or its contents.

The information in this presentation is subject to change without notice and its accuracy is not guaranteed. It is subject to updating, revision, verification and amendment. It may
be incomplete or condensed and it may not contain all material information.

By accepting this document and/or attending this presentation, you agree to be bound by the provisions and the limitations specified and to keep permanently confidential the
information contained in this document.
AP Corporate Finance LLP (“APCF”) has been engaged by NEWCO to act as lead corporate finance advisor and as such has produced
this information memorandum.

APCF is managing the fundraising process on behalf of NEWCO, and as such can be contacted by an interested party with regards to
this business venture.

Further information on APCF is available as follows:

Web:             www.apcorporatefinance.co.uk
Email:           enquire@apcorporatefinance.co.uk
Tel:             +44 (0) 7791 224 126




AP CORPORATE FINANCE

AP Corporate Finance LLP is a Limited Liability Partnership Registered in England & Wales

Company Number: OC352537  Registered Address: 21 Lapstone Gardens, Harrow, Middlesex, HA3 0EB




                                                                                  2
CONTENTS
EXECUTIVE SUMMARY            PAGE 4


PROPOSITION                 PAGE 10


JATROPHA CURCAS             PAGE 15


BIODIESEL                   PAGE 31


UGANDA                      PAGE 38


NEWCO                       PAGE 42


FINANCING                   PAGE 47


FORECASTED FINANCIALS       PAGE 52


NEXT STEPS                  PAGE 61


CONTACT US                  PAGE 63




                        3
EXECUTIVE SUMMARY

   PROPOSITION                  MANAGEMENT TEAM
   JATROPHA CURCAS              FINANCING
   BIODIESEL MARKET             FORECASTED FINANCIALS
   UGANDA ENERGY SITUATION      NEXT STEPS




                                              4
EXECUTIVE SUMMARY
Proposition                                                        Benefits of Jatropha Curcas
We propose to secure a 5,000 hectare plot of land (suitable        Jatropha has been heralded as an important discovery with
for a biodiesel plant) in Uganda, on which an industrial scale     regards to addressing the planet’s future energy
biodiesel feedstock farm, harvesting, processing and refining      requirements, and specifically to the development of bio-
plant will be built.                                               fuels. The primary benefits Jatropha has is that it is inedible,
                                                                   suited to semi-arid soils and has a high oil content.
The feedstock to be grown and cultivated is a plant that has
only recently been discovered as a viable and cost effective
source of biodiesel; a crop named Jatropha Curcas.                 It does not compete with food crops and so does not fuel
                                                                   food shortages, and can be harvested, processed and refined
A plant of this nature will be capable of producing close to 5     at a fraction of the cost of traditional biodiesel feedstocks
million litres of pure biodiesel per annum (equivalent to          (i.e. Rapeseed, Soybean, Corn, Sugar Cane, etc).
26,000 barrels per annum). The intention is to sell this entire
quantum directly to the Ugandan government via an off-take         Jatropha Market
agreement to assist it’s annual energy requirements.               The global market for this feedstock is in its infancy, but the
                                                                   large oil companies are currently investing heavily into
We propose to structure this as a joint venture with the           research and development. The market was estimated to be
Ugandan government; Uganda will provide the project with           900,000 hectares worth of plantations globally in 2008, but
a suitable 5,000 hectare plot of land (freehold transferred to     market experts estimate this to grow to 5 million hectares
the joint venture) as its equity contribution and will receive a   by the end of 2010, and then an annual growth of 1-2 million
stake in the venture in return. In addition, a private equity
                                                                   hectares in the short term. Most of the current plantations
sponsor is sought to supplement NEWCO’s (likely to be
called “Biofuel MAP”) capital and will receive an appropriate      are based in Asia (80%), despite Africa having the ideal
stake in return. NEWCO has also sourced a top tier energy          climatic conditions to cultivate Jatropha.
consulting firm who are keen to join the project, either by
way of partnership or as primary consultants.                      Some researchers state that if only 3% of the land in Africa
                                                                   that is considered viable was used to grow Jatropha, some
Uganda has been identified as an ideal partner, both               119 million tons of crude oil and 8.4 tons of glycerine could
financially and geo-climatically. There are substantial            be produced per annum, translating to annual revenues of
benefits for the Ugandan government and its citizens.              $55 billion.




                                                                   5
EXECUTIVE SUMMARY
Biodiesel Market                                                        Uganda Energy Situation

The Biodiesel market has experienced an enormous upturn in              A growing economy combined with a fast growing population
recent years. Demand is underpinned by the need to increase             means a growing energy demand. Uganda’s energy supply and
domestic energy security, reduce greenhouse gas emissions from          utilization is dominated by biomass. Access to electricity in Uganda
the transport sector and help address an expected shortage of           is limited to 9% of the population, the remaining 91% of the
diesel refining capacity.                                               population mainly use biomass in the form of firewood or charcoal
                                                                        for their energy needs. The country’s energy is derived 93% by
It is possible that biodiesel could represent as much as 20% of all     biomass, 6% fossil fuels (all imported) and 1% hydro-power.
on-road diesel used in Brazil, Europe, China and India by 2020.
They each have targets to replace 5% to 20% of total diesel with        The transport sector in Uganda is totally dependent on imported
biodiesel by 2020.                                                      fossil fuels whose prices had hit all time highs recently. The fuel
                                                                        bill for a country like Uganda constitutes almost 50% of the
The US and European farming systems can’t produce the                   budget. The escalating prices of fossil fuels have made it
necessary quantities without creating a considerable risk to the        imperative for government to promote the development and
food chain. It is therefore expected that the bio-fuel revolution       utilization of renewable energy resources including bio-energy and
will specifically benefit developing countries that can produce bio-    their associated technologies.
fuel for their own consumption as well as for export.
                                                                        Uganda’s national energy policy promotes accelerated power
Although the biodiesel market is growing at a rapid rate, there is a    generation from renewable resources and emphasizes the
major threat to the sustainability of growth; the price of              development/adoption and utilization of other modern fuels and
traditional biodiesel feedstocks is increasing steeply, hence           technologies. In implementing the policy, the government expects
jeopardising the profitability of the industry. The reason for the      to address poverty issues, catalyse industrialization and protect
rising price of traditional feedstocks is the current food crop         the environment.
shortages the world is experiencing combined with the fact that
most traditional feedstocks for biodiesel compete with food crops.      The renewable energy policy recommends blending of diesel with
                                                                        20% biodiesel. By specifying the maximum proportion of biodiesel
It is widely agreed that the solution is to source a new generation     blends the government hopes that investors will be attracted to
of feedstocks that are low in cost, relatively easy to cultivate, and   invest in biodiesel production knowing that there is a market for
most importantly do not compete with food production. One of            it. The biodiesel will be used for the transport sector and also for
the most promising of such feedstocks is Jatropha Oil.                  rural electrification and farm power production.




                                                                        6
EXECUTIVE SUMMARY
Management Team – Managing Director                             Management Team – Development Director

The Managing Director of NEWCO is Mukesh Patel. He is a         Amit Patel spent a number of years working in
serial entrepreneur and has over the past 30 years              the Investment Banking and Private Equity community in
successfully set up and run a number of businesses in a wide    London where he built extensive experience in the following
range of disciplines, amassing a portfolio worth millions of    disciplines; Leveraged Finance, Interest Rate Derivatives,
pounds.                                                         Securitisation and Private Equity, working for a major
                                                                European bank.
Mukesh’s key skill is spotting commercial opportunities early
in their lifecycle, assembling the best team to penetrate the   Amit has worked on an array of transactions including high
industry and investing into enterprises that successfully       profile public-to-privates, joint ventures, fund creations,
participate and profit in these opportunities.                  financial markets arbitrage opportunities and other multi-
                                                                billion pound buyouts.
He has in the past set up; an import/export operation in the
transport sector which turned over £3 million per annum,        After leaving the City in 2008, Amit set up a lead corporate
and a fashion business which designed and distributed three     finance advisory boutique, “AP Corporate Finance LLP”,
labels, turning over in excess of £4 million per annum.         advising a range of corporations on mergers, acquisitions,
Mukesh also owns a property investment firm which has a         disposals and capital raising. Amit’s firm has worked with
portfolio of UK real estate worth £10 million.                  Mukesh Patel on a number of transactions in the past on an
                                                                advisory and joint venture basis.

Today, Mukesh is well known in the business community
and his network of contacts and advisers in real estate,        Amit brings to NEWCO a wealth of business development,
industry and retail markets provides him a great number of      financing and structuring experience, and his firm is acting as
introductions to excellent business opportunities.              lead corporate finance advisor to NEWCO. His role as
                                                                Development Director at NEWCO will continue throughout
                                                                the life of the project, and he will oversee all new business
His role as Managing Director of NEWCO will make him            development opportunities alongside monitoring the
responsible for overall strategy, business origination,         project’s performance over its life.
negotiation and oversight of the entire project.




                                                                7
EXECUTIVE SUMMARY
Financing                                                       Forecasted Financials

Funding for NEWCO will be finalised upon agreement of           BASIS
heads of terms. The management team have identified              Management have engaged a top tier renewable energy
                                                                  consultancy firm to create a site schematic and financial model
several options available to pursue, all of which are sourced     for this project.
in the region. Early stage discussions have been opened with     The financial model is based on their extensive experience with
a small group of private equity firms, who have displayed a       biodiesel plants and so deemed highly accurate (and also
keen appetite to join the project as a partner.                   prudent).

                                                                RETURNS
The funding is likely to be a combination of the following
                                                                 Two scenarios have been modelled; a trade sale in Year 5 and
instruments:                                                      continued involvement in the project for 10 years.
                                                                 A Year 5 trade sale generates net proceeds of $16.4 million and
 Equity                                                          an equity IRR of over 95%.
           NEWCO’s own capital                                  Continuing the project for 10 years results in a net cash inflow
                                                                  of over $11 million and a cash IRR of 50%.
           Private equity fund focused on the African
            energy market                                       CAPITAL EXPENDITURE
 Debt                                                           The project incurs a total capital cost of $9 million (over 5
           Asset Financing                                       years), and the model assumes this is funded 30:70 Equity :
                                                                  Debt.
           Import/Export Financing
           Structured Finance                                  PROFIT & LOSS
                                                                 Upon plant maturity (Year 5), turnover is $5 million per annum
                                                                  and EBITDA of $3.4 million is generated annually.
 Carbon Credit Financing
       Kyoto Protocol’s Clean Development Mechanism
                                                                CASH FLOW
       Carbon Credit Trade Finance Program                      Cash generative from Year 4 and produces a net cash inflow of
                                                                  over $3 million per annum from Year 5 onwards.
 Grants                                                         The project accumulates over $11 million net cash inflow over
                                                                  10 years (after debt is repaid in full).




                                                                8
EXECUTIVE SUMMARY
Next Steps

Q2 2010
 Sign heads of terms with the Ugandan government .
 Commence discussions with debt and equity providers.

Q3 2010
 Secure bank debt and committed capital from a private equity
  partner.
 Sign primary energy consultants as partner or long-term
  advisor.
 Ugandan government proposes a series of suitable sites to
  management. Energy consultant assists in optimal site
  selection.

Q4 2010
 Upon site finalisation, all feasibility studies will commence.

Q1 2011
 Engineering, agronomic and infrastructure               schematic
  production.
 Plant design and procurement finalised.
 Permits secured.

2011 ONWARDS
 Site clearance.
 Infrastructure laid.
 Jatropha planted.




                                                                      9
PROPOSITION

   OUTLINE PROPOSITION
   PROPOSED DEAL STRUCTURE
   UGANDA BENEFITS
   KEY BUSINESS STAGES




                              10
PROPOSITION: OUTLINE
Outline Proposition

We propose to secure a 5,000 hectare plot of land (suitable for a biodiesel plant), on which an industrial scale biodiesel
feedstock farm, harvesting, processing and refining plant will be built.

The feedstock to be grown and cultivated is a plant that has only recently been discovered as a viable and cost effective source
of biodiesel; a crop named Jatropha Curcas. This feedstock will take five years to cultivate and mature into seed yielding trees;
whilst this cultivation is under way, the plant will not import jatropha seeds from an external supplier as this has been deemed
uneconomic. The plant will have incoming cash flow from Year 3 as the feedstock begins to mature. As soon as the proprietary
jatropha plants yield seeds, this will serve as the refinery’s own supply of feedstock. The plant will also have a proprietary
power generator capable of generating a surplus amount of power.

A plant of this nature will be capable of producing close to 5 million litres of pure biodiesel per annum (equivalent to 26,000
barrels per annum). The intention is to sell this entire quantum directly to the Ugandan government via an off-take agreement
to assist it’s annual energy requirements. Uganda currently imports all of its transport energy requirements (fossil fuels) at a
heavy cost. This plant will provide Uganda a guaranteed source of biodiesel (which can be used in all diesel engines), at a duty-
free and pre-agreed price, and will also improve the country’s current energy security situation.

We propose to structure this as a joint venture with the Ugandan government; Uganda will provide the project with a suitable
5,000 hectare plot of land (freehold transferred to the joint venture) as its equity contribution and will receive a stake in the
venture in return. NEWCO will provide equity capital and manage the entire project (from inception through to day-to-day
operations) and for this will retain a majority stake in the joint venture. At this stage, NEWCO is in discussions with a highly
reputable renewable energy consultant (US based) to partner with NEWCO on this project and in exchange will either receive a
stake in the project or fees. We are also in discussions with a small group of African energy private equity specialists to provide
further capital for a stake in the project.

The following page summarises the proposed deal structure in diagrammatic form.




                                                                    11
PROPOSITION: DEAL STRUCTURE
Proposed Deal Structure




                                                          Equity Capital
                                EQUITY [x]%           Management Agreement
                                                         Main Operator
   PRIVATE EQUITY
      PARTNER


                                              BIODIESEL             FEES OR EQUITY [x]%
                                               SPECIAL
                                                                                           ENERGY PARTNER
                                              PURPOSE
                                               VEHICLE
                                                                   Consultancy Agreement
                                                                   Agronomy, Technology
                                                                       Procurement
   AFRICAN BANK
                             Freehold Land                EQUITY [x]%
                          Off-Take Agreement




                                     UGANDAN GOVERNMENT




                                                     12
PROPOSITION: WHY UGANDA?
Why Uganda?                                                  Benefits to Uganda

NEWCO has identified the Ugandan Government as an            Entering into a partnership in this project has several listed
ideal partner for this venture for the following reasons;    benefits for the Ugandan Government and all of its citizens.

 Political stability and a business friendly environment.    A stake in the profits of the project and hence increase
 Ideal geographical location and climatic conditions for      the economic health of Uganda.
  jatropha cultivation.                                       Improve the financial health of Ugandan businesses that
 Land availability.                                           currently pay for expensive fossil fuel imports.
 Underdeveloped bio-fuels industry.                          Improve local employment opportunities as the majority
 Net energy importer.                                         of the labour will be sourced locally.
                                                              Develop the technology and rapidly increase the number
Map of the Region                                              of plants operating in the country.
                                                              Significant foreign exchange savings by reducing fossil
                                                               fuel imports.
                                                              Improve Uganda’s competitive advantage amongst
                                                               African peer nations.
                                                              Improve Uganda’s energy security with a guaranteed local
                                                               supply of diesel, and lowered reliance on external energy
                                                               imports.
                                                              Lower emissions of greenhouse gases and importantly
                                                               lower local pollution caused by biomass, hence increasing
                                                               the country’s health.
                                                              Most of the oil-bearing crops enrich the soil.




                                                             13
PROPOSITION: BUSINESS STAGES
Stages required from inception to completion




                                               14
JATROPHA CURCAS

   OVERVIEW
   ADVANTAGES v RISKS & CHALLENGES
   PROCESS OF BIODIESEL REFINEMENT
   GLOBAL MARKET
   AFRICAN MARKET



                                      15
JATROPHA CURCAS: OVERVIEW
Jatropha Curcas                                                    Jatropha Fruit
Jatropha Curcas is a small perennial tree, which is drought
resistant. It grows well in marginal/poor soil, is easy to
establish, grows relatively quickly and lives whilst producing
seeds for 40 years. Normally, it grows between three and
five metres in height, but can attain a height of up to eight
or ten metres under favourable conditions.

Fruits are produced several times a year under irrigation and
high temperatures. The seeds become mature when the
capsule changes from green to yellow, after two to four
months. Early growth is fast and with good rainfall
conditions nursery plants may bear fruits after the first rainy
season, direct sown plants after the second rainy season.

The seeds have an oil content of up to 37%. The annual seed
yield ranges from 0.5 to 12 tons per hectare depending             Jatropha Trees Thriving in Arid Conditions
mainly on soils and water regime. Oil can be extracted from
the Jatropha nuts after two to three years. The oil processed
through esterification into biodiesel is increasingly being
used as a fuel by transport and energy companies. The by-
products are pressed cake, which is used as organic fertilizer
and also glycerine, which can be used to make soap.

Jatropha thrives in the drier regions of the tropics with
annual rainfall of 300-1000mm occurring mainly at lower
altitudes (0-500m) in areas with average temperatures well
above 200C. As the plant is drought-resistant and grows on
low nutrient content marginal soils, it is ideal to cultivate on
lands not appropriate for food crops.



                                                                   16
JATROPHA: ADVANTAGES V RISKS & CHALLENGES
Advantages                                                             Risks & Challenges
 Jatropha yields a high-quality oil which is well suited for use in
   the transport and energy sector.                                         Jatropha is a wild species, not a domesticated industrial crop.

 Jatropha has a high yield potential of more than 1 tonne of oil           Yield expectations are uncertain due to inhomogeneous results
   per hectare per year.                                                    and the lack of improved seed material; research on Jatropha
                                                                            and plant breeding has just started.
 Jatropha can grow on poor soils that are not suitable for food
   production; it is suited for the rehabilitation of waste lands.          Jatropha will not produce good yields in poor conditions; there
                                                                            are trade-offs between rehabilitation of wastelands and
 It grows, among others, in semi-arid regions not suited for oil           maximisation of oil production.
   palms.
                                                                            Harvesting is very labour-intensive and should be considered in
 Jatropha   requires significantly less water than oil palms               the economic viability analysis.
   (approx. 1/10).
                                                                            Pests and diseases are a problem for Jatropha as they are for
 Jatropha   seeds do not have to be processed immediately                  any other crop, particularly in monoculture.
   (unlike palm); therefore remote areas can be included in the
   production schemes.                                                      Jatropha contains toxic substances. So far, no technologies
                                                                            exist to remove these, and hence the seed cake currently
 Jatropha can be planted as a hedge around fields or on unused             cannot be used as fodder for animals. It can however be used
   land and offers smallholders an opportunity to create                    for power generation.
   additional revenues.
                                                                        All of these challenges will be considered and mitigated upon
 Jatropha is well suited for intercropping, in particular during           launching of any sites.
   the first years while the trees are small.

 Jatropha   oil can be used locally to fuel vehicles, diesel
   generators, lamps or cooking stoves without a
   transesterification into biodiesel.



                                                                       17
JATROPHA: PROCESS OF BIODIESEL REFINEMENT
Biodiesel Refinement Process & By Products of Jatropha

                             JATROPHA CURCAS
                                  SEEDS




                            OIL EXTRACTION UNIT             OIL CAKE        MANURE



         LAMP &                                                             ANIMAL
                            JATROPHA CURCAS OIL          DETOXIFICATION
         STOVES                                                              FEED


        ALCOHOL &           TRANSESTERIFICATION             CRUDE
         CATALYST                REACTOR                   GLYCEROL
                                                                          Processing Challenge
                                                                          Jatropha oil is hydroscopic, absorbs water
                              CRUDE BIODIESEL
                                                            REFINED       and needs nitrogen blanketing on steel tanks.
                                                           GLYCEROL       Since is Jatropha is high in acid, it has the
                                                                          tendency to degrade quickly, particularly if
                                                                          not handled properly. Immediately after
                                                           SOAP &         expelling, the oil must be kept in storage
          WATER                WASHING TANK
                                                           CANDLE         conditions that prevent undue degradation.
                                                                          Exposure to air and moisture must be
                                                                          minimized, hence the need for nitrogen
                             PURE BIODIESEL                               blanketing on the tanks.



                               DIESEL ENGINE




                                                                18
JATROPHA: GLOBAL MARKET
Findings of the Recent GEXSi “Global Market Study on Jatropha”, May 2008 (1)

THE JATROPHA INDUSTRY IS IN A VERY EARLY STAGE OF DEVELOPMENT
Currently, no coherent overview of global activities in Jatropha exists. Very few projects are more than two years old and
hardly any project can demonstrate significant production of Jatropha oil yet.

NEVERTHELESS, APPROXIMATELY 900,000 HECTARES OF JATROPHA HAVE ALREADY BEEN PLANTED
Although the industry is in its early stages, 242 Jatropha projects were identified, totalling approximately 900,000 hectares.
More than 85% of the land cultivated is located in Asia. Africa counts for approximately 120,000 hectares followed by Latin
America with approximately 20,000 hectares.

JATROPHA WILL SEE ENORMOUS GROWTH: 5 MILLION HECTARES ARE EXPECTED BY 2010
The number and size of Jatropha projects currently being developed is increasing sharply. This is the case in almost all regions
of the world which are suitable for Jatropha cultivation. It is predicted that each year for the next 5-7 years approximately 1.5
to 2 million hectares of Jatropha will be planted. This will result in a total of approximately 5 million hectares by 2010 and
approximately 13 million hectares by 2015.

GLOBAL INVESTMENTS OF UP TO 1 BILLION USD EXPECTED EVERY YEAR
Assuming an average investment of 300-500 USD per hectare, the expected growth path of the industry will lead to worldwide
investments totalling 500 million to 1 billion USD every year for the next 5-7 years.

THE JATROPHA INDUSTRY STRUCTURE WILL TRANSFORM DRAMATICALLY
Today, the global Jatropha industry is dominated by government supported programs and a few larger internationally oriented
private players. We are observing a trend of major oil companies and international energy conglomerates entering the field
with plans for large-scale investments.




                                                                   19
JATROPHA: GLOBAL MARKET
Findings of the Recent GEXSi “Global Market Study on Jatropha”, May 2008 (2)

SMALLHOLDER FARMERS PLAY A VITAL ROLE IN MOST JATROPHA PROJECTS
Two thirds of all projects analysed work with local outgrowers, often in combination with a managed plantation. 50% of all
project developers in Latin America and Asia opted for this combined approach. Pure plantation models are most frequent in
Latin America (44%). In Africa, where two thirds of the projects integrate smallholders, pure outgrower models are equally
important as the combined model.

JATROPHA HAS NOT LED TO A REDUCTION IN FOOD PRODUCTION
In the report’s analysis, only 1.2% of areas planted with Jatropha had been used for food production in the 5 years prior to the
start of the project. 70% of all projects analysed practise some form of intercropping. Therefore, Jatropha cultivation supports
food production if formerly unused areas are developed.

JATROPHA HAS NOT CONTRIBUTED TO THE DESTRUCTION OF PRIMARY FOREST
According to the report’s data sample, only 0.3% of any cultivated areas were previously primary forest, and 5% secondary
forests.

POLITICAL SUPPORT FOR JATROPHA IS ALREADY STRONG, AND DEVELOPING FURTHER
So far – especially in Asia – governments have been the main driver for Jatropha cultivation and developed specific Jatropha
programmes. Rising crude oil prices are now creating a strong demand for bio-fuels. Therefore, large oil and energy
conglomerates are beginning to implement large-scale Jatropha projects. In the course of this process, the focus of
government regulation will shift towards more general frameworks for the bio-fuel sector.

PRODUCTION IS FOCUSED ON DOMESTIC MARKETS
Production for local markets is more important than export, especially in Asia. For domestic markets, the use of unrefined
Jatropha oil is seen equally important as the transesterification into biodiesel.




                                                                  20
JATROPHA: GLOBAL MARKET
Scale (hectares) and Number of Jatropha Projects Currently




Source: GEXSi “Global Market Study on Jatropha”, May 2008




                                                             21
JATROPHA: GLOBAL MARKET
Jatropha Industry Structure

The largest Jatropha projects today are government initiatives that typically work with smallholder farmers in Asia. These
projects prevail especially in India and China.

The biggest private companies in the field regarding planted acreages are:

           D1-BP Fuel Crops (operations predominantly in Asia and Africa)
           Mission Biofuels (Asia)
           Sunbiofuels (Ethiopia, Tanzania, Mozambique)
           GEM Biofuels (Madagascar)

A wave of large scale investments especially from oil majors are expected in the near future. The joint venture company D1-BP
Fuel Crops of BP and D1 Oils in 2007 was the first indication of this trend. Now major oil companies e.g. in China are devising
their market entry.

It is expected that the industry structure will change dramatically in the next few years, with large (multi-)national energy and
oil companies entering the field, driven by climbing crude oil prices and pursuing the quest for larger volumes of alternative
and sustainable feedstock.

This is the perfect time to enter into joint venture agreements with smaller operators. This way, a government can gain
invaluable expertise in this new field prior to oil giants entering the arena, who will dictate poorer terms for partnerships
with governments that have not gained experience of the basics of this lucrative industry.




                                                                   22
JATROPHA: GLOBAL MARKET
Global Market Forecast
An enormous growth is predicted by experts of the Jatropha industry. 1-2 million hectares are expected to be planted annually
in the next few years all over the world.

The clear focus of Jatropha plantations today lies in Asia – more than 80% of identified project areas are situated there. Among
the Asian countries, India plays, with more than 400,000 ha, the largest role, followed by China.

In the other regions, Brazil, Zambia, Tanzania and Madagascar are most important today.

In the future, Asia is expected to prevail with more than 70% of global acreages developed there until 2015.

Africa is heavily underweighted considering the massive amount of viable land available. This situation will not change unless
African Governments and businesses proactively legislate and speculate on the capabilities of the Jatropha Biodiesel potential.

Scale of Jatropha Plantations 2008-2015 (hectares)                Distribution of Jatropha Plantations 2008 (hectares)

 14,000,000

 12,000,000

 10,000,000

  8,000,000
                                                                                                                  Asia
                                                                                                                  Africa
  6,000,000
                                                                                                                  Latin America
  4,000,000

  2,000,000

         -
                  2008            2010            2015

                                                                  23
JATROPHA: AFRICAN MARKET
Structure of the African Market                                   Jatropha Activity Levels in Africa

Jatropha has been known in many countries in Sub-Saharan
Africa for generations. It has been planted as hedges (to
serve as a “living fence“) or has been used for artisan soap
production or medicinal purposes. Development agencies
supported pilots for decentralized rural energy supply.

Northern Africa
There are very little Jatropha related activities due to the
extreme arid climatic conditions; several pilot projects that
make use of sewage water for a year-round irrigation are
being tested in Egypt.

Western Africa
Mali and the Cape Verde Islands have a long-tradition in
Jatropha cultivation; the focus in Mali lies on the use of pure   Southern Africa (including Madagascar)
plant oil for village energy supply. However, large-scale         Apart from Botswana, Angola and – due to the prohibition of
projects are currently prepared in several West African           commercial Jatropha plantations – South Africa, ambitious
countries, such as Ghana, Nigeria and Cameroon.
                                                                  commercial operations are currently developing throughout
                                                                  Southern Africa. The largest acreage under cultivation
East Africa                                                       currently exist in Madagascar and Zambia, with each about
The largest project developments have been reported in            35,000 hectares, followed by Mozambique.
Tanzania, followed by Ethiopia. Jatropha related activities
have started at a small scale also in Kenya and Uganda and
are likely to rise dynamically.




                                                                  24
JATROPHA: AFRICAN MARKET
Total Acreage of Selected Countries – Forecast for 2008 - 2015


Observation
Uganda will potentially miss
this opportunity if it does not
accelerate its current resource in
developing plantations.




                                      Source: GEXSi “Global Market Study on Jatropha”, May 2008



                                                                     25
JATROPHA: AFRICAN MARKET
Potential of Jatropha in Africa
Jatropha in Africa                                                 Benefits of Jatropha in Africa

In a survey conducted in Cape Town, it was found that over
1,080 million hectares of land in Africa could be termed
prime growing regions of Jatropha Curcas. A further 580
million hectares could be used making a total of 1,660
million hectares suitable for growing the plant.
                                                                                                 Safe to
                                                                                                handle &
On the below map of Africa, the dark areas represent prime                                        store
Jatropha growing regions. These areas, comprising over
                                                                                                                          Local fuel
1,080 million hectares, are ideal because the average annual             Reduced
                                                                                                                             for
                                                                          wear of
rainfall exceeds 800mm, and the minimum temperature of                  engine parts
                                                                                                                         electricity
                                                                                                                         generation
the coldest month is greater than 20C.

The light areas of the map are
areas with average annual rainfall
in excess of 300mm, with the                                                                Benefits
minimum temperature of the
                                                                    Improved                                                    Biogas for
coldest month greater than 20C.                                     emissions                                                    heating
These areas, comprising over 580
million hectares, are also viable
regions for growing Jatropha.

Some researchers state that if only 3% of the land in Africa                       Employment              Wasteland
that is considered viable was used to grow Jatropha, some                           & Income               utilization
119 million tons of crude oil and 8.4 tons of glycerine could
be produced per annum, translating to annual revenues of
$55 billion.*

*Source: Dr Guy Midgley, Kirstenbosch Research Centre, Cape Town




                                                                   26
JATROPHA: EAST AFRICAN MARKET
Ethiopian Policies
The Government actively encourages the cultivation of Jatropha.                                                   ETHIOPIA
A Bio-fuels Program has been introduced - specifically including
Jatropha - in order to further the independence of the country
from oil imports. It designates marginal land for Jatropha
cultivation. Government officials of the Ministry of Mines and
Energy report that a bio-fuel legislation for blending fuel (benzene
and ethanol) came into force mid 2008.

Foreign direct investment into bio-fuel production is actively
encouraged through furthering land access, enabling bank loans,
through tax incentives as well as through technical assistance for
farmers.

Jatropha cultivation is expected to improve food availability
through bio-oil run irrigation and food-drying schemes as well as
fertilisation with seed cake. Intercropping with food crops is
reportedly mandatory.

Ethiopian Projects
The Government has identified almost 24 million hectares of land suitable for Jatropha and Palm Tree cultivation in the states Oromia,
Benishangul Gumuz, Gambella, Somali, Amhara Southern Nations, Nationalities and Peoples Region (SNNPR) and Tigray and Afar
Regional states.

Oromia has the largest land suitable for bio-fuel development with 17.2 million hectares. The land is, according to the government,
neither used for farming nor for grazing.

Country experts estimate the current land under Jatropha cultivation as 1,700 hectares. This number is very likely to rise significantly as
several foreign investors have applied for or already secured land titles. According to public sources, five Jatropha projects have already
gone operational. Among the major investors are, according to public sources, Sunbiofuels, Global Energy and BioX Group.



                                                                         27
JATROPHA: EAST AFRICAN MARKET
Ugandan Policies
                                                                                                                               UGANDA
The Government is reported to intend a detailed study on
bio-fuel plantations, production, use as well as down-
streaming issues.

A fuel-legislation exists for a 20% blend of bio-fuels – it is
currently not enforced.




Ugandan Projects
No substantial Jatropha cultivation or bio-fuel production is taking place in Uganda at present, but country experts report potential. Four projects
have been identified – all of them private undertakings.

(1) The company EA Uganda Ltd. set up a test plantation of 1-2 ha in 2007 in the Mukono District and on two further farms in Moyo District (West Nile
    Province). If promising yields are achieved, an oil expeller was due be purchased for 2008/09 for test production. Biodiesel production is planned
    for 2010/2012 with various expellers in West Nile Province. Jatropha products to be used are plant oil, shells and residue for compost and
    methane gas production. Project partners are the Makere University and the GTZ Uganda for developing capacity in oil expelling and use of
    residue. Research activities are to be included in the project in the future, focusing on the identification of high yielding plants, fertilisation
    requirements, pruning, spacing and intercropping.

(2) According to recent public sources, the private company Royal Van Zanten has set up a 40 ha Jatropha plantation in Mukono District and runs
    outgrower schemes with vanilla farmers (intercropping) in the districts of Mukono, Kayunga, Jinja, Iganga, Kamuli and Bugiri.

(3) The National Forestry Research Institute in late 2009 embarked on a project to test the viability of biodiesel from jatropha.

(4) Africa Power Initiative has set up a jatropha processing plant with a reported capacity of 1,000 tons of seeds a day. The plant already owns a 2,000
    acre jatropha farm in the Karamojo district but is looking for additional outgrower supplies.




                                                                                  28
JATROPHA: EAST AFRICAN MARKET
Kenyan Policies

Jatropha cultivation is not yet directly supported.                                                            KENYA
The Government is currently drafting a bio-fuel strategy. A
national Task Force on Jatropha cultivation has been set up
under PIEA´s (Petroleum Institute of East Africa) lead. It
reportedly focuses on the interests of small and large scale
Jatropha growers, will manage the entry of bio-fuels into the
local market and study options in the carbon market (sale of
carbon credits & local certification).



Kenyan Projects


In Kenya, small-scale cultivation of Jatropha (<5 ha) and pilot plantations play the most important role today. Country experts
expect a significant growth of medium-scale plantations (<1,000 ha) and a slight increase of large-scale cultivation (> 1,000
ha).

The following projects were identified:
(1) Green Africa Foundation – 400ha plantation in Kitui District.
(2) Green Power – 200ha plant in Isenya district; forecast to grow to 6,000ha by 2015.
(3) Africa Energy Ltd – 100ha plantation forecast to grow to 10,000ha by 2015.
(4) UNDP GEF – A 70ha plant in Mawindi and Kwane districts, forecast to grow to 240ha by 2015.
(5) Biwako Bio-Lab, Hydronet Energy & Green Africa Foundation – little details are know about this collaboration but it is
    expected to total 75,000ha by 2015.




                                                                  29
JATROPHA: EAST AFRICAN MARKET
Tanzanian Policies
At present, Tanzania is lacking clearly defined quality standards for
bio-fuel and a clear regulation for the sale of Jatropha bio-fuels,
                                                                                                         TANZANIA
according to country experts.

The Tanzania Investment Centre maintains a database of suitable
land for Jatropha. It offers a one-stop-shop to facilitate land
acquisition as well as permitting and registration processes.
Advantageous tax and duty conditions are offered. The Tanzania
Investment Act (1997) grants investors full rights to buy and sell
land.

The Government has earmarked funding for infrastructure
development, as weak infrastructure has been reported to hinder
project development.

Tanzanian Projects

The large majority (80%) of projects identified is privately owned and profit-oriented. Contracting outgrowers is the most
dominant scheme. Some projects combine this scheme with plantations. Only a third of Jatropha projects include seed
crushing into their project; even less aim at Biodiesel production. Research activities are generally low, but reported to be
stepped up with focus on high yield species, fertilisation and cultivation techniques. Irrigation (mainly manual) is used by more
than half of the projects. Weak infrastructure appears to pose problems to project development.

Although several projects were identified, only the following two disclosed material information:

(1) Diligent Energy Systems – 3,000ha scheme expected to grow to 200,000ha by 2015.
(2) KAKUTE – 150ha plantation due to expand to 800ha by 2015.




                                                                        30
BIODIESEL

   OVERVIEW
   MARKET GROWTH
   FEEDSTOCK CONCERNS
   OUTLOOK




                         31
BIODIESEL: OVERVIEW
Industry Overview                                                   What are Bio-Fuels?
The Biodiesel market has experienced an enormous upturn             Bio-fuels (biodiesel and ethanol) are liquid fuels from plant
in recent years. Demand is underpinned by the need to               origin. Biodiesel is diesel obtained from organic oils, mostly
increase domestic energy security, reduce greenhouse gas            vegetable. It is produced by modifying vegetable oils from
emissions from the transport sector and help address an             appropriate plants and reducing their viscosity by various
expected shortage of diesel refining capacity. Moreover,            methods. Ethanol is produced from sugar and starch.
demand is driven by the aim to increase rural development
as well.                                                            Major liquid bio-fuels – straight or recycled vegetable oils,
                                                                    biodiesel and ethanol, blended with petroleum products or
Today, about 10% of the world’s energy use is still derived         without blending, can be used for motorised transport,
from biomass and as much as 80% in developing countries.            railways, marine transport, electricity generation, mining,
While the use of traditional biomass such as firewood and           agriculture, industry, commerce, defence and other
cow dung is associated with health hazards and                      multifunctional platforms.
environmental damage, modern bio-fuels offer the promise
of considerable improvement in these areas. They also hold
the prospect of reduced energy import bills and improved
energy security.

Unlike industrialised nations, developing nations with fragile
economies and infrastructures are financially drained in the
purchase of imported, refined petroleum oil. It is thought
that for every $10 hike in the cost of a barrel of crude oil, the
economy of an oil importing country in Africa is impacted in
multiples of the impact on the US economy. As a result,
important gains reaped from debt forgiveness initiatives are
being wiped out by rising energy costs.

Developing regions of the world, including Africa, can
improve their future economic viability and maintain clean
ecological environments by investing now in the use and
production of green energy.


                                                                    32
BIODIESEL: MARKET GROWTH
Biodiesel Markets                                                      Benefits of Bio-Fuels
The global market for biodiesel is poised for explosive growth in       Substantially    increase    economies      and    employment
the next ten years. Although Europe currently represents 80% of          opportunities in developing countries.
global biodiesel consumption and production, the US is now              Foreign exchange savings by reducing fossil fuel imports.
ramping up production at a faster rate than Europe, and Brazil is       Improved energy security, lower emissions of greenhouse
expected to surpass US and European biodiesel production by the          gases.
year 2015. It is possible that biodiesel could represent as much as     Biodiesel has a high octane number that improves engine
20% of all on-road diesel used in Brazil, Europe, China and India by     performance, high lubricity reducing wear and tear, low
2020.                                                                    sulphur and aromatics emissions.
                                                                        Bio-fuels are simple to use, biodegradable, and reduce air
Biodiesel demand and over-capacity in Europe, the US and Asia is
                                                                         pollutants such as particulates, carbon monoxide,
driving investment in the global trade of alternative feed-stocks.
                                                                         hydrocarbons, and are widely excepted as carbon-neutral.
The US market for biodiesel is growing at an unsurpassed rate;
from 25 million gallons per year in 2004 to over 650 million            Sustainable and environmentally-friendly; neat biodiesel is as
gallons in 2008. The total biodiesel being sold in the US amounts        biodegradable as sugar and less toxic than salt.
to less than 1% of all diesel consumption. In Europe, biodiesel         Most of the oil-bearing crops enrich the soil.
represents 2-3% of total transportation consumption and is
targeted to reach 6% by 2010.                                          Biodiesel Growth Drivers
                                                                        Favourable Economics: Rising petroleum and diesel prices
In China, India, Brazil and Europe, economic and environmental           make biodiesel competitive and profitable.
security concerns are giving birth to new government targets and        Environment: An ever increasing pressure to replace fossil
incentives, aimed at reducing petroleum imports and increasing           fuels.
the consumption and production of renewable fuels. Europe,              Legislation: Increasing energy security concerns are driving bio-
Brazil, China and India each have targets to replace 5% to 20% of        fuels legislation and R&D.
total diesel with biodiesel.                                            Government Plans: Mandates to produce a certain volume of
                                                                         bio-fuels to replace automotive fuels by a certain date.
While the US and European governments have put in place                 Taxes & Subsidies: Incentives are encouraging the production
financial incentives to run bio-fuel schemes, their farming systems      of bio-fuels.
can’t produce the necessary quantities without creating a               Import Dependency: Concerns about petroleum import
considerable risk to the food chain. It is therefore expected that       dependency are driving countries to produce their own energy.
the bio-fuel revolution will specifically benefit developing            Economic & Social Development: Bio-fuels are being used as
countries that can produce bio-fuel for their own consumption as         socio-economic programs to help under-developed nations
well as for export.                                                      improve their local economies.



                                                                       33
BIODIESEL: FEEDSTOCK CONCERNS
Global Bio-Fuel Production Could Expand 5-Fold by 2025
                 300,000

                 250,000
                                        Bio Diesel           Ethanol
                 200,000
million litres




                 150,000

                 100,000

                  50,000

                      -
                           2006 2007 2008 2009 2010 2011 2012 2013 2014 2015 2016 2017 2018 2019 2020 2021 2022 2023 2024 2025
             Source: Prakash, Adam. 2007. “Grains for food and fuel – at what price?”

   Biodiesel Feedstock Concerns
   Although the global biodiesel market is growing at a rapid rate, there is a major threat to the sustainability of growth; the price
   of traditional biodiesel feedstocks is increasing steeply (see charts on next page), hence jeopardising the profitability of the
   industry. The reason for the rising price of traditional feedstocks is the current food crop shortages the world is experiencing
   combined with the fact that most traditional feedstocks for biodiesel compete with food crops (or are in fact a source of food
   themselves).

   The impact is that major biodiesel producing nations are producing far less than their capacities allow (see charts on the page
   after next), resulting in a growing output gap across the world. If this is to continue, it is unlikely that the growth the market
   has seen will be sustainable and demand will far outweigh supply. In addition, most nations will considerably fall short of their
   own biodiesel targets in future years.

   It is widely agreed that the solution is to source a new generation of feedstocks that are low in cost, relatively easy to cultivate,
   and most importantly do not compete with food production. One of the most promising of such feedstocks is Jatropha Oil.




                                                                                        34
BIODIESEL: FEEDSTOCK CONCERNS
         Biodiesel Feedstock Prices: 2001 - 2008                                         Estimated Cost per Barrel ($) of Fuel Produced by Bio-Fuel Feedstocks


                                Rapeseed Oil             Palm Oil
                                                                                           Cellulose                                                         305
                     1,400

                                Soybean Oil              US Diesel #2

                                                                                               Wheat                                 125
                     1,200



                                                                                          Rapeseed                                   125
                     1,000
$US per metric ton




                                                                                              Soybean                            122
                      800



                                                                                         Sugar beets                           100
                      600



                                                                                                 Corn                     83
                      400


                                                                                         Sugar cane             45
                      200


                                                                                              Jatropha          43
                        -
                             2001   2002   2003   2004    2005      2006   2007   2008
                                                                                                         0            100                  200           300
         Source: Emerging Markets Online – Bio Diesel 2020 Feedstocks Database                    Source: Goldman Sachs




                                                                                         35
BIODIESEL: FEEDSTOCK CONCERNS
                            Global Biodiesel Production v Capacity                                                                 Europe Biodiesel Production v Capacity
                     30                                                                                                12
                                           Capacity          Production                                                                               Capacity     Production
                     25                                                                                                10




                                                                                                                 million tons per annum
million tons per annum




                     20                                                                                                           8

                     15                                                             OUTPUT GAP                                    6
                                                                                                                                                                                         OUTPUT GAP
                     10                                                                                                           4

                            5                                                                                                     2

                            0                                                                                                     0
                             2002          2003          2004       2005        2006       2007       2008                         2002                2003        2004          2005          2006   2007

                            U.S. Biodiesel Production v Capacity                                                                   China Biodiesel Production v Capacity
                 4,000
                                              Capacity          Production                                                 140,000
                 3,500                                                                                                                                  Capacity    Production
                                                                                                                           120,000
million gallons per annum




                 3,000
                                                                                                              tons per annum
                                                                                                                           100,000
                 2,500
                                                                                                                                      80,000
                 2,000                                                                                                                                                                   OUTPUT GAP

                 1,500                                                                                                                60,000
                                                                                       OUTPUT GAP
                 1,000                                                                                                                40,000

                            500                                                                                                       20,000

                                -                                                                                                         -
                                    2004              2005            2006             2007           2008                                     2002                2003                 2004          2005
                                                                          Source: “Biodiesel 2020: A Global Market Survey”, EBB, USDA, OilWorld, FAS


                                                                                                                                   36
BIODIESEL: OUTLOOK
Short Term Outlook
 Growth in multiple feedstocks

 Export growth from alternative feedstocks

 Big plants and refineries open near ports

 Renewable diesel growth

Medium Term Outlook: 2010 - 2015
 Emergence of commercial scale Jatropha

 Export growth from Africa, Asia and Latin America

 Algae commercial scale production emerges

 Growth in commercial and community renewable diesel
  projects

Long Term Outlook: 2015 - 2020
 Jatropha and Algae become mainstream commodity

 Global supply shifts from North to South

 Global demand balance from Africa and Asia

 Community projects increase significantly




                                                        37
UGANDA

 CURRENT ENERGY SITUATION
 NATIONAL ENERGY POLICY
 BENEFITS & BARRIERS TO BIODIESEL




                                     38
UGANDA: CURRENT ENERGY SITUATION
Uganda’s Current Energy Situation
Uganda is a land-locked country covering an area of 236,040 square kilometres with an estimated population of over 28 million
in 2006, with a growth rate of 3% per annum; one of the highest in the world. Over the last 2 decades the country recorded a
fairly steady economic growth with GDP real growth rate estimated at average of 6% in the last decade.

Agriculture still dominates the country’s economy, accounting for more than a half of total output and employing over 80 per
cent of the workforce. The majority of the people are peasants that depend on small scale livestock rearing and a wide range of
subsistence crops to meet local needs. Coffee is the main export commodity. Tobacco, tea, fish, hides, skin and sugar as well as
corn and beans have become important export commodities. However, most of this is exported in semi-processed forms as
there are only a few refining industries.

A growing economy combined with a fast growing population means a growing energy demand. Uganda’s energy supply and
utilization is dominated by biomass. Access to electricity in Uganda is limited to 9% of the population, the remaining 91% of the
population mainly use biomass in the form of firewood or charcoal for their energy needs. The country’s energy is derived
93% by biomass, 6% fossil fuels (all imported) and 1% hydro-power.

Uganda has a high potential for hydro-power generation but has installed capacity of only 280MW which in recent years has
fallen to less than 150MW (owing to persistent drought and a resultant drop in the water levels at the Owen Falls Dam) leading
to unprecedented power shortages. This has forced the country to invest in thermal power plants. By the end of 2008 the
electricity generated from thermal plants exceeded 150MW. Use of thermal power plants has increased the country’s
expenditure on petroleum and has hiked the retail price of electricity. Efforts to develop new hydro-power plants are ongoing
but such investments take years to accomplish.

The transport sector in Uganda is totally dependent on imported fossil fuels whose prices had hit all time highs recently, at
close to $140 per barrel of petroleum on the world market and US $ 1.5 per litre pump price. The fuel bill for a country like
Uganda constitutes almost 50% of the budget. The escalating prices of fossil fuels have made it imperative for government to
promote the development and utilization of renewable energy resources including bio-energy and their associated
technologies.




                                                                   39
UGANDA: NATIONAL ENERGY POLICY
Uganda’s National Energy Policy
Uganda’s national energy policy promotes accelerated power generation from renewable resources and emphasizes the
development/adoption and utilization of other modern fuels and technologies. The government’s commitment to develop the
use of renewable energy sources is aimed at creating means for socio-economic development. In implementing the policy the
government expects to address poverty issues, catalyse industrialization and protect the environment.

The renewable energy resources that the policy lists are: biomass, geothermal, hydropower, wind and solar energy. Whilst
biomass sources are widely used for energy generation, the processes are often inefficient. Biomass provides almost all the
energy needed for cooking in urban and rural house holds and in rural industries.

The government’s renewable energy policy recommends blending of diesel with 20% biodiesel. By specifying the maximum
proportion of biodiesel blends the government hopes that investors will be attracted to invest in biodiesel production knowing
that there is a market for it. The bio-diesel will be used for the transport sector and also for rural electrification and farm power
production. The expected benefits from the policy include;

   Improved national energy security by using indigenous renewable energy sources instead of imported fossil fuel
   Create employment and income in rural areas
   Promotion of local renewable natural resources
   Reduced emission of carbon dioxide to the atmosphere
   Promotion of a new source of income to farmers
   Support rural electrification strategy
   Promotion of technology transfer

Blending of all diesel used for transport in Uganda with 20% biodiesel would have translated into a market potential of 100
million litres of biodiesel in 2008 increasing to approximately 200 million litres in 2012 given the annual average increase in
diesel consumption of 17%.




                                                                     40
UGANDA: BARRIERS & BENEFITS OF BIODIESEL
Barriers to Biodiesel Development & Use                               Benefits to Biodiesel Development & Use
  Petroleum deposits have been discovered in the Western Rift
  Valley, likely adequate for commercial exploitation. It is feared
  that the government will give preferential investment                Substantially increase the economic health of Uganda.
  incentives in the petroleum development which will
  marginalize bio-energy.
                                                                       Improve employment opportunities and rapidly increase
                                                                        the number of plants operating in the country.
  Inadequate Legal and Institutional Framework: There is no
  standard procedure and legal instruments to support
  investment in bio-energy. Whereas in countries like India they       Massive foreign exchange savings by reducing fossil fuel
  have created government funded bio-energy units to promote            imports.
  its development.

  Limited Technical and Institutional Capacity: The public and         Improve Uganda’s competitive advantage amongst
  private sectors have limited technical and institutional capacity     African peer nations.
  to manage bio-energy projects. Training needs to
  proportionately emphasize bio-energy in the engineering and
  other related professional courses.                                  Improve Uganda’s energy security, and reliance on
                                                                        external energy imports.
  Lack of Financing Mechanisms: Commercial banks in Uganda
  do not offer products that support long term investments.
  Long term loans can only be obtained from the East African           Lower emissions of greenhouse gases and importantly
  Development Bank and the African Development Bank. But                lower local pollution caused by biomass, hence
  these banks finance large projects only.                              increasing the country’s health.

  Underdeveloped market: Whereas there is potential for
  demand of bio-energy products, the market is not yet                 Most of the oil-bearing crops enrich the soil.
  developed in order to realize actual demand. The public is also
  unaware of the technologies and the products.

  Lack of Research and Development Support: There is a dearth
  of budgetary support to higher learning and R&D institutions
  to carry out adaptive research that can promote the
  development of bio-energy in Uganda.




                                                                      41
NEWCO

   INCORPORATION
   MANAGING DIRECTOR
   DEVELOPMENT DIRECTOR
   REMAINING EXECUTIVE TEAM




                               42
NEWCO: INCORPORATION
Incorporation

NEWCO is yet to be incorporated and its establishment is
awaiting heads of terms. Upon agreement, NEWCO will be
incorporated in a manner that is compliant with the relevant
jurisdictions and structures involved.

The management team has in the main been identified and
brought on board. They are now committed to this project
full time and are drawing upon their resources, both
financial and expertise, to ensure this project is executed in
the best interests of all parties concerned.

The current two-strong team is highly suitable for a project
of this nature and it was conceived and put together by
them. They are anticipated to be the driving force of the
project’s completion and will project manage all
stakeholders involved. They bring a wealth of business and
financial experience to the table and have conducted
business in Africa several times in the past on a variety of
projects. As a result, they have visited the continent and
East African region many times and are well connected in
the area.

The current team has identified a small number of industry
professionals they are keen to add to management and are
in discussions with these individuals. The remainder of the
team will be appointed once heads of terms are agreed.

The following pages give further information on the
management team.




                                                                 43
NEWCO: MANAGEMENT TEAM
MUKESH PATEL
Managing Director

The Managing Director of NEWCO is Mukesh Patel. He is a serial entrepreneur and has over the past 30
years successfully set up and run a number of businesses in a wide range of disciplines, amassing a
portfolio worth millions of pounds. Mukesh’s key skill is spotting commercial opportunities early in their
lifecycle, assembling the best team to penetrate the industry and investing into enterprises that
successfully participate and profit in these opportunities.
Mukesh graduated as an Architect and emigrated to the UK from India is 1979. Arriving in the UK with only enough money to
last a few months, he spotted an opportunity in the automobile spare parts trade and quickly set up a business, “Autoland”
from his home in London. Mukesh’s keen eye for value deals and his commitment to excellent service resulted in the business
expanding at an incredible rate. In its first year Autoland turned over £200k and within 18 months Mukesh had moved the
business into an industrial warehouse and took on a number of employees. This part of the business peaked a turnover in
excess of £3 million. During 1998, Autoland was awarded the Queen’s Award for Export Achievement and gained ISO 9002
accreditation in recognition of the quality of its service.

Wanting to diversify his business, Mukesh saw a great opportunity in distributing fashion labels in the UK and Europe.
Leveraging off his logistics and distribution infrastructure and experience, he established “Altec” and acquired distribution
rights for three labels. In addition to this, Altec paired up with an experienced design house in Hong Kong to establish a new
brand, now owned by Altec. This part of the business peaked with a turnover of £4 million.

In 2000, Mukesh established “Prigee International”, created to capitalise on real estate opportunities in the UK. To date, Prigee
has executed a broad spectrum of deals including; investment, asset management, development, planning and yield
compression. Prigee’s current investment portfolio is worth £10 million and is across the residential, commercial and industrial
sectors. The industrial portfolio has asset management opportunities and is likely to increase the value of the portfolio
significantly.

Today, Mukesh is well known in the business community and his network of contacts and advisers in real estate, industry and
retail markets provides him a great number of introductions to excellent business opportunities.


                                                                   44
NEWCO: MANAGEMENT TEAM
AMIT PATEL
Development Director

Amit has a Bachelors Degree in Banking & International Finance from Cass Business School, London, and
is a member of the Chartered Institute of Bankers.

Amit spent a number of years working in the Investment Banking and Private Equity community in
London where he built extensive experience in the following disciplines;

LEVERAGED FINANCE: Providing senior, mezzanine and junior debt to Private Equity Firms on large buyouts (over £1billion).
INTEREST RATE DERIVATIVES: Structuring highly complex interest rate derivatives for corporate clients for hedging short
term exposures and long term packages.
SECURITISATION: Packaging balance sheet residential mortgages into mortgage backed securities and large commercial
mortgages into conduit programmes and asset backed securities.
PRIVATE EQUITY (REAL ESTATE): Providing large equity and debt packages into real estate focussed transactions, including;
commercial real estate, care homes, retail companies, housebuilders, hotels, funds, and garden centres.

Amit has worked on an array of transactions including high profile public-to-privates, joint ventures, fund creations, financial
markets arbitrage opportunities and other multi-billion pound buyouts.

After leaving the City in 2008, Amit set up a lead corporate finance advisory boutique, “AP Corporate Finance”
(www.apcorporatefinance.co.uk) , advising a range of corporations on mergers, acquisitions, disposals and capital raising.
Amit’s firm has worked with Mukesh Patel on a number of transactions in the past on an advisory and joint venture basis.

Amit brings to NEWCO a wealth of business development, financing and structuring experience, and his firm is acting as lead
corporate finance advisor to NEWCO. His role as Development Director at NEWCO will continue throughout the life of the
project, and he will oversee all new business development opportunities alongside monitoring the project’s performance over
its life.



                                                                  45
NEWCO: MANAGEMENT TEAM
TO BE RECRUITED
Chief Agronomist

We aim to recruit a Chief Agronomist. This addition will provide valuable scientific speciality to the
management team and enable NEWCO to design and implement the most efficient techniques to
cultivating jatropha. This officer will bring expertise in feedstock as well as optimal growing conditions
and schematics of the plantation and will also be the main liaison between NEWCO and its energy
partner.

We are currently in discussions with a number of specialists in this area and have produced a shortlist.
The Chief Agronomist will be appointed upon signing of heads of terms with the Ugandan government.

TO BE RECRUITED
Operations Director

NEWCO is in negotiations with a shortlist of bio-fuel plant and machinery experts, and will appoint an
individual to the position of Operations Director upon signing of heads of terms.

The Operations Director will be responsible for sourcing all plant and machinery for the enterprise and
overseeing installation of these assets on NEWCO’s land. He/she will also oversee the daily operations of
the business and report directly to the Managing Director.


TO BE RECRUITED
Further Team Members

NEWCO has identified a small number of additional personnel it wishes to recruit, either on a consultancy
or permanent basis. These individuals will assist the main management team execute the business plan
in the start up phase through to completion. Recruitment here will occur on an adhoc basis, as and when
required.




                                                                   46
FINANCING

   FINANCING OPTIONS
   PRIVATE EQUITY
   DEBT
   CARBON CREDIT FINANCE




                            47
FINANCING: OPTIONS
Financing Options                                               Private Equity

Funding for NEWCO will be finalised upon agreement of           There are over 50 private equity funds specialising in African
heads of terms. The management team have identified             renewable energy projects.
several options available to pursue, all of which are sourced
in the region. Seeking funding from outside of Africa is
unlikely to be successful as most European and American         The financing appetite for private equity in the region has
lenders are highly reluctant to fund projects of medium sized   increased over the past three years as firms look outside of
enterprises in the region.                                      Europe and America for returns.

The funding is likely to be a combination of the following
                                                                We have identified a number of potential partners in this
instruments:
                                                                area and have begun early stage discussions with them. They
                                                                have displayed a keen appetite to join the project as a
 Equity                                                        partner.
           NEWCO’s own capital
           Private equity fund focused on the African
            energy market

 Debt
           Asset Financing
           Import/Export Financing
           Structured Finance

 Carbon Credit Financing
       Kyoto Protocol’s Clean Development Mechanism
          (“CDM”)
       Carbon Credit Trade Finance Program (“CCTFP”)

 Grants




                                                                48
FINANCING: OPTIONS
Debt – Import & Export Finance                                         Special Purpose Vehicle – No Recourse Debt
The African Export-Import Bank (Afreximbank) was                       A possible structure to follow is that of Special Purpose
established in 1993 by African governments, private and                Vehicle (SPV). In this structure, the actual project is ring-
institutional investors and other non-African financial                fenced into the SPV and so the funding is on the SPV’s
institutions for the purpose of financing, promoting and               balance sheet, and not on NEWCO’s. Off balance sheet has
expanding intra-African and extra-African trade.                       benefits for both NEWCO and any financiers.

The bank has a programme called the “Export Development                In this structure, lenders have no recourse to NEWCO, but
Programme”, and under this Project-Related Financing is                depend entirely on the project itself as a source of capital
available to energy and infrastructure projects such as this           and interest payments. Because of this, lenders will seek to
one.                                                                   gain as much control as possible over the SPV’s cash flow.


Debt – Structured Finance                                              SPV Structure
Structured Finance in Africa allows a commodity-based company
to leverage a proportion of its future export earnings to support
improved funding terms of issuance. The structure rests on the                                   [NEWCO]
following:

                                                                                    Tech                          PE
 Exporter: Good track record, good credit quality                                 Partner                      Partner
 Foreign Buyer: Good payment risk, multiple buyers are
  preferred
 Country: Political stability                                                                    SPV
 Product: Commodity with official spot market price and
  possibility of hedging forward prices                                             Govt
                                                                                                                Borrower
                                                                                   Partner

Using this structure utilises receivables as collateral. The
                                                                                                 Biodiesel
biodiesel financier will provide debt and secure this against future                             Purchaser
receivables due to the biodiesel plant from purchasers.




                                                                       49
FINANCING: CARBON CREDITS
Carbon Credit Finance

Over the past century, the amount of carbon dioxide in the atmosphere has risen, driven to a large extent by usage of fossil
fuels, rising population and increasing consumption. This has led to an increase in average global temperatures.

In a regulatory attempt to cap CO2 emissions, the Kyoto Protocol was signed by a large number of countries. The protocol now
allows companies who are able to contribute to the decrease in emissions through environmentally friendly projects to receive
carbon credits from countries that contribute to the increase of CO2 in the atmosphere. These substantial payments are
regulated by a special committee and is sponsored by lead commerce banks that enable financing of carbon credits towards
future proceeds. The Kyoto Protocol’s system is known as the Clean Development Mechanism.

Any biodiesel producing venture would qualify as a carbon reducing project and would be eligible to receive carbon credits.
Every 5.9 million litres of biodiesel produced qualifies for 10,000 Certificates of Emission Reductions (CERs), which can be sold
on the carbon trade market. 10,000 CERs is currently worth €125,000. One CER is awarded for every tonne of CO2 offset. To
put this into context, a 5,000 hectare jatropha farm would potentially receive over €500,000 per annum in CERs alone. Whilst
this is the current market, owing to global uncertainty of the Kyoto Protocol post 2012 and the recent walk out of African
nations in the Copenhagen Summit on Climate Change, we are assuming that the project would receive CERs at the lowest
possible quantum. In effect, the likely revenue generated via CERs is considered upside potential.

The World Bank estimates that this market will grow from its current annual value of $30 billion to over $100 billion.

The Clean Development Mechanism offers an immense opportunity for nations or continents that are low green-house gas
emitters, of which Africa is the lowest emitter.

Many banks are now introducing Carbon Credit Trade Finance programmes, whereby loans are provided in advance and
secured against future CER payments due to the borrowing project.

As discussed above, not only will carbon credits potentially ease the funding process, but CERs will provide a substantial
additional income to the biodiesel plant.




                                                                   50
FINACING: CARBON CREDIT MARKET
Barriers to Carbon Credits in Africa                           Annual CERs in Africa
                                                                                       1%
The following two charts highlight that Africa is currently
heavily underweighted in the carbon trade market, and
within the continent Uganda is not represented sufficiently.                   14%
                                                                                                              Egypt
                                                                                                30%
                                                                                                              Morocco
Execution of this project will bolster Uganda’s experience
                                                                                                              Nigeria
with registering projects with the Clean Development
Mechanism.                                                           20%                                      South Africa
                                                                                                              Tunisia
 Complex CDM procedures                                                                                5%    Uganda
                                                                                     30%
 Transaction cost to hire service providers

 Knowledge gap between carbon credit buyers and               Global Carbon Market – Registered Projects
  suppliers
                                                                                           17
 Limited access to finance by potential developers

 Financial intermediaries lack of knowledge about CDM                                                       Africa
                                                                           255                               Asia Pacific
 Lack of trained national CDM consultants
                                                                                                             Other

                                                                                                  377        Latin America
 Heavy institutional requirements for project cycle



                                                                           6


                                                               51
FORECASTED FINANCIALS

 BASIS OF FINANCIALS    PROFIT & LOSS FORECAST
 HIGHLIGHTS             CASH FLOW FORECAST
 ASSUMPTIONS            RETURNS FORECAST




                                                   52
FORECASTED FINANCIALS: BASIS & HIGHLIGHTS
Basis of Financials                                               Highlights
We have engaged a top tier renewable energy consultancy           PROFIT & LOSS
firm in the US to assist management form a financial model
for this project. The US consultancy is highly experienced
                                                                   The first two years are EBITDA negative owing to low turnover
with biodiesel plants and specifically Jatropha as a
                                                                    (the plant will not refine imported feedstock as it is not
feedstock. The firm has advised on numerous plants of this
                                                                    economic), along with labour and significant fertilising and
nature (and much larger) around the world.
                                                                    chemical costs.

Our energy consultants have designed an early stage site
                                                                   Upon plant maturity (Year 5), revenue of over $5 million is
schematic (agri-system and refinery) and modelled all costs
                                                                    generated per annum, and a resulting EBITDA of $3.4 million
and revenues for a plant of this nature. This work forms the
basis of our financial model and is highly prudent; our view is     per annum.
there is potentially significant upside in the forecast. For
example, the price of diesel per litre achieved by the plant       Retained Profit from Year 5 onwards is $2.4 million per annum
has been modelled as $1.00 for the entire life of the project;      (assuming oil prices do not appreciate).
our long term outlook for the price of oil products is one of
expected appreciation, and hence the plant’s revenues
                                                                   Revenue is primarily generated from the sale of biodiesel, but
would be expected to grow in line with the wider oil market.
                                                                    additional revenue is made from the sale of jatropha cake and
In addition, the value of carbon credits has been modelled at
                                                                    receipt of carbon credits.
the lowest end of the spectrum owing to Kyoto Protocol
uncertainties post 2012.
                                                                   The majority of the project’s operating costs are associated
                                                                    with labour and chemical catalyst costs (the latter are assumed
On the following pages, all salient aspects of our model have
                                                                    to be imported and hence attract premium pricing).
been highlighted. It is acknowledged that at this stage, the
model is subject to change and a new model will be
constructed upon progression to the next stage of the              The model assumes that profits are accumulated as reserves; in
project.                                                            reality dividends would be paid.

Our energy consultants share our optimism for this project         Tax has not been included at this stage as this is subject to
and have indicated that they would be very keen to remain           negotiation and it is hoped that a significant tax moratorium
involved in the project should it progress, either as a partner     will be granted to the project.
or primary consultant.



                                                                  53
Bio Diesel in Uganda by AP Corporate Finance
Bio Diesel in Uganda by AP Corporate Finance
Bio Diesel in Uganda by AP Corporate Finance
Bio Diesel in Uganda by AP Corporate Finance
Bio Diesel in Uganda by AP Corporate Finance
Bio Diesel in Uganda by AP Corporate Finance
Bio Diesel in Uganda by AP Corporate Finance
Bio Diesel in Uganda by AP Corporate Finance
Bio Diesel in Uganda by AP Corporate Finance
Bio Diesel in Uganda by AP Corporate Finance

Mais conteúdo relacionado

Destaque

2024 State of Marketing Report – by Hubspot
2024 State of Marketing Report – by Hubspot2024 State of Marketing Report – by Hubspot
2024 State of Marketing Report – by HubspotMarius Sescu
 
Everything You Need To Know About ChatGPT
Everything You Need To Know About ChatGPTEverything You Need To Know About ChatGPT
Everything You Need To Know About ChatGPTExpeed Software
 
Product Design Trends in 2024 | Teenage Engineerings
Product Design Trends in 2024 | Teenage EngineeringsProduct Design Trends in 2024 | Teenage Engineerings
Product Design Trends in 2024 | Teenage EngineeringsPixeldarts
 
How Race, Age and Gender Shape Attitudes Towards Mental Health
How Race, Age and Gender Shape Attitudes Towards Mental HealthHow Race, Age and Gender Shape Attitudes Towards Mental Health
How Race, Age and Gender Shape Attitudes Towards Mental HealthThinkNow
 
AI Trends in Creative Operations 2024 by Artwork Flow.pdf
AI Trends in Creative Operations 2024 by Artwork Flow.pdfAI Trends in Creative Operations 2024 by Artwork Flow.pdf
AI Trends in Creative Operations 2024 by Artwork Flow.pdfmarketingartwork
 
PEPSICO Presentation to CAGNY Conference Feb 2024
PEPSICO Presentation to CAGNY Conference Feb 2024PEPSICO Presentation to CAGNY Conference Feb 2024
PEPSICO Presentation to CAGNY Conference Feb 2024Neil Kimberley
 
Content Methodology: A Best Practices Report (Webinar)
Content Methodology: A Best Practices Report (Webinar)Content Methodology: A Best Practices Report (Webinar)
Content Methodology: A Best Practices Report (Webinar)contently
 
How to Prepare For a Successful Job Search for 2024
How to Prepare For a Successful Job Search for 2024How to Prepare For a Successful Job Search for 2024
How to Prepare For a Successful Job Search for 2024Albert Qian
 
Social Media Marketing Trends 2024 // The Global Indie Insights
Social Media Marketing Trends 2024 // The Global Indie InsightsSocial Media Marketing Trends 2024 // The Global Indie Insights
Social Media Marketing Trends 2024 // The Global Indie InsightsKurio // The Social Media Age(ncy)
 
Trends In Paid Search: Navigating The Digital Landscape In 2024
Trends In Paid Search: Navigating The Digital Landscape In 2024Trends In Paid Search: Navigating The Digital Landscape In 2024
Trends In Paid Search: Navigating The Digital Landscape In 2024Search Engine Journal
 
5 Public speaking tips from TED - Visualized summary
5 Public speaking tips from TED - Visualized summary5 Public speaking tips from TED - Visualized summary
5 Public speaking tips from TED - Visualized summarySpeakerHub
 
ChatGPT and the Future of Work - Clark Boyd
ChatGPT and the Future of Work - Clark Boyd ChatGPT and the Future of Work - Clark Boyd
ChatGPT and the Future of Work - Clark Boyd Clark Boyd
 
Getting into the tech field. what next
Getting into the tech field. what next Getting into the tech field. what next
Getting into the tech field. what next Tessa Mero
 
Google's Just Not That Into You: Understanding Core Updates & Search Intent
Google's Just Not That Into You: Understanding Core Updates & Search IntentGoogle's Just Not That Into You: Understanding Core Updates & Search Intent
Google's Just Not That Into You: Understanding Core Updates & Search IntentLily Ray
 
Time Management & Productivity - Best Practices
Time Management & Productivity -  Best PracticesTime Management & Productivity -  Best Practices
Time Management & Productivity - Best PracticesVit Horky
 
The six step guide to practical project management
The six step guide to practical project managementThe six step guide to practical project management
The six step guide to practical project managementMindGenius
 
Beginners Guide to TikTok for Search - Rachel Pearson - We are Tilt __ Bright...
Beginners Guide to TikTok for Search - Rachel Pearson - We are Tilt __ Bright...Beginners Guide to TikTok for Search - Rachel Pearson - We are Tilt __ Bright...
Beginners Guide to TikTok for Search - Rachel Pearson - We are Tilt __ Bright...RachelPearson36
 

Destaque (20)

2024 State of Marketing Report – by Hubspot
2024 State of Marketing Report – by Hubspot2024 State of Marketing Report – by Hubspot
2024 State of Marketing Report – by Hubspot
 
Everything You Need To Know About ChatGPT
Everything You Need To Know About ChatGPTEverything You Need To Know About ChatGPT
Everything You Need To Know About ChatGPT
 
Product Design Trends in 2024 | Teenage Engineerings
Product Design Trends in 2024 | Teenage EngineeringsProduct Design Trends in 2024 | Teenage Engineerings
Product Design Trends in 2024 | Teenage Engineerings
 
How Race, Age and Gender Shape Attitudes Towards Mental Health
How Race, Age and Gender Shape Attitudes Towards Mental HealthHow Race, Age and Gender Shape Attitudes Towards Mental Health
How Race, Age and Gender Shape Attitudes Towards Mental Health
 
AI Trends in Creative Operations 2024 by Artwork Flow.pdf
AI Trends in Creative Operations 2024 by Artwork Flow.pdfAI Trends in Creative Operations 2024 by Artwork Flow.pdf
AI Trends in Creative Operations 2024 by Artwork Flow.pdf
 
Skeleton Culture Code
Skeleton Culture CodeSkeleton Culture Code
Skeleton Culture Code
 
PEPSICO Presentation to CAGNY Conference Feb 2024
PEPSICO Presentation to CAGNY Conference Feb 2024PEPSICO Presentation to CAGNY Conference Feb 2024
PEPSICO Presentation to CAGNY Conference Feb 2024
 
Content Methodology: A Best Practices Report (Webinar)
Content Methodology: A Best Practices Report (Webinar)Content Methodology: A Best Practices Report (Webinar)
Content Methodology: A Best Practices Report (Webinar)
 
How to Prepare For a Successful Job Search for 2024
How to Prepare For a Successful Job Search for 2024How to Prepare For a Successful Job Search for 2024
How to Prepare For a Successful Job Search for 2024
 
Social Media Marketing Trends 2024 // The Global Indie Insights
Social Media Marketing Trends 2024 // The Global Indie InsightsSocial Media Marketing Trends 2024 // The Global Indie Insights
Social Media Marketing Trends 2024 // The Global Indie Insights
 
Trends In Paid Search: Navigating The Digital Landscape In 2024
Trends In Paid Search: Navigating The Digital Landscape In 2024Trends In Paid Search: Navigating The Digital Landscape In 2024
Trends In Paid Search: Navigating The Digital Landscape In 2024
 
5 Public speaking tips from TED - Visualized summary
5 Public speaking tips from TED - Visualized summary5 Public speaking tips from TED - Visualized summary
5 Public speaking tips from TED - Visualized summary
 
ChatGPT and the Future of Work - Clark Boyd
ChatGPT and the Future of Work - Clark Boyd ChatGPT and the Future of Work - Clark Boyd
ChatGPT and the Future of Work - Clark Boyd
 
Getting into the tech field. what next
Getting into the tech field. what next Getting into the tech field. what next
Getting into the tech field. what next
 
Google's Just Not That Into You: Understanding Core Updates & Search Intent
Google's Just Not That Into You: Understanding Core Updates & Search IntentGoogle's Just Not That Into You: Understanding Core Updates & Search Intent
Google's Just Not That Into You: Understanding Core Updates & Search Intent
 
How to have difficult conversations
How to have difficult conversations How to have difficult conversations
How to have difficult conversations
 
Introduction to Data Science
Introduction to Data ScienceIntroduction to Data Science
Introduction to Data Science
 
Time Management & Productivity - Best Practices
Time Management & Productivity -  Best PracticesTime Management & Productivity -  Best Practices
Time Management & Productivity - Best Practices
 
The six step guide to practical project management
The six step guide to practical project managementThe six step guide to practical project management
The six step guide to practical project management
 
Beginners Guide to TikTok for Search - Rachel Pearson - We are Tilt __ Bright...
Beginners Guide to TikTok for Search - Rachel Pearson - We are Tilt __ Bright...Beginners Guide to TikTok for Search - Rachel Pearson - We are Tilt __ Bright...
Beginners Guide to TikTok for Search - Rachel Pearson - We are Tilt __ Bright...
 

Bio Diesel in Uganda by AP Corporate Finance

  • 1. BIODIESEL IN UGANDA The information contained in this presentation is solely for your information and may not be reproduced or redistributed in whole or in part to any other person. It has not been approved by a person authorised under the Financial Services and Markets Act 2000 ("FSMA") for the purposes of section 21 FSMA. This presentation does not constitute, or form part of, a recommendation, invitation or offer to any person to underwrite, subscribe for, otherwise acquire, or dispose of any shares or other interests, nor shall it, or any part of it, form the basis of or be relied on in any connection with any contract or commitment whatsoever. The information contained in this document has not been verified and accordingly no representation or warranty, express or implied, is made as to the accuracy, fairness or completeness of the information or opinions contained herein and no reliance should be placed on the accuracy, fairness or completeness of the information contained herein. No liability or responsibility is accepted for any loss howsoever arising, directly or indirectly, from any use of this document or its contents. The information in this presentation is subject to change without notice and its accuracy is not guaranteed. It is subject to updating, revision, verification and amendment. It may be incomplete or condensed and it may not contain all material information. By accepting this document and/or attending this presentation, you agree to be bound by the provisions and the limitations specified and to keep permanently confidential the information contained in this document.
  • 2. AP Corporate Finance LLP (“APCF”) has been engaged by NEWCO to act as lead corporate finance advisor and as such has produced this information memorandum. APCF is managing the fundraising process on behalf of NEWCO, and as such can be contacted by an interested party with regards to this business venture. Further information on APCF is available as follows: Web: www.apcorporatefinance.co.uk Email: enquire@apcorporatefinance.co.uk Tel: +44 (0) 7791 224 126 AP CORPORATE FINANCE AP Corporate Finance LLP is a Limited Liability Partnership Registered in England & Wales Company Number: OC352537  Registered Address: 21 Lapstone Gardens, Harrow, Middlesex, HA3 0EB 2
  • 3. CONTENTS EXECUTIVE SUMMARY PAGE 4 PROPOSITION PAGE 10 JATROPHA CURCAS PAGE 15 BIODIESEL PAGE 31 UGANDA PAGE 38 NEWCO PAGE 42 FINANCING PAGE 47 FORECASTED FINANCIALS PAGE 52 NEXT STEPS PAGE 61 CONTACT US PAGE 63 3
  • 4. EXECUTIVE SUMMARY  PROPOSITION  MANAGEMENT TEAM  JATROPHA CURCAS  FINANCING  BIODIESEL MARKET  FORECASTED FINANCIALS  UGANDA ENERGY SITUATION  NEXT STEPS 4
  • 5. EXECUTIVE SUMMARY Proposition Benefits of Jatropha Curcas We propose to secure a 5,000 hectare plot of land (suitable Jatropha has been heralded as an important discovery with for a biodiesel plant) in Uganda, on which an industrial scale regards to addressing the planet’s future energy biodiesel feedstock farm, harvesting, processing and refining requirements, and specifically to the development of bio- plant will be built. fuels. The primary benefits Jatropha has is that it is inedible, suited to semi-arid soils and has a high oil content. The feedstock to be grown and cultivated is a plant that has only recently been discovered as a viable and cost effective source of biodiesel; a crop named Jatropha Curcas. It does not compete with food crops and so does not fuel food shortages, and can be harvested, processed and refined A plant of this nature will be capable of producing close to 5 at a fraction of the cost of traditional biodiesel feedstocks million litres of pure biodiesel per annum (equivalent to (i.e. Rapeseed, Soybean, Corn, Sugar Cane, etc). 26,000 barrels per annum). The intention is to sell this entire quantum directly to the Ugandan government via an off-take Jatropha Market agreement to assist it’s annual energy requirements. The global market for this feedstock is in its infancy, but the large oil companies are currently investing heavily into We propose to structure this as a joint venture with the research and development. The market was estimated to be Ugandan government; Uganda will provide the project with 900,000 hectares worth of plantations globally in 2008, but a suitable 5,000 hectare plot of land (freehold transferred to market experts estimate this to grow to 5 million hectares the joint venture) as its equity contribution and will receive a by the end of 2010, and then an annual growth of 1-2 million stake in the venture in return. In addition, a private equity hectares in the short term. Most of the current plantations sponsor is sought to supplement NEWCO’s (likely to be called “Biofuel MAP”) capital and will receive an appropriate are based in Asia (80%), despite Africa having the ideal stake in return. NEWCO has also sourced a top tier energy climatic conditions to cultivate Jatropha. consulting firm who are keen to join the project, either by way of partnership or as primary consultants. Some researchers state that if only 3% of the land in Africa that is considered viable was used to grow Jatropha, some Uganda has been identified as an ideal partner, both 119 million tons of crude oil and 8.4 tons of glycerine could financially and geo-climatically. There are substantial be produced per annum, translating to annual revenues of benefits for the Ugandan government and its citizens. $55 billion. 5
  • 6. EXECUTIVE SUMMARY Biodiesel Market Uganda Energy Situation The Biodiesel market has experienced an enormous upturn in A growing economy combined with a fast growing population recent years. Demand is underpinned by the need to increase means a growing energy demand. Uganda’s energy supply and domestic energy security, reduce greenhouse gas emissions from utilization is dominated by biomass. Access to electricity in Uganda the transport sector and help address an expected shortage of is limited to 9% of the population, the remaining 91% of the diesel refining capacity. population mainly use biomass in the form of firewood or charcoal for their energy needs. The country’s energy is derived 93% by It is possible that biodiesel could represent as much as 20% of all biomass, 6% fossil fuels (all imported) and 1% hydro-power. on-road diesel used in Brazil, Europe, China and India by 2020. They each have targets to replace 5% to 20% of total diesel with The transport sector in Uganda is totally dependent on imported biodiesel by 2020. fossil fuels whose prices had hit all time highs recently. The fuel bill for a country like Uganda constitutes almost 50% of the The US and European farming systems can’t produce the budget. The escalating prices of fossil fuels have made it necessary quantities without creating a considerable risk to the imperative for government to promote the development and food chain. It is therefore expected that the bio-fuel revolution utilization of renewable energy resources including bio-energy and will specifically benefit developing countries that can produce bio- their associated technologies. fuel for their own consumption as well as for export. Uganda’s national energy policy promotes accelerated power Although the biodiesel market is growing at a rapid rate, there is a generation from renewable resources and emphasizes the major threat to the sustainability of growth; the price of development/adoption and utilization of other modern fuels and traditional biodiesel feedstocks is increasing steeply, hence technologies. In implementing the policy, the government expects jeopardising the profitability of the industry. The reason for the to address poverty issues, catalyse industrialization and protect rising price of traditional feedstocks is the current food crop the environment. shortages the world is experiencing combined with the fact that most traditional feedstocks for biodiesel compete with food crops. The renewable energy policy recommends blending of diesel with 20% biodiesel. By specifying the maximum proportion of biodiesel It is widely agreed that the solution is to source a new generation blends the government hopes that investors will be attracted to of feedstocks that are low in cost, relatively easy to cultivate, and invest in biodiesel production knowing that there is a market for most importantly do not compete with food production. One of it. The biodiesel will be used for the transport sector and also for the most promising of such feedstocks is Jatropha Oil. rural electrification and farm power production. 6
  • 7. EXECUTIVE SUMMARY Management Team – Managing Director Management Team – Development Director The Managing Director of NEWCO is Mukesh Patel. He is a Amit Patel spent a number of years working in serial entrepreneur and has over the past 30 years the Investment Banking and Private Equity community in successfully set up and run a number of businesses in a wide London where he built extensive experience in the following range of disciplines, amassing a portfolio worth millions of disciplines; Leveraged Finance, Interest Rate Derivatives, pounds. Securitisation and Private Equity, working for a major European bank. Mukesh’s key skill is spotting commercial opportunities early in their lifecycle, assembling the best team to penetrate the Amit has worked on an array of transactions including high industry and investing into enterprises that successfully profile public-to-privates, joint ventures, fund creations, participate and profit in these opportunities. financial markets arbitrage opportunities and other multi- billion pound buyouts. He has in the past set up; an import/export operation in the transport sector which turned over £3 million per annum, After leaving the City in 2008, Amit set up a lead corporate and a fashion business which designed and distributed three finance advisory boutique, “AP Corporate Finance LLP”, labels, turning over in excess of £4 million per annum. advising a range of corporations on mergers, acquisitions, Mukesh also owns a property investment firm which has a disposals and capital raising. Amit’s firm has worked with portfolio of UK real estate worth £10 million. Mukesh Patel on a number of transactions in the past on an advisory and joint venture basis. Today, Mukesh is well known in the business community and his network of contacts and advisers in real estate, Amit brings to NEWCO a wealth of business development, industry and retail markets provides him a great number of financing and structuring experience, and his firm is acting as introductions to excellent business opportunities. lead corporate finance advisor to NEWCO. His role as Development Director at NEWCO will continue throughout the life of the project, and he will oversee all new business His role as Managing Director of NEWCO will make him development opportunities alongside monitoring the responsible for overall strategy, business origination, project’s performance over its life. negotiation and oversight of the entire project. 7
  • 8. EXECUTIVE SUMMARY Financing Forecasted Financials Funding for NEWCO will be finalised upon agreement of BASIS heads of terms. The management team have identified  Management have engaged a top tier renewable energy consultancy firm to create a site schematic and financial model several options available to pursue, all of which are sourced for this project. in the region. Early stage discussions have been opened with  The financial model is based on their extensive experience with a small group of private equity firms, who have displayed a biodiesel plants and so deemed highly accurate (and also keen appetite to join the project as a partner. prudent). RETURNS The funding is likely to be a combination of the following  Two scenarios have been modelled; a trade sale in Year 5 and instruments: continued involvement in the project for 10 years.  A Year 5 trade sale generates net proceeds of $16.4 million and  Equity an equity IRR of over 95%.  NEWCO’s own capital  Continuing the project for 10 years results in a net cash inflow of over $11 million and a cash IRR of 50%.  Private equity fund focused on the African energy market CAPITAL EXPENDITURE  Debt  The project incurs a total capital cost of $9 million (over 5  Asset Financing years), and the model assumes this is funded 30:70 Equity : Debt.  Import/Export Financing  Structured Finance PROFIT & LOSS  Upon plant maturity (Year 5), turnover is $5 million per annum and EBITDA of $3.4 million is generated annually.  Carbon Credit Financing  Kyoto Protocol’s Clean Development Mechanism CASH FLOW  Carbon Credit Trade Finance Program  Cash generative from Year 4 and produces a net cash inflow of over $3 million per annum from Year 5 onwards.  Grants  The project accumulates over $11 million net cash inflow over 10 years (after debt is repaid in full). 8
  • 9. EXECUTIVE SUMMARY Next Steps Q2 2010  Sign heads of terms with the Ugandan government .  Commence discussions with debt and equity providers. Q3 2010  Secure bank debt and committed capital from a private equity partner.  Sign primary energy consultants as partner or long-term advisor.  Ugandan government proposes a series of suitable sites to management. Energy consultant assists in optimal site selection. Q4 2010  Upon site finalisation, all feasibility studies will commence. Q1 2011  Engineering, agronomic and infrastructure schematic production.  Plant design and procurement finalised.  Permits secured. 2011 ONWARDS  Site clearance.  Infrastructure laid.  Jatropha planted. 9
  • 10. PROPOSITION  OUTLINE PROPOSITION  PROPOSED DEAL STRUCTURE  UGANDA BENEFITS  KEY BUSINESS STAGES 10
  • 11. PROPOSITION: OUTLINE Outline Proposition We propose to secure a 5,000 hectare plot of land (suitable for a biodiesel plant), on which an industrial scale biodiesel feedstock farm, harvesting, processing and refining plant will be built. The feedstock to be grown and cultivated is a plant that has only recently been discovered as a viable and cost effective source of biodiesel; a crop named Jatropha Curcas. This feedstock will take five years to cultivate and mature into seed yielding trees; whilst this cultivation is under way, the plant will not import jatropha seeds from an external supplier as this has been deemed uneconomic. The plant will have incoming cash flow from Year 3 as the feedstock begins to mature. As soon as the proprietary jatropha plants yield seeds, this will serve as the refinery’s own supply of feedstock. The plant will also have a proprietary power generator capable of generating a surplus amount of power. A plant of this nature will be capable of producing close to 5 million litres of pure biodiesel per annum (equivalent to 26,000 barrels per annum). The intention is to sell this entire quantum directly to the Ugandan government via an off-take agreement to assist it’s annual energy requirements. Uganda currently imports all of its transport energy requirements (fossil fuels) at a heavy cost. This plant will provide Uganda a guaranteed source of biodiesel (which can be used in all diesel engines), at a duty- free and pre-agreed price, and will also improve the country’s current energy security situation. We propose to structure this as a joint venture with the Ugandan government; Uganda will provide the project with a suitable 5,000 hectare plot of land (freehold transferred to the joint venture) as its equity contribution and will receive a stake in the venture in return. NEWCO will provide equity capital and manage the entire project (from inception through to day-to-day operations) and for this will retain a majority stake in the joint venture. At this stage, NEWCO is in discussions with a highly reputable renewable energy consultant (US based) to partner with NEWCO on this project and in exchange will either receive a stake in the project or fees. We are also in discussions with a small group of African energy private equity specialists to provide further capital for a stake in the project. The following page summarises the proposed deal structure in diagrammatic form. 11
  • 12. PROPOSITION: DEAL STRUCTURE Proposed Deal Structure Equity Capital EQUITY [x]% Management Agreement Main Operator PRIVATE EQUITY PARTNER BIODIESEL FEES OR EQUITY [x]% SPECIAL ENERGY PARTNER PURPOSE VEHICLE Consultancy Agreement Agronomy, Technology Procurement AFRICAN BANK Freehold Land EQUITY [x]% Off-Take Agreement UGANDAN GOVERNMENT 12
  • 13. PROPOSITION: WHY UGANDA? Why Uganda? Benefits to Uganda NEWCO has identified the Ugandan Government as an Entering into a partnership in this project has several listed ideal partner for this venture for the following reasons; benefits for the Ugandan Government and all of its citizens.  Political stability and a business friendly environment.  A stake in the profits of the project and hence increase  Ideal geographical location and climatic conditions for the economic health of Uganda. jatropha cultivation.  Improve the financial health of Ugandan businesses that  Land availability. currently pay for expensive fossil fuel imports.  Underdeveloped bio-fuels industry.  Improve local employment opportunities as the majority  Net energy importer. of the labour will be sourced locally.  Develop the technology and rapidly increase the number Map of the Region of plants operating in the country.  Significant foreign exchange savings by reducing fossil fuel imports.  Improve Uganda’s competitive advantage amongst African peer nations.  Improve Uganda’s energy security with a guaranteed local supply of diesel, and lowered reliance on external energy imports.  Lower emissions of greenhouse gases and importantly lower local pollution caused by biomass, hence increasing the country’s health.  Most of the oil-bearing crops enrich the soil. 13
  • 14. PROPOSITION: BUSINESS STAGES Stages required from inception to completion 14
  • 15. JATROPHA CURCAS  OVERVIEW  ADVANTAGES v RISKS & CHALLENGES  PROCESS OF BIODIESEL REFINEMENT  GLOBAL MARKET  AFRICAN MARKET 15
  • 16. JATROPHA CURCAS: OVERVIEW Jatropha Curcas Jatropha Fruit Jatropha Curcas is a small perennial tree, which is drought resistant. It grows well in marginal/poor soil, is easy to establish, grows relatively quickly and lives whilst producing seeds for 40 years. Normally, it grows between three and five metres in height, but can attain a height of up to eight or ten metres under favourable conditions. Fruits are produced several times a year under irrigation and high temperatures. The seeds become mature when the capsule changes from green to yellow, after two to four months. Early growth is fast and with good rainfall conditions nursery plants may bear fruits after the first rainy season, direct sown plants after the second rainy season. The seeds have an oil content of up to 37%. The annual seed yield ranges from 0.5 to 12 tons per hectare depending Jatropha Trees Thriving in Arid Conditions mainly on soils and water regime. Oil can be extracted from the Jatropha nuts after two to three years. The oil processed through esterification into biodiesel is increasingly being used as a fuel by transport and energy companies. The by- products are pressed cake, which is used as organic fertilizer and also glycerine, which can be used to make soap. Jatropha thrives in the drier regions of the tropics with annual rainfall of 300-1000mm occurring mainly at lower altitudes (0-500m) in areas with average temperatures well above 200C. As the plant is drought-resistant and grows on low nutrient content marginal soils, it is ideal to cultivate on lands not appropriate for food crops. 16
  • 17. JATROPHA: ADVANTAGES V RISKS & CHALLENGES Advantages Risks & Challenges  Jatropha yields a high-quality oil which is well suited for use in the transport and energy sector. Jatropha is a wild species, not a domesticated industrial crop.  Jatropha has a high yield potential of more than 1 tonne of oil Yield expectations are uncertain due to inhomogeneous results per hectare per year. and the lack of improved seed material; research on Jatropha and plant breeding has just started.  Jatropha can grow on poor soils that are not suitable for food production; it is suited for the rehabilitation of waste lands. Jatropha will not produce good yields in poor conditions; there are trade-offs between rehabilitation of wastelands and  It grows, among others, in semi-arid regions not suited for oil maximisation of oil production. palms. Harvesting is very labour-intensive and should be considered in  Jatropha requires significantly less water than oil palms the economic viability analysis. (approx. 1/10). Pests and diseases are a problem for Jatropha as they are for  Jatropha seeds do not have to be processed immediately any other crop, particularly in monoculture. (unlike palm); therefore remote areas can be included in the production schemes. Jatropha contains toxic substances. So far, no technologies exist to remove these, and hence the seed cake currently  Jatropha can be planted as a hedge around fields or on unused cannot be used as fodder for animals. It can however be used land and offers smallholders an opportunity to create for power generation. additional revenues.  All of these challenges will be considered and mitigated upon  Jatropha is well suited for intercropping, in particular during launching of any sites. the first years while the trees are small.  Jatropha oil can be used locally to fuel vehicles, diesel generators, lamps or cooking stoves without a transesterification into biodiesel. 17
  • 18. JATROPHA: PROCESS OF BIODIESEL REFINEMENT Biodiesel Refinement Process & By Products of Jatropha JATROPHA CURCAS SEEDS OIL EXTRACTION UNIT OIL CAKE MANURE LAMP & ANIMAL JATROPHA CURCAS OIL DETOXIFICATION STOVES FEED ALCOHOL & TRANSESTERIFICATION CRUDE CATALYST REACTOR GLYCEROL Processing Challenge Jatropha oil is hydroscopic, absorbs water CRUDE BIODIESEL REFINED and needs nitrogen blanketing on steel tanks. GLYCEROL Since is Jatropha is high in acid, it has the tendency to degrade quickly, particularly if not handled properly. Immediately after SOAP & expelling, the oil must be kept in storage WATER WASHING TANK CANDLE conditions that prevent undue degradation. Exposure to air and moisture must be minimized, hence the need for nitrogen PURE BIODIESEL blanketing on the tanks. DIESEL ENGINE 18
  • 19. JATROPHA: GLOBAL MARKET Findings of the Recent GEXSi “Global Market Study on Jatropha”, May 2008 (1) THE JATROPHA INDUSTRY IS IN A VERY EARLY STAGE OF DEVELOPMENT Currently, no coherent overview of global activities in Jatropha exists. Very few projects are more than two years old and hardly any project can demonstrate significant production of Jatropha oil yet. NEVERTHELESS, APPROXIMATELY 900,000 HECTARES OF JATROPHA HAVE ALREADY BEEN PLANTED Although the industry is in its early stages, 242 Jatropha projects were identified, totalling approximately 900,000 hectares. More than 85% of the land cultivated is located in Asia. Africa counts for approximately 120,000 hectares followed by Latin America with approximately 20,000 hectares. JATROPHA WILL SEE ENORMOUS GROWTH: 5 MILLION HECTARES ARE EXPECTED BY 2010 The number and size of Jatropha projects currently being developed is increasing sharply. This is the case in almost all regions of the world which are suitable for Jatropha cultivation. It is predicted that each year for the next 5-7 years approximately 1.5 to 2 million hectares of Jatropha will be planted. This will result in a total of approximately 5 million hectares by 2010 and approximately 13 million hectares by 2015. GLOBAL INVESTMENTS OF UP TO 1 BILLION USD EXPECTED EVERY YEAR Assuming an average investment of 300-500 USD per hectare, the expected growth path of the industry will lead to worldwide investments totalling 500 million to 1 billion USD every year for the next 5-7 years. THE JATROPHA INDUSTRY STRUCTURE WILL TRANSFORM DRAMATICALLY Today, the global Jatropha industry is dominated by government supported programs and a few larger internationally oriented private players. We are observing a trend of major oil companies and international energy conglomerates entering the field with plans for large-scale investments. 19
  • 20. JATROPHA: GLOBAL MARKET Findings of the Recent GEXSi “Global Market Study on Jatropha”, May 2008 (2) SMALLHOLDER FARMERS PLAY A VITAL ROLE IN MOST JATROPHA PROJECTS Two thirds of all projects analysed work with local outgrowers, often in combination with a managed plantation. 50% of all project developers in Latin America and Asia opted for this combined approach. Pure plantation models are most frequent in Latin America (44%). In Africa, where two thirds of the projects integrate smallholders, pure outgrower models are equally important as the combined model. JATROPHA HAS NOT LED TO A REDUCTION IN FOOD PRODUCTION In the report’s analysis, only 1.2% of areas planted with Jatropha had been used for food production in the 5 years prior to the start of the project. 70% of all projects analysed practise some form of intercropping. Therefore, Jatropha cultivation supports food production if formerly unused areas are developed. JATROPHA HAS NOT CONTRIBUTED TO THE DESTRUCTION OF PRIMARY FOREST According to the report’s data sample, only 0.3% of any cultivated areas were previously primary forest, and 5% secondary forests. POLITICAL SUPPORT FOR JATROPHA IS ALREADY STRONG, AND DEVELOPING FURTHER So far – especially in Asia – governments have been the main driver for Jatropha cultivation and developed specific Jatropha programmes. Rising crude oil prices are now creating a strong demand for bio-fuels. Therefore, large oil and energy conglomerates are beginning to implement large-scale Jatropha projects. In the course of this process, the focus of government regulation will shift towards more general frameworks for the bio-fuel sector. PRODUCTION IS FOCUSED ON DOMESTIC MARKETS Production for local markets is more important than export, especially in Asia. For domestic markets, the use of unrefined Jatropha oil is seen equally important as the transesterification into biodiesel. 20
  • 21. JATROPHA: GLOBAL MARKET Scale (hectares) and Number of Jatropha Projects Currently Source: GEXSi “Global Market Study on Jatropha”, May 2008 21
  • 22. JATROPHA: GLOBAL MARKET Jatropha Industry Structure The largest Jatropha projects today are government initiatives that typically work with smallholder farmers in Asia. These projects prevail especially in India and China. The biggest private companies in the field regarding planted acreages are:  D1-BP Fuel Crops (operations predominantly in Asia and Africa)  Mission Biofuels (Asia)  Sunbiofuels (Ethiopia, Tanzania, Mozambique)  GEM Biofuels (Madagascar) A wave of large scale investments especially from oil majors are expected in the near future. The joint venture company D1-BP Fuel Crops of BP and D1 Oils in 2007 was the first indication of this trend. Now major oil companies e.g. in China are devising their market entry. It is expected that the industry structure will change dramatically in the next few years, with large (multi-)national energy and oil companies entering the field, driven by climbing crude oil prices and pursuing the quest for larger volumes of alternative and sustainable feedstock. This is the perfect time to enter into joint venture agreements with smaller operators. This way, a government can gain invaluable expertise in this new field prior to oil giants entering the arena, who will dictate poorer terms for partnerships with governments that have not gained experience of the basics of this lucrative industry. 22
  • 23. JATROPHA: GLOBAL MARKET Global Market Forecast An enormous growth is predicted by experts of the Jatropha industry. 1-2 million hectares are expected to be planted annually in the next few years all over the world. The clear focus of Jatropha plantations today lies in Asia – more than 80% of identified project areas are situated there. Among the Asian countries, India plays, with more than 400,000 ha, the largest role, followed by China. In the other regions, Brazil, Zambia, Tanzania and Madagascar are most important today. In the future, Asia is expected to prevail with more than 70% of global acreages developed there until 2015. Africa is heavily underweighted considering the massive amount of viable land available. This situation will not change unless African Governments and businesses proactively legislate and speculate on the capabilities of the Jatropha Biodiesel potential. Scale of Jatropha Plantations 2008-2015 (hectares) Distribution of Jatropha Plantations 2008 (hectares) 14,000,000 12,000,000 10,000,000 8,000,000 Asia Africa 6,000,000 Latin America 4,000,000 2,000,000 - 2008 2010 2015 23
  • 24. JATROPHA: AFRICAN MARKET Structure of the African Market Jatropha Activity Levels in Africa Jatropha has been known in many countries in Sub-Saharan Africa for generations. It has been planted as hedges (to serve as a “living fence“) or has been used for artisan soap production or medicinal purposes. Development agencies supported pilots for decentralized rural energy supply. Northern Africa There are very little Jatropha related activities due to the extreme arid climatic conditions; several pilot projects that make use of sewage water for a year-round irrigation are being tested in Egypt. Western Africa Mali and the Cape Verde Islands have a long-tradition in Jatropha cultivation; the focus in Mali lies on the use of pure Southern Africa (including Madagascar) plant oil for village energy supply. However, large-scale Apart from Botswana, Angola and – due to the prohibition of projects are currently prepared in several West African commercial Jatropha plantations – South Africa, ambitious countries, such as Ghana, Nigeria and Cameroon. commercial operations are currently developing throughout Southern Africa. The largest acreage under cultivation East Africa currently exist in Madagascar and Zambia, with each about The largest project developments have been reported in 35,000 hectares, followed by Mozambique. Tanzania, followed by Ethiopia. Jatropha related activities have started at a small scale also in Kenya and Uganda and are likely to rise dynamically. 24
  • 25. JATROPHA: AFRICAN MARKET Total Acreage of Selected Countries – Forecast for 2008 - 2015 Observation Uganda will potentially miss this opportunity if it does not accelerate its current resource in developing plantations. Source: GEXSi “Global Market Study on Jatropha”, May 2008 25
  • 26. JATROPHA: AFRICAN MARKET Potential of Jatropha in Africa Jatropha in Africa Benefits of Jatropha in Africa In a survey conducted in Cape Town, it was found that over 1,080 million hectares of land in Africa could be termed prime growing regions of Jatropha Curcas. A further 580 million hectares could be used making a total of 1,660 million hectares suitable for growing the plant. Safe to handle & On the below map of Africa, the dark areas represent prime store Jatropha growing regions. These areas, comprising over Local fuel 1,080 million hectares, are ideal because the average annual Reduced for wear of rainfall exceeds 800mm, and the minimum temperature of engine parts electricity generation the coldest month is greater than 20C. The light areas of the map are areas with average annual rainfall in excess of 300mm, with the Benefits minimum temperature of the Improved Biogas for coldest month greater than 20C. emissions heating These areas, comprising over 580 million hectares, are also viable regions for growing Jatropha. Some researchers state that if only 3% of the land in Africa Employment Wasteland that is considered viable was used to grow Jatropha, some & Income utilization 119 million tons of crude oil and 8.4 tons of glycerine could be produced per annum, translating to annual revenues of $55 billion.* *Source: Dr Guy Midgley, Kirstenbosch Research Centre, Cape Town 26
  • 27. JATROPHA: EAST AFRICAN MARKET Ethiopian Policies The Government actively encourages the cultivation of Jatropha. ETHIOPIA A Bio-fuels Program has been introduced - specifically including Jatropha - in order to further the independence of the country from oil imports. It designates marginal land for Jatropha cultivation. Government officials of the Ministry of Mines and Energy report that a bio-fuel legislation for blending fuel (benzene and ethanol) came into force mid 2008. Foreign direct investment into bio-fuel production is actively encouraged through furthering land access, enabling bank loans, through tax incentives as well as through technical assistance for farmers. Jatropha cultivation is expected to improve food availability through bio-oil run irrigation and food-drying schemes as well as fertilisation with seed cake. Intercropping with food crops is reportedly mandatory. Ethiopian Projects The Government has identified almost 24 million hectares of land suitable for Jatropha and Palm Tree cultivation in the states Oromia, Benishangul Gumuz, Gambella, Somali, Amhara Southern Nations, Nationalities and Peoples Region (SNNPR) and Tigray and Afar Regional states. Oromia has the largest land suitable for bio-fuel development with 17.2 million hectares. The land is, according to the government, neither used for farming nor for grazing. Country experts estimate the current land under Jatropha cultivation as 1,700 hectares. This number is very likely to rise significantly as several foreign investors have applied for or already secured land titles. According to public sources, five Jatropha projects have already gone operational. Among the major investors are, according to public sources, Sunbiofuels, Global Energy and BioX Group. 27
  • 28. JATROPHA: EAST AFRICAN MARKET Ugandan Policies UGANDA The Government is reported to intend a detailed study on bio-fuel plantations, production, use as well as down- streaming issues. A fuel-legislation exists for a 20% blend of bio-fuels – it is currently not enforced. Ugandan Projects No substantial Jatropha cultivation or bio-fuel production is taking place in Uganda at present, but country experts report potential. Four projects have been identified – all of them private undertakings. (1) The company EA Uganda Ltd. set up a test plantation of 1-2 ha in 2007 in the Mukono District and on two further farms in Moyo District (West Nile Province). If promising yields are achieved, an oil expeller was due be purchased for 2008/09 for test production. Biodiesel production is planned for 2010/2012 with various expellers in West Nile Province. Jatropha products to be used are plant oil, shells and residue for compost and methane gas production. Project partners are the Makere University and the GTZ Uganda for developing capacity in oil expelling and use of residue. Research activities are to be included in the project in the future, focusing on the identification of high yielding plants, fertilisation requirements, pruning, spacing and intercropping. (2) According to recent public sources, the private company Royal Van Zanten has set up a 40 ha Jatropha plantation in Mukono District and runs outgrower schemes with vanilla farmers (intercropping) in the districts of Mukono, Kayunga, Jinja, Iganga, Kamuli and Bugiri. (3) The National Forestry Research Institute in late 2009 embarked on a project to test the viability of biodiesel from jatropha. (4) Africa Power Initiative has set up a jatropha processing plant with a reported capacity of 1,000 tons of seeds a day. The plant already owns a 2,000 acre jatropha farm in the Karamojo district but is looking for additional outgrower supplies. 28
  • 29. JATROPHA: EAST AFRICAN MARKET Kenyan Policies Jatropha cultivation is not yet directly supported. KENYA The Government is currently drafting a bio-fuel strategy. A national Task Force on Jatropha cultivation has been set up under PIEA´s (Petroleum Institute of East Africa) lead. It reportedly focuses on the interests of small and large scale Jatropha growers, will manage the entry of bio-fuels into the local market and study options in the carbon market (sale of carbon credits & local certification). Kenyan Projects In Kenya, small-scale cultivation of Jatropha (<5 ha) and pilot plantations play the most important role today. Country experts expect a significant growth of medium-scale plantations (<1,000 ha) and a slight increase of large-scale cultivation (> 1,000 ha). The following projects were identified: (1) Green Africa Foundation – 400ha plantation in Kitui District. (2) Green Power – 200ha plant in Isenya district; forecast to grow to 6,000ha by 2015. (3) Africa Energy Ltd – 100ha plantation forecast to grow to 10,000ha by 2015. (4) UNDP GEF – A 70ha plant in Mawindi and Kwane districts, forecast to grow to 240ha by 2015. (5) Biwako Bio-Lab, Hydronet Energy & Green Africa Foundation – little details are know about this collaboration but it is expected to total 75,000ha by 2015. 29
  • 30. JATROPHA: EAST AFRICAN MARKET Tanzanian Policies At present, Tanzania is lacking clearly defined quality standards for bio-fuel and a clear regulation for the sale of Jatropha bio-fuels, TANZANIA according to country experts. The Tanzania Investment Centre maintains a database of suitable land for Jatropha. It offers a one-stop-shop to facilitate land acquisition as well as permitting and registration processes. Advantageous tax and duty conditions are offered. The Tanzania Investment Act (1997) grants investors full rights to buy and sell land. The Government has earmarked funding for infrastructure development, as weak infrastructure has been reported to hinder project development. Tanzanian Projects The large majority (80%) of projects identified is privately owned and profit-oriented. Contracting outgrowers is the most dominant scheme. Some projects combine this scheme with plantations. Only a third of Jatropha projects include seed crushing into their project; even less aim at Biodiesel production. Research activities are generally low, but reported to be stepped up with focus on high yield species, fertilisation and cultivation techniques. Irrigation (mainly manual) is used by more than half of the projects. Weak infrastructure appears to pose problems to project development. Although several projects were identified, only the following two disclosed material information: (1) Diligent Energy Systems – 3,000ha scheme expected to grow to 200,000ha by 2015. (2) KAKUTE – 150ha plantation due to expand to 800ha by 2015. 30
  • 31. BIODIESEL  OVERVIEW  MARKET GROWTH  FEEDSTOCK CONCERNS  OUTLOOK 31
  • 32. BIODIESEL: OVERVIEW Industry Overview What are Bio-Fuels? The Biodiesel market has experienced an enormous upturn Bio-fuels (biodiesel and ethanol) are liquid fuels from plant in recent years. Demand is underpinned by the need to origin. Biodiesel is diesel obtained from organic oils, mostly increase domestic energy security, reduce greenhouse gas vegetable. It is produced by modifying vegetable oils from emissions from the transport sector and help address an appropriate plants and reducing their viscosity by various expected shortage of diesel refining capacity. Moreover, methods. Ethanol is produced from sugar and starch. demand is driven by the aim to increase rural development as well. Major liquid bio-fuels – straight or recycled vegetable oils, biodiesel and ethanol, blended with petroleum products or Today, about 10% of the world’s energy use is still derived without blending, can be used for motorised transport, from biomass and as much as 80% in developing countries. railways, marine transport, electricity generation, mining, While the use of traditional biomass such as firewood and agriculture, industry, commerce, defence and other cow dung is associated with health hazards and multifunctional platforms. environmental damage, modern bio-fuels offer the promise of considerable improvement in these areas. They also hold the prospect of reduced energy import bills and improved energy security. Unlike industrialised nations, developing nations with fragile economies and infrastructures are financially drained in the purchase of imported, refined petroleum oil. It is thought that for every $10 hike in the cost of a barrel of crude oil, the economy of an oil importing country in Africa is impacted in multiples of the impact on the US economy. As a result, important gains reaped from debt forgiveness initiatives are being wiped out by rising energy costs. Developing regions of the world, including Africa, can improve their future economic viability and maintain clean ecological environments by investing now in the use and production of green energy. 32
  • 33. BIODIESEL: MARKET GROWTH Biodiesel Markets Benefits of Bio-Fuels The global market for biodiesel is poised for explosive growth in  Substantially increase economies and employment the next ten years. Although Europe currently represents 80% of opportunities in developing countries. global biodiesel consumption and production, the US is now  Foreign exchange savings by reducing fossil fuel imports. ramping up production at a faster rate than Europe, and Brazil is  Improved energy security, lower emissions of greenhouse expected to surpass US and European biodiesel production by the gases. year 2015. It is possible that biodiesel could represent as much as  Biodiesel has a high octane number that improves engine 20% of all on-road diesel used in Brazil, Europe, China and India by performance, high lubricity reducing wear and tear, low 2020. sulphur and aromatics emissions.  Bio-fuels are simple to use, biodegradable, and reduce air Biodiesel demand and over-capacity in Europe, the US and Asia is pollutants such as particulates, carbon monoxide, driving investment in the global trade of alternative feed-stocks. hydrocarbons, and are widely excepted as carbon-neutral. The US market for biodiesel is growing at an unsurpassed rate; from 25 million gallons per year in 2004 to over 650 million  Sustainable and environmentally-friendly; neat biodiesel is as gallons in 2008. The total biodiesel being sold in the US amounts biodegradable as sugar and less toxic than salt. to less than 1% of all diesel consumption. In Europe, biodiesel  Most of the oil-bearing crops enrich the soil. represents 2-3% of total transportation consumption and is targeted to reach 6% by 2010. Biodiesel Growth Drivers  Favourable Economics: Rising petroleum and diesel prices In China, India, Brazil and Europe, economic and environmental make biodiesel competitive and profitable. security concerns are giving birth to new government targets and  Environment: An ever increasing pressure to replace fossil incentives, aimed at reducing petroleum imports and increasing fuels. the consumption and production of renewable fuels. Europe,  Legislation: Increasing energy security concerns are driving bio- Brazil, China and India each have targets to replace 5% to 20% of fuels legislation and R&D. total diesel with biodiesel.  Government Plans: Mandates to produce a certain volume of bio-fuels to replace automotive fuels by a certain date. While the US and European governments have put in place  Taxes & Subsidies: Incentives are encouraging the production financial incentives to run bio-fuel schemes, their farming systems of bio-fuels. can’t produce the necessary quantities without creating a  Import Dependency: Concerns about petroleum import considerable risk to the food chain. It is therefore expected that dependency are driving countries to produce their own energy. the bio-fuel revolution will specifically benefit developing  Economic & Social Development: Bio-fuels are being used as countries that can produce bio-fuel for their own consumption as socio-economic programs to help under-developed nations well as for export. improve their local economies. 33
  • 34. BIODIESEL: FEEDSTOCK CONCERNS Global Bio-Fuel Production Could Expand 5-Fold by 2025 300,000 250,000 Bio Diesel Ethanol 200,000 million litres 150,000 100,000 50,000 - 2006 2007 2008 2009 2010 2011 2012 2013 2014 2015 2016 2017 2018 2019 2020 2021 2022 2023 2024 2025 Source: Prakash, Adam. 2007. “Grains for food and fuel – at what price?” Biodiesel Feedstock Concerns Although the global biodiesel market is growing at a rapid rate, there is a major threat to the sustainability of growth; the price of traditional biodiesel feedstocks is increasing steeply (see charts on next page), hence jeopardising the profitability of the industry. The reason for the rising price of traditional feedstocks is the current food crop shortages the world is experiencing combined with the fact that most traditional feedstocks for biodiesel compete with food crops (or are in fact a source of food themselves). The impact is that major biodiesel producing nations are producing far less than their capacities allow (see charts on the page after next), resulting in a growing output gap across the world. If this is to continue, it is unlikely that the growth the market has seen will be sustainable and demand will far outweigh supply. In addition, most nations will considerably fall short of their own biodiesel targets in future years. It is widely agreed that the solution is to source a new generation of feedstocks that are low in cost, relatively easy to cultivate, and most importantly do not compete with food production. One of the most promising of such feedstocks is Jatropha Oil. 34
  • 35. BIODIESEL: FEEDSTOCK CONCERNS Biodiesel Feedstock Prices: 2001 - 2008 Estimated Cost per Barrel ($) of Fuel Produced by Bio-Fuel Feedstocks Rapeseed Oil Palm Oil Cellulose 305 1,400 Soybean Oil US Diesel #2 Wheat 125 1,200 Rapeseed 125 1,000 $US per metric ton Soybean 122 800 Sugar beets 100 600 Corn 83 400 Sugar cane 45 200 Jatropha 43 - 2001 2002 2003 2004 2005 2006 2007 2008 0 100 200 300 Source: Emerging Markets Online – Bio Diesel 2020 Feedstocks Database Source: Goldman Sachs 35
  • 36. BIODIESEL: FEEDSTOCK CONCERNS Global Biodiesel Production v Capacity Europe Biodiesel Production v Capacity 30 12 Capacity Production Capacity Production 25 10 million tons per annum million tons per annum 20 8 15 OUTPUT GAP 6 OUTPUT GAP 10 4 5 2 0 0 2002 2003 2004 2005 2006 2007 2008 2002 2003 2004 2005 2006 2007 U.S. Biodiesel Production v Capacity China Biodiesel Production v Capacity 4,000 Capacity Production 140,000 3,500 Capacity Production 120,000 million gallons per annum 3,000 tons per annum 100,000 2,500 80,000 2,000 OUTPUT GAP 1,500 60,000 OUTPUT GAP 1,000 40,000 500 20,000 - - 2004 2005 2006 2007 2008 2002 2003 2004 2005 Source: “Biodiesel 2020: A Global Market Survey”, EBB, USDA, OilWorld, FAS 36
  • 37. BIODIESEL: OUTLOOK Short Term Outlook  Growth in multiple feedstocks  Export growth from alternative feedstocks  Big plants and refineries open near ports  Renewable diesel growth Medium Term Outlook: 2010 - 2015  Emergence of commercial scale Jatropha  Export growth from Africa, Asia and Latin America  Algae commercial scale production emerges  Growth in commercial and community renewable diesel projects Long Term Outlook: 2015 - 2020  Jatropha and Algae become mainstream commodity  Global supply shifts from North to South  Global demand balance from Africa and Asia  Community projects increase significantly 37
  • 38. UGANDA  CURRENT ENERGY SITUATION  NATIONAL ENERGY POLICY  BENEFITS & BARRIERS TO BIODIESEL 38
  • 39. UGANDA: CURRENT ENERGY SITUATION Uganda’s Current Energy Situation Uganda is a land-locked country covering an area of 236,040 square kilometres with an estimated population of over 28 million in 2006, with a growth rate of 3% per annum; one of the highest in the world. Over the last 2 decades the country recorded a fairly steady economic growth with GDP real growth rate estimated at average of 6% in the last decade. Agriculture still dominates the country’s economy, accounting for more than a half of total output and employing over 80 per cent of the workforce. The majority of the people are peasants that depend on small scale livestock rearing and a wide range of subsistence crops to meet local needs. Coffee is the main export commodity. Tobacco, tea, fish, hides, skin and sugar as well as corn and beans have become important export commodities. However, most of this is exported in semi-processed forms as there are only a few refining industries. A growing economy combined with a fast growing population means a growing energy demand. Uganda’s energy supply and utilization is dominated by biomass. Access to electricity in Uganda is limited to 9% of the population, the remaining 91% of the population mainly use biomass in the form of firewood or charcoal for their energy needs. The country’s energy is derived 93% by biomass, 6% fossil fuels (all imported) and 1% hydro-power. Uganda has a high potential for hydro-power generation but has installed capacity of only 280MW which in recent years has fallen to less than 150MW (owing to persistent drought and a resultant drop in the water levels at the Owen Falls Dam) leading to unprecedented power shortages. This has forced the country to invest in thermal power plants. By the end of 2008 the electricity generated from thermal plants exceeded 150MW. Use of thermal power plants has increased the country’s expenditure on petroleum and has hiked the retail price of electricity. Efforts to develop new hydro-power plants are ongoing but such investments take years to accomplish. The transport sector in Uganda is totally dependent on imported fossil fuels whose prices had hit all time highs recently, at close to $140 per barrel of petroleum on the world market and US $ 1.5 per litre pump price. The fuel bill for a country like Uganda constitutes almost 50% of the budget. The escalating prices of fossil fuels have made it imperative for government to promote the development and utilization of renewable energy resources including bio-energy and their associated technologies. 39
  • 40. UGANDA: NATIONAL ENERGY POLICY Uganda’s National Energy Policy Uganda’s national energy policy promotes accelerated power generation from renewable resources and emphasizes the development/adoption and utilization of other modern fuels and technologies. The government’s commitment to develop the use of renewable energy sources is aimed at creating means for socio-economic development. In implementing the policy the government expects to address poverty issues, catalyse industrialization and protect the environment. The renewable energy resources that the policy lists are: biomass, geothermal, hydropower, wind and solar energy. Whilst biomass sources are widely used for energy generation, the processes are often inefficient. Biomass provides almost all the energy needed for cooking in urban and rural house holds and in rural industries. The government’s renewable energy policy recommends blending of diesel with 20% biodiesel. By specifying the maximum proportion of biodiesel blends the government hopes that investors will be attracted to invest in biodiesel production knowing that there is a market for it. The bio-diesel will be used for the transport sector and also for rural electrification and farm power production. The expected benefits from the policy include;  Improved national energy security by using indigenous renewable energy sources instead of imported fossil fuel  Create employment and income in rural areas  Promotion of local renewable natural resources  Reduced emission of carbon dioxide to the atmosphere  Promotion of a new source of income to farmers  Support rural electrification strategy  Promotion of technology transfer Blending of all diesel used for transport in Uganda with 20% biodiesel would have translated into a market potential of 100 million litres of biodiesel in 2008 increasing to approximately 200 million litres in 2012 given the annual average increase in diesel consumption of 17%. 40
  • 41. UGANDA: BARRIERS & BENEFITS OF BIODIESEL Barriers to Biodiesel Development & Use Benefits to Biodiesel Development & Use Petroleum deposits have been discovered in the Western Rift Valley, likely adequate for commercial exploitation. It is feared that the government will give preferential investment  Substantially increase the economic health of Uganda. incentives in the petroleum development which will marginalize bio-energy.  Improve employment opportunities and rapidly increase the number of plants operating in the country. Inadequate Legal and Institutional Framework: There is no standard procedure and legal instruments to support investment in bio-energy. Whereas in countries like India they  Massive foreign exchange savings by reducing fossil fuel have created government funded bio-energy units to promote imports. its development. Limited Technical and Institutional Capacity: The public and  Improve Uganda’s competitive advantage amongst private sectors have limited technical and institutional capacity African peer nations. to manage bio-energy projects. Training needs to proportionately emphasize bio-energy in the engineering and other related professional courses.  Improve Uganda’s energy security, and reliance on external energy imports. Lack of Financing Mechanisms: Commercial banks in Uganda do not offer products that support long term investments. Long term loans can only be obtained from the East African  Lower emissions of greenhouse gases and importantly Development Bank and the African Development Bank. But lower local pollution caused by biomass, hence these banks finance large projects only. increasing the country’s health. Underdeveloped market: Whereas there is potential for demand of bio-energy products, the market is not yet  Most of the oil-bearing crops enrich the soil. developed in order to realize actual demand. The public is also unaware of the technologies and the products. Lack of Research and Development Support: There is a dearth of budgetary support to higher learning and R&D institutions to carry out adaptive research that can promote the development of bio-energy in Uganda. 41
  • 42. NEWCO  INCORPORATION  MANAGING DIRECTOR  DEVELOPMENT DIRECTOR  REMAINING EXECUTIVE TEAM 42
  • 43. NEWCO: INCORPORATION Incorporation NEWCO is yet to be incorporated and its establishment is awaiting heads of terms. Upon agreement, NEWCO will be incorporated in a manner that is compliant with the relevant jurisdictions and structures involved. The management team has in the main been identified and brought on board. They are now committed to this project full time and are drawing upon their resources, both financial and expertise, to ensure this project is executed in the best interests of all parties concerned. The current two-strong team is highly suitable for a project of this nature and it was conceived and put together by them. They are anticipated to be the driving force of the project’s completion and will project manage all stakeholders involved. They bring a wealth of business and financial experience to the table and have conducted business in Africa several times in the past on a variety of projects. As a result, they have visited the continent and East African region many times and are well connected in the area. The current team has identified a small number of industry professionals they are keen to add to management and are in discussions with these individuals. The remainder of the team will be appointed once heads of terms are agreed. The following pages give further information on the management team. 43
  • 44. NEWCO: MANAGEMENT TEAM MUKESH PATEL Managing Director The Managing Director of NEWCO is Mukesh Patel. He is a serial entrepreneur and has over the past 30 years successfully set up and run a number of businesses in a wide range of disciplines, amassing a portfolio worth millions of pounds. Mukesh’s key skill is spotting commercial opportunities early in their lifecycle, assembling the best team to penetrate the industry and investing into enterprises that successfully participate and profit in these opportunities. Mukesh graduated as an Architect and emigrated to the UK from India is 1979. Arriving in the UK with only enough money to last a few months, he spotted an opportunity in the automobile spare parts trade and quickly set up a business, “Autoland” from his home in London. Mukesh’s keen eye for value deals and his commitment to excellent service resulted in the business expanding at an incredible rate. In its first year Autoland turned over £200k and within 18 months Mukesh had moved the business into an industrial warehouse and took on a number of employees. This part of the business peaked a turnover in excess of £3 million. During 1998, Autoland was awarded the Queen’s Award for Export Achievement and gained ISO 9002 accreditation in recognition of the quality of its service. Wanting to diversify his business, Mukesh saw a great opportunity in distributing fashion labels in the UK and Europe. Leveraging off his logistics and distribution infrastructure and experience, he established “Altec” and acquired distribution rights for three labels. In addition to this, Altec paired up with an experienced design house in Hong Kong to establish a new brand, now owned by Altec. This part of the business peaked with a turnover of £4 million. In 2000, Mukesh established “Prigee International”, created to capitalise on real estate opportunities in the UK. To date, Prigee has executed a broad spectrum of deals including; investment, asset management, development, planning and yield compression. Prigee’s current investment portfolio is worth £10 million and is across the residential, commercial and industrial sectors. The industrial portfolio has asset management opportunities and is likely to increase the value of the portfolio significantly. Today, Mukesh is well known in the business community and his network of contacts and advisers in real estate, industry and retail markets provides him a great number of introductions to excellent business opportunities. 44
  • 45. NEWCO: MANAGEMENT TEAM AMIT PATEL Development Director Amit has a Bachelors Degree in Banking & International Finance from Cass Business School, London, and is a member of the Chartered Institute of Bankers. Amit spent a number of years working in the Investment Banking and Private Equity community in London where he built extensive experience in the following disciplines; LEVERAGED FINANCE: Providing senior, mezzanine and junior debt to Private Equity Firms on large buyouts (over £1billion). INTEREST RATE DERIVATIVES: Structuring highly complex interest rate derivatives for corporate clients for hedging short term exposures and long term packages. SECURITISATION: Packaging balance sheet residential mortgages into mortgage backed securities and large commercial mortgages into conduit programmes and asset backed securities. PRIVATE EQUITY (REAL ESTATE): Providing large equity and debt packages into real estate focussed transactions, including; commercial real estate, care homes, retail companies, housebuilders, hotels, funds, and garden centres. Amit has worked on an array of transactions including high profile public-to-privates, joint ventures, fund creations, financial markets arbitrage opportunities and other multi-billion pound buyouts. After leaving the City in 2008, Amit set up a lead corporate finance advisory boutique, “AP Corporate Finance” (www.apcorporatefinance.co.uk) , advising a range of corporations on mergers, acquisitions, disposals and capital raising. Amit’s firm has worked with Mukesh Patel on a number of transactions in the past on an advisory and joint venture basis. Amit brings to NEWCO a wealth of business development, financing and structuring experience, and his firm is acting as lead corporate finance advisor to NEWCO. His role as Development Director at NEWCO will continue throughout the life of the project, and he will oversee all new business development opportunities alongside monitoring the project’s performance over its life. 45
  • 46. NEWCO: MANAGEMENT TEAM TO BE RECRUITED Chief Agronomist We aim to recruit a Chief Agronomist. This addition will provide valuable scientific speciality to the management team and enable NEWCO to design and implement the most efficient techniques to cultivating jatropha. This officer will bring expertise in feedstock as well as optimal growing conditions and schematics of the plantation and will also be the main liaison between NEWCO and its energy partner. We are currently in discussions with a number of specialists in this area and have produced a shortlist. The Chief Agronomist will be appointed upon signing of heads of terms with the Ugandan government. TO BE RECRUITED Operations Director NEWCO is in negotiations with a shortlist of bio-fuel plant and machinery experts, and will appoint an individual to the position of Operations Director upon signing of heads of terms. The Operations Director will be responsible for sourcing all plant and machinery for the enterprise and overseeing installation of these assets on NEWCO’s land. He/she will also oversee the daily operations of the business and report directly to the Managing Director. TO BE RECRUITED Further Team Members NEWCO has identified a small number of additional personnel it wishes to recruit, either on a consultancy or permanent basis. These individuals will assist the main management team execute the business plan in the start up phase through to completion. Recruitment here will occur on an adhoc basis, as and when required. 46
  • 47. FINANCING  FINANCING OPTIONS  PRIVATE EQUITY  DEBT  CARBON CREDIT FINANCE 47
  • 48. FINANCING: OPTIONS Financing Options Private Equity Funding for NEWCO will be finalised upon agreement of There are over 50 private equity funds specialising in African heads of terms. The management team have identified renewable energy projects. several options available to pursue, all of which are sourced in the region. Seeking funding from outside of Africa is unlikely to be successful as most European and American The financing appetite for private equity in the region has lenders are highly reluctant to fund projects of medium sized increased over the past three years as firms look outside of enterprises in the region. Europe and America for returns. The funding is likely to be a combination of the following We have identified a number of potential partners in this instruments: area and have begun early stage discussions with them. They have displayed a keen appetite to join the project as a  Equity partner.  NEWCO’s own capital  Private equity fund focused on the African energy market  Debt  Asset Financing  Import/Export Financing  Structured Finance  Carbon Credit Financing  Kyoto Protocol’s Clean Development Mechanism (“CDM”)  Carbon Credit Trade Finance Program (“CCTFP”)  Grants 48
  • 49. FINANCING: OPTIONS Debt – Import & Export Finance Special Purpose Vehicle – No Recourse Debt The African Export-Import Bank (Afreximbank) was A possible structure to follow is that of Special Purpose established in 1993 by African governments, private and Vehicle (SPV). In this structure, the actual project is ring- institutional investors and other non-African financial fenced into the SPV and so the funding is on the SPV’s institutions for the purpose of financing, promoting and balance sheet, and not on NEWCO’s. Off balance sheet has expanding intra-African and extra-African trade. benefits for both NEWCO and any financiers. The bank has a programme called the “Export Development In this structure, lenders have no recourse to NEWCO, but Programme”, and under this Project-Related Financing is depend entirely on the project itself as a source of capital available to energy and infrastructure projects such as this and interest payments. Because of this, lenders will seek to one. gain as much control as possible over the SPV’s cash flow. Debt – Structured Finance SPV Structure Structured Finance in Africa allows a commodity-based company to leverage a proportion of its future export earnings to support improved funding terms of issuance. The structure rests on the [NEWCO] following: Tech PE  Exporter: Good track record, good credit quality Partner Partner  Foreign Buyer: Good payment risk, multiple buyers are preferred  Country: Political stability SPV  Product: Commodity with official spot market price and possibility of hedging forward prices Govt Borrower Partner Using this structure utilises receivables as collateral. The Biodiesel biodiesel financier will provide debt and secure this against future Purchaser receivables due to the biodiesel plant from purchasers. 49
  • 50. FINANCING: CARBON CREDITS Carbon Credit Finance Over the past century, the amount of carbon dioxide in the atmosphere has risen, driven to a large extent by usage of fossil fuels, rising population and increasing consumption. This has led to an increase in average global temperatures. In a regulatory attempt to cap CO2 emissions, the Kyoto Protocol was signed by a large number of countries. The protocol now allows companies who are able to contribute to the decrease in emissions through environmentally friendly projects to receive carbon credits from countries that contribute to the increase of CO2 in the atmosphere. These substantial payments are regulated by a special committee and is sponsored by lead commerce banks that enable financing of carbon credits towards future proceeds. The Kyoto Protocol’s system is known as the Clean Development Mechanism. Any biodiesel producing venture would qualify as a carbon reducing project and would be eligible to receive carbon credits. Every 5.9 million litres of biodiesel produced qualifies for 10,000 Certificates of Emission Reductions (CERs), which can be sold on the carbon trade market. 10,000 CERs is currently worth €125,000. One CER is awarded for every tonne of CO2 offset. To put this into context, a 5,000 hectare jatropha farm would potentially receive over €500,000 per annum in CERs alone. Whilst this is the current market, owing to global uncertainty of the Kyoto Protocol post 2012 and the recent walk out of African nations in the Copenhagen Summit on Climate Change, we are assuming that the project would receive CERs at the lowest possible quantum. In effect, the likely revenue generated via CERs is considered upside potential. The World Bank estimates that this market will grow from its current annual value of $30 billion to over $100 billion. The Clean Development Mechanism offers an immense opportunity for nations or continents that are low green-house gas emitters, of which Africa is the lowest emitter. Many banks are now introducing Carbon Credit Trade Finance programmes, whereby loans are provided in advance and secured against future CER payments due to the borrowing project. As discussed above, not only will carbon credits potentially ease the funding process, but CERs will provide a substantial additional income to the biodiesel plant. 50
  • 51. FINACING: CARBON CREDIT MARKET Barriers to Carbon Credits in Africa Annual CERs in Africa 1% The following two charts highlight that Africa is currently heavily underweighted in the carbon trade market, and within the continent Uganda is not represented sufficiently. 14% Egypt 30% Morocco Execution of this project will bolster Uganda’s experience Nigeria with registering projects with the Clean Development Mechanism. 20% South Africa Tunisia  Complex CDM procedures 5% Uganda 30%  Transaction cost to hire service providers  Knowledge gap between carbon credit buyers and Global Carbon Market – Registered Projects suppliers 17  Limited access to finance by potential developers  Financial intermediaries lack of knowledge about CDM Africa 255 Asia Pacific  Lack of trained national CDM consultants Other 377 Latin America  Heavy institutional requirements for project cycle 6 51
  • 52. FORECASTED FINANCIALS  BASIS OF FINANCIALS  PROFIT & LOSS FORECAST  HIGHLIGHTS  CASH FLOW FORECAST  ASSUMPTIONS  RETURNS FORECAST 52
  • 53. FORECASTED FINANCIALS: BASIS & HIGHLIGHTS Basis of Financials Highlights We have engaged a top tier renewable energy consultancy PROFIT & LOSS firm in the US to assist management form a financial model for this project. The US consultancy is highly experienced  The first two years are EBITDA negative owing to low turnover with biodiesel plants and specifically Jatropha as a (the plant will not refine imported feedstock as it is not feedstock. The firm has advised on numerous plants of this economic), along with labour and significant fertilising and nature (and much larger) around the world. chemical costs. Our energy consultants have designed an early stage site  Upon plant maturity (Year 5), revenue of over $5 million is schematic (agri-system and refinery) and modelled all costs generated per annum, and a resulting EBITDA of $3.4 million and revenues for a plant of this nature. This work forms the basis of our financial model and is highly prudent; our view is per annum. there is potentially significant upside in the forecast. For example, the price of diesel per litre achieved by the plant  Retained Profit from Year 5 onwards is $2.4 million per annum has been modelled as $1.00 for the entire life of the project; (assuming oil prices do not appreciate). our long term outlook for the price of oil products is one of expected appreciation, and hence the plant’s revenues  Revenue is primarily generated from the sale of biodiesel, but would be expected to grow in line with the wider oil market. additional revenue is made from the sale of jatropha cake and In addition, the value of carbon credits has been modelled at receipt of carbon credits. the lowest end of the spectrum owing to Kyoto Protocol uncertainties post 2012.  The majority of the project’s operating costs are associated with labour and chemical catalyst costs (the latter are assumed On the following pages, all salient aspects of our model have to be imported and hence attract premium pricing). been highlighted. It is acknowledged that at this stage, the model is subject to change and a new model will be constructed upon progression to the next stage of the  The model assumes that profits are accumulated as reserves; in project. reality dividends would be paid. Our energy consultants share our optimism for this project  Tax has not been included at this stage as this is subject to and have indicated that they would be very keen to remain negotiation and it is hoped that a significant tax moratorium involved in the project should it progress, either as a partner will be granted to the project. or primary consultant. 53