Change in Organizational Structure Promigas has framed its strategy under a new organizational structure based on Strategic Business Groups (SBGs), which will allow it to continue to grow and strengthen in the areas where it has a presence. It has migrated from an intervention model from boards of directors to one lead by SBGs, where spaces were created so that through the transfer of knowledge and skills they focus the efforts on achieving the target growth. The boards will continue their approval and monitoring functions. Promigas is a corporation of services with enterprises in specific segments of the energy chain.
Summary of the change in Transmission Intervention: Board of Directors Company / Region Previous Configuration Transport of GN Intervention: Corporation/SBG Transmission Companies New Configuration Services for Third-partiesNew Business O&M Third parties Oil pipelines and Polipipelines LNG Promioriente TransmetanoTransoccidente Promisol and subsidiaries Promigas Compression and Dehydration Energy Services Distributed Generation UENs
Summary of the change in Distribution Intervention: Board of Directors Company / Region Previous Configuration Residential Intervention: Corporation/SBG Distribution Companies New Configuration MobilityCorporate Energy Optimization Third Party Assets Distribution of NG and EE Non-bank Financing Gases de OccidenteSurtigas Gases del Caribe and subsidiaries CáliddaGases del Pacifico CEO UEN’s
EBITDA 2013: $584.887MN Gas Pipeline: 2,900 kilometers Compression capacity: 55.2 khp Transmission Capacity: 771 MCFD Transported volume: 508 MCFD PROMIGAS: overview of relevant SBG data Natural Gas Transmission Connected users: 2.97MN Communities serviced: 537 (63% of the country) Network: 42,349 kms Sale of gas: 7,993 MNm3 Natural Gas Distribution* Total users: 307,000 Energy demand: 499 GWh Losses: 16.28% Network: 22.393km Distribution of Electrical Energy 45%43%11% SBG TRANSMISSION SBG DISTRIBUTION *Includes Calidda (Peru), Efigas and Gases de La Guajira / **Does not include contractors
CORPORATE MILESTONES In the shareholders’ meeting of March 25, 2014 dividends of $207.289 million were announced which correspond to 128% of the net profit from the second half of 2013. The dividends come from the net profit of H2 2013, less the 10% legal reserve ($145,770 million), plus the liberation of the reserve for future expansions (for $61,519 million); which will be distributed as follows: ₋Special dividends paid as shares: 1 share for each 85 shares in circulation for $4,770 pesos each ($61,658 MN). ₋Cash dividends $131.00 pesos per share for the shares in circulation, as follows: Ordinary: $84.00 pesos per share ($93,382 MM) (payable in 6 monthly installments of $14.00 pesos per share from April 2014). Special: $47.00 pesos per share ($52,249 MN) (payable in a single payment in April 2014). ₋Total shares in circulation before the shareholders’ meeting: 1,098,761,980 (+) Dividends issue in shares: 1,296,242 Total shares in circulation: 1,111,688,222 a Distribution of profits H2 2013
CORPORATE MILESTONES Type of share without dividends expires According to the newsletter for brokers No. 079 of March 21, 2014 issued by the Colombian Stock Exchange (BVC), the last payment of cash dividends declared by Promigas in the shareholders’ meetings in April and September 2013 was completed. For this reason the mnemonic assigned for ordinary shares entitled to a lower dividend (MDPROMIGAS), will not be allowed to be traded as of March 25, 2014. As a result all the ordinary shares in circulation will have the same characteristics, and must be traded under the mnemonic assigned to PROMIGAS.
Acknowledgements CORPORATE MILESTONES As part of its XVII Congress, Naturgas praised Promigas for its first 40 years, which it will celebrate in December 2014, for its leadership in the development of the gas industry in Colombia, its contribution to improving the quality of life of many Colombians and for energy competitiveness of the country. The Research Group of the Promigas Foundation was recognized by Colciencias in the last Research, Technological Development and/or Innovation Groups survey carried out in the country, in which 14,760 groups registered in Colombia were present, where only 4,219 groups were recognized, becoming the first corporate foundation to receive this type of recognition. International Quality Qualification for Internal Audits Promigas received the Certification of Internal Audit Processes from The Institute of Internal Auditors (IIA), certifying that the processes, procedures, structures and policies of the Internal Audit meet international standards. This is the highest distinction a Department of Internal Auditing can aspire to and Promigas is the first Colombian company from the gas sector, and from the Colombian Atlantic Coast to obtain this certification.
Actualmente se espera el anuncio de CREG respecto a los nuevos retornos regulados para las empresas distribuidoras de gas, mientras tanto, las empresas preparan sus expedientes de solicitud tarifaria para el nuevo período. Regulatory Aspects The CREG announcement regarding the new regulated returns for gas distribution companies is expected soon, as the companies prepare their dossiers for tariff requests for the new period. RELEVANT RESULTS SBG DISTRIBUTION
Relevant Events Portfolio Up to March 2014, through the distributors in which Promigas has a stake, 17 new communities in Colombia were benefitted with access to the natural gas service; 42,395 new users were connected to the gas service and 730 million m3 were sold. Meanwhile, Calidda in Peru connected 22,124 new users and sold 1,220 million m3 of natural gas. The AAA rating was reaffirmed for Surtigas and GDO, which represents the highest rating assigned by Fitch Colombia in its scale of domestic ratings. This score is assigned to the best issuers with respect to credit quality relative to other issuers or issues in the country. Gases de Occidente was ranked by the Great Place to Work institute Colombia as the Best Company to Work for in Latin America 2014 out of 2,094 participating companies, with an index of job satisfaction of 99.4 %. The company had already been recognized as the best company to work for in Colombia in December 2013. RELEVANT EVENTS SBG DISTRIBUTION
Relevant Events Portfolio Gases del Caribe began construction of the Bosconia-Tucurinca, Bosconia-Valledupar and Pueblo Nuevo-Bosconia-Cuatro Vientos gas pipelines, with a length of 260 km in steel and 90 km in polyethylene. The cost of the project is $101,500 million and will be implemented by Promigas in association with Montecz. This infrastructure, which is expected to be completed in the first quarter of 2015, will service 34,000 users leveraging gas from the fields located in the area including El Difícil and Maracas among others, taking maximum advantage of the gas in the zone. This gas pipeline is built by the Montecz-Promigas Consortium. The Compañía Energética de Occidente continues to execute its plan to reduce losses, currently standing at 15.8%; at present it serves 310,396 users in the department of Cauca. Gases del Pacífico in Peru (the concession for natural gas distribution in 4 departments in the country) advances in the implementation of the commercial operation according to the stipulated schedule. RELEVANT RESULTS SBG DISTRIBUTION
Relevant Events FNB - Brilla Placement of $51.347mn in loans to March 2014, for an accumulated total of $990.397mn and a loan portfolio of $308,494mn. Users who benefitted from January to March 2014: 54,201. Users accumulated to March 2014: 1,101,655 (Housing level 1: 30%, Housing level 2: 43%, Housing level 3: 21%, Others: 6%) The EBITDA of Brilla represented 10.4% of the consolidated EBITDA of the natural gas distributors in 2013. Brilla was recently selected as one of the 7 finalists, out of 234 applications from 62 countries, in the Inclusive Business category of the “Financial Times/IFC Transformational Business Awards”. The awards will be held in London on June 12.
Regulatory Aspects The CREG issued Resolution 45/2014, which approves new regulated transmission charges for the Gibraltar-Toledo-B/manga gas pipeline, a 12% increase compared to the previous tariff, by recognizing investments made during the period 2007-2012 and the updated projection of the AOM costs of said section. Res 47/2014 - The CREG published the methodology bases for the remuneration of gas transportation charges for the next tariff period. RELEVANT RESULTS SBG TRANSMISSION
Relevant Events Portfolio During the first quarter of 2014 Promigas has delivered 364 MCFD to its customers and has a contracted capacity of 575 MCFD after the increase in capacity from Reficar of 16-90 MPCD from January 15. In Promioriente a restructuring of syndicated loans held for $240,000 million was negotiated resulting in better conditions in both the term and interest rate. This negotiation was achieved taking into account the consolidation of the operations of the company, especially with respect to the transmission of natural gas in the Gibraltar-Bucaramanga pipeline.
RELEVANT RESULTS SBG TRANSMISSION Regasification Terminal LNG – SPEC (Cartagena - Colombia) LNG import terminal to supply thermoelectric demand. Phase I: FSRU (Floating Storage & Regasification Units) Phase II: Land-based Terminal (subject to negotiation with Thermoelectric Group). Infrastructure: Storage: 160,000 m3 LNG Regasification: 400 MMCFD Reception of tankers up to 267,500 m3 LNG Connecting gas pipeline: 10 Km CAPEX: Phase I: USD137 million, Phase II: USD500 million Environmental license, port concession and POT (territorial zoning plan) pending. Financial Advisor: Sumitomo-Mitsui Banking Corporation. Consumption: Tebsa 176.7 MCFD, Celsia 100 MCFD, Termocandelaria 82 MCFD, Others 41.3 MCFD. Geographic Location Project Timeline
Advances in the construction of the LNG Microplant (Arenosa station– Barranquilla) The project aims to address and stimulate demand for natural gas in Colombia in remote areas of the SNT ( National Transmission System ). Liquefaction capacity 78,000 gl/day, equivalent to 6 MCFD. 4 cryogenic tanks with total storage capacity of 928 m3, equivalent to 3 days of LNG production. The investment is for USD $ 37.6 million of which a "turnkey" contract or EPC was signed worth USD 35.3 million with international contractors specialized in the field. Estimated to enter into operation in January 2016. Foto de Referencia RELEVANT RESULTS SBG TRANSMISSION
Construction of the Palomino-La Mami Gas Pipeline Loop : Phase I Consists in the construction of a gas pipeline that is 6.8 km long and 24” in diameter, increasing the capacity of the gas pipeline in 30 MCFD. Investment of USD$ 8.1 mn with a construction time of 5 months. The project is located between the departments of La Guajira and Magdalena, near the communities of Palomino and Buritaca. The gas pipeline entered into operation on April 5, 2014. The additional capacity will allow the demand to be met after the increase in capacity contracted by Reficar from January 2014 of 16 to 90 MCFD. RELEVANT RESULTS SBG TRANSMISSION
FINANCIAL STATEMENTS PROMIGAS Assets: reduction in cash and investments due to payment of special dividends in January, together with the increase in other current assets due to dividends of the companies declared in March, and the advance registration of the steel gas pipeline construction contract in Bosconia for Gases del Caribe. Liabilities: increase due to the dividends declared in the shareholders' assembly of March, and financial obligations contracted in January for investment projects in gas pipelines. Equity: decrease due to ordinary and special dividends declared at the shareholders' meeting on March 25, 2014.
Income: higher transportation revenues as in 2014 Ecopetrol-Reficar started to be billed for the increase of the contracted capacity from 16 to 90 MCFD. Costs and Expenses: The price of gas in 2014 (US$4.75/BTU) has been below the price of 2013(U.S.$5.97/BTU), which when added to less hours required for compression, have caused a decrease in the consumption of gas as fuel in the Palomino station. Financial income: in 2013 profit from the strategic sale of Promitel for $ 136,852mn was registered. Income tax: in 2013 the income tax on the strategic sale of Promitel was recorded. PROFIT AND LOSS STATEMENT PROMIGAS
CONSOLIDATED PROFIT AND LOSS STATEMENT Income: increase vs. 2013 due to the increase of contracted capacity to Ecopetrol-Reficar in Promigas, and in Surtigas due to more profits in the commercialization and distribution of gas and greater profit due to connection rights. Financial Income: decrease in profit in Promigas in 2013 due to the strategic sale of Promitel, and the sale of the minority stake in Transgastol. Income tax: in 2013 the income tax on the strategic sale of Promitel was recorded.