NOTEHOLDER CLEANSING INFORMATION - bibbyoffshore.combibbyoffshore.com/...astra_-_noteholder_cleansing... · 11/28/2017 · NOTEHOLDER CLEANSING INFORMATION ... MANAGEMENT HAS RESPONDED

© Copyright Bibby Offshore 1

28 November 2017

NOTEHOLDER CLEANSING INFORMATION


DISCLAIMERThis presentation and its contents have been prepared by Bibby Offshore Holdings Limited (“Bibby Offshore” or the “Company”). This presentation and its contents may not be redistributed,republished, reproduced (in whole or in part) by any medium or in any form. This presentation does not contain or constitute, and should not be construed as, an offer to sell or the solicitation ofan offer to buy securities of any person of whatsoever nature, in any jurisdiction. This presentation does not constitute financial, investment, tax, accounting or legal advice, a recommendation toinvest in any securities of any person, or an invitation or an inducement to engage in investment activity with any person and/or make decisions with respect to any existing investments anyrecipient may have. This presentation has been prepared without taking into account the objectives, financial situation or needs of any particular recipient of this presentation, and consequently,the information contained herein may not be sufficient or appropriate for the purpose for which a recipient might use it. Any such recipients should conduct their own due diligence, consider theappropriateness of the information herein having regard to their own objectives, financial situation and needs, and seek financial, legal, accounting and tax advice appropriate to their particularcircumstances. No part of this presentation should form the basis of, or be relied on in connection with, any contract or commitment or investment decision whatsoever.

The information contained in this presentation has not been independently verified and no independent evaluation or appraisal of the Company has been undertaken. Neither Bibby Line GroupLimited (“BLG”), nor the Company nor its affiliates, nor its or its affiliates’ respective officers, directors, employees, agents or advisers, make any representation or warranty, express or implied, asto (nor accept any liability whatsoever, whether in contract, in tort or otherwise, in relation to) the reasonableness, accuracy, reliability or completeness of this presentation or any statement,information, forecast or projection made herein, or any other written or oral communications transmitted to the recipients in connection herewith. The presentation has been prepared on thebasis of the position as at the time of the presentation, and the information provided in the presentation will not be updated or corrected after the date of the presentation. There can be noassurances that the forecasts or expectations are or will prove to be accurate.

Certain statements contained in this presentation that are not statements of historical fact, including, without limitation, any statements preceded by, followed by or including the words“targets”, “believes”, “expects”, “aims”, “intends”, “may”, “anticipates”, “would”, “could” or similar expressions or the negative thereof, constitute forward-looking statements,notwithstanding that such statements are not specifically identified. Examples of forward-looking statements include, but are not limited to: (i) statements about the benefits of anycontemplated offering of securities, including future financial and operating results; (ii) statements of strategic objectives, business prospects, future financial condition, budgets, projectedlevels of production, projected costs and project levels of revenues and profits of the Company or its management or boards of directors; (iii) statements of future economic performance; and(iv) statements of assumptions underlying such statements.

By their nature, forward-looking statements involve risk and uncertainty and may, and often do, differ materially from actual results. Any forward-looking statement speaks only as of the date onwhich it is made and reflects the Company’s current view with respect to future events. Forward-looking statements are not guarantees of future performance, and the actual results,performance, achievements or industry results of the Company’s operations, results of operations, financial position and the development of the markets and the industry in which the Companyoperates, or is likely to operate, may differ materially from those described in, or suggested by, the forward-looking statements contained in this presentation. New factors will emerge in thefuture, and it is not possible for the Company to predict which factors they will be. In addition, we cannot assess the impact of each factor on the Company’s business or the extent to which anyfactor, or combination of factors, may cause actual results to differ materially from those described in any forward-looking statements.

By accepting a copy of this presentation, you agree to be bound by the foregoing limitations and conditions. Failure to comply with the limitations and conditions set out in this Disclaimer mayconstitute a violation of applicable laws or may otherwise be actionable.

This presentation does not constitute an offer or invitation to purchase any securities of Bibby Offshore Services plc in the United States or any other jurisdiction. Securities may not be offeredor sold in the United States absent registration or an exemption from registration. The information contained in this presentation may not be relied upon in deciding whether or not to acquireany securities of Bibby Offshore Services plc. This presentation is being furnished to you solely for your information, and it may not be reproduced, redistributed or published, directly orindirectly, in whole or in part, to any other person. Non-compliance with these restrictions may result in the violation of legal restrictions of the United States or of other jurisdictions.


CONTENTS

1. Business overview

2. Forecast business plan

3. Appendices


BUSINESS OVERVIEW


050

100150200250300

2012 2013 2014 2015 2016

Brownfield Greenfield

NEW MARKET SITUATIONTHE SUBSEA MARKET HAS UNDERGONE A SEISMIC SHIFT SINCE 2014

Source: Westwood Global Energy Group

Global E&P spending levels have fallen significantly since 2014 resulting in a drop in demand for North Sea DSVs

Global offshore E&P spending has also fallen by 19.2%($ bn)

0

100

200

300

400

500

600

700

2012 2013 2014 2015 2016

Global E&P spending has fallen by 26.5% since 2014($ bn)

North Sea SAT diving market demand has dropped while surplus capacityremains

0

500

1,000

1,500

2,000

2,500

3,000

3,500

4,000

4,500

5,000

5,500

6,000

2012 2013 2014 2015 2016IRM EPCI Decom Competitive Supply

Vessel days (SAT DSVs)

Surpluscapacity

The introduction of new capacity in 2014 coincided with a globaldownturn in demand, creating a significant surplus in capacity

Source: Westwood Global Energy Group ; based on North Sea SAT DSV supply landscape


RECENT FINANCIAL PERFORMANCE (FY12–FY16)MANAGEMENT HAS RESPONDED TO THE NEW MARKET ENVIRONMENT

£m FY12A FY13A FY14A FY15A FY16ARevenue 209.6 263.5 383.6 240.7 154.7YoY revenue growth 38.6% 26% 46% (37%) (56%)Overheads (13.9) (25.6) (30.4) (23.6) (18.1)EBITDA 25.5 55.1 75.2 34.2 (33.5)YoY EBITDA growth 130% 116% 37% (55%) -EBITDA margin % 12.2% 20.9% 19.6% 14.2% (21.7%)EBITDAR n/a n/a 118.2 66.6 8.5CFADS (46.0) 33.1 57.7 14.3 (41.6)Operational KPIsDSV working days 911 963 1,240 871 756Average DSV utilisation (%) 86% 98% 96% 93% 76%Total headcount (FTEs) 341 562 623 413 339Debt metricsTotal debt (89.1) (79.1) (182.9) (184.6) (180.4)Closing cash 7.3 18.2 116.3 97.2 36.8Net debt (81.8) (60.9) (66.6) (87.4) (143.6)Gross leverage 3.5x 1.4x 2.4x 5.4x -Net leverage 3.2x 1.1x 0.9x 2.6x -

Financial results and key KPIsFY12A to FY14A• Rapid growth in the platform, with an increase in the

number of vessels operated and DSV working days up to1,240 by FY14

• Four full time DSVs operating to service demand duringFY14 peak

• Average utilisation of 86% to 98% in the period• Revenue increased by 83% between FY12 and FY14

driven by increased day rates and market demand• Highly profitable and cash generative, with £75.2m of

EBITDA generated in FY14 and a cash conversion rate(CFADS/EBITDA) of 77%

FY15A to FY16A• Reduction in revenue driven by falling oil prices, resulting

in cancellations and customer project work deferrals• DSV days down to 756 by FY16, with 3 DSVs operational• Significant cost savings delivered in FY15 (£40.4m) and

FY16 (£14.9m) to preserve cash and improve profitabilityin a lower demand environment

• Business model flexibility improved with third partycharter costs negotiated from fixed to variable

The offshore oilfield services sector decline has had a material impact on Bibby Offshore’s recent financial position

Since FY14, Bibby Offshore has weathered the downturn with substantial cost cutting and de-risking of its business,adapting to the new market environment


LOOKING FORWARDBUILDING A PLATFORM FOR GROWTH AROUND FIVE KEY PILLARS

• Oil and gas market to remain strong, with global oil consumption to grow by 8%1 over the next decade• Offshore E&P spend to grow from 2017 onwards due to the lack of investment over the past few years• North Sea IRM market, c. 70% of total SAT DSV demand, expected to increase by 11%1 in 2018 as E&P

companies address deferred backlog• Favourable North Sea vessel supply dynamics in the medium term• Decommissioning and renewables offer long term growth potential on top of core IRM market

• Highly skilled engineers, project managers, logistics experts working with specialised, top tier assets• Recognised by top tier customers for its best-in-class services (FPAL survey)• Industry leader in delivering safe operations and driving change; a strong focus on operational excellence

by conducting all activities safely, reliably and efficiently with minimal impact on the environment

• The cost base has been significantly reduced with £55.3m of savings achieved in FY15 and FY16 and a largeproportion of fixed costs (third party charters) have been moved to variable costs

• Business model de-risked and more resilient• Platform well positioned to be scaled-up to serve client demands in short order and to continue to grow

• Highly experienced management team, including delivering spot market work seamlessly and efficiently• Long established relationships with clients• Track record of delivery and scaling up the business in a growing market• Strong corporate governance framework, working closely with its shareholder to appropriately evaluate all

key operational and commercial decisions

• Customers buy from contractors they trust who can assure them successful project delivery – BibbyOffshore has the experience and reputation for delivering a superior service to its customers with vessels,assets and a team they know well and a track record across more than 400 projects in the North Sea

• The North Sea is a highly regulated market• Customers have high operating standards and use contractors with a strong track record in driving

efficiencies and minimising risks – it is very difficult for new entrants to enter the North Sea market

1. As per Westwood Global Energy Group

Inflection point in theoffshore market1

High barriersto entry2

Business modeladapted to new

environment3

Differentiated best-in-class service

offering4

Highly experiencedmanagement team5


0

1000

2000

3000

4000

5000

6000

7000

8000

9000

2012 2013 2014 2015 2016 2017 2018 2019 2020 2021 2022IRM EPCI Decom OWF

0

100

200

300

2012 2013 2014 2015 2016 2017 2018 2019 2020 2021Brownfield Greenfield

2016-2021 CAGR: +3.1%CAGR Brownfield: +3.7%

INFLECTION POINT IN THE OFFSHORE MARKETEARLY SIGNS OF A MARKET RECOVERY

Source: Westwood Global Energy Group; bidding activity as per Credit Suisse research (08-2017)

Positive outlook for North Sea diving marketVessel days (air and saturation diving) 2016 -2022

CAGR: +6.7%IRM CAGR: +3.3%

2014-2016CAGR: (16.8)%IRM CAGR: (24.1)%

• Demand for North Sea diving services expected to increase from 2018• Primary driver is IRM work, which is expected to increase by 11% in

2018 as E&P companies address deferred backlog• Decommissioning and subsea well plug and abandonment (“P&A”)

becoming increasingly important for the North Sea SAT diving sector• Wave of turbine installations expected in 2017-2022 with the North

Sea contributing 31% of the 2,097 turbines to be installed globally

Over the next five years demand for North Sea DSVs is expected to grow as E&P companies address deferred backlog anddecommissioning and renewables market activity increases

Global offshore E&P spending also rising($ bn)


0

200

400

600

2012 2013 2014 2015 2016 2017 2018 2019 2020 2021

Global E&P spending expected to rise from 2017 onwards($ bn)

2016-2021 CAGR: +8.9%

Bidding activity in 2017 has already surpassed 2016 levels

0 20,000 40,000 60,000 80,000 100,000

2014

2015

2016

2017 YTD Europe AfricaAmericas Asia PacificMiddle East

($ bn)

1


INFLECTION POINT IN THE OFFSHORE MARKETCOMPETITIVE LANDSCAPE HAS CHANGED MATERIALLY

The last 24 months have seen a series of company consolidations, partnerships and exits in the subsea space, resulting in areduction in the competitive North Sea DSV fleet and fewer operating platforms


1


0

5

10

15

20

25

30

35

40

North Sea SAT diving market demand is expected to grow and outpaceexisting competitive DSV supply by 2020

01,0002,0003,0004,0005,0006,000

2012 2013 2014 2015 2016 2017 2018 2019 2020 2021 2022IRM EPCI Decom Competitive Supply

INFLECTION POINT IN THE OFFSHORE MARKETPOSITIVE DSV SUPPLY DYNAMICS IN THE NORTH SEA

Supply of DSVs has fallen by 43% since 2014 and, with forecast demand growth expected to outpace supply growth, thesupply-demand dynamics for North Sea DSVs are expected to improve significantly

Source: Westwood Global Energy Group; Note 1 – excludes 6 potential global additions between Q2 2017 and Q4 2022

Vessel days (SAT DSVs)43% fall in competitive supplyfrom 2014 to 2017, versus a 38%drop in demand

• The Company’s current pipeline contains c. 2,000 days of work visibility forFY18; at the same point last year there was visibility of c. 1,000 days

• “With lay-ups improving DSV supply-demand dynamics in the North Sea,contractors are expected to get busier with demand growth outpacing existingcompetitive supply by 2020” (Westwood Global Energy Group, 2017)

• “The timing of any recovery and business activity is dependent on manyvariables, but analysts believe the market corrections necessary to addressoversupply are expected to occur over the next year” (TechnipFMC, 2017)

• “There is evidence of positive momentum on offshore projects” (Subsea 7, 2017)

• “So far, we’ve seen more Final Investment Decisions (“FIDs”) in 2017 than wesaw in the entirety of 2016, and it seems likely that we’ll hit our forecast of 20to 25 project sanctions for the year. Reserves approved in H1 2017 nearly matchthe entire of 2016” (Wood Mackenzie, 2017)

17

9 11 9 8 8 8

33

4 4 4 4

0

4

8

12

16

20

Q2 2014 Q2 2017 Q4 2018 Q4 2019 Q4 2020 Q4 2021 Q4 2022

Laid-up fleet

Active fleet

No. of DSV in North Sea

DSV fleet by age (as of Q2 2017, based on active fleet as of Q2 2014)

Approx. 50%decrease in DSV fleet

Vessel lay-ups and exits have “right-sized” the North Sea DSV fleet

Source: Westwood Global Energy Group; based on North Sea SAT DSV supply landscape

North Sea DSV fleet has significantly reduced over the past 3 years

ScrappedMoved out of North SeaActive fleet (as of Q2 2017)Laid-up fleet (as of Q2 2017)

1

SeeNote 1

Early signs of a market recovery and client comments

(See Note 1)


HIGH BARRIERS TO ENTRYPLATFORM WITH ACCESS TO PEOPLE AND ASSETS IS ESSENTIAL

The specialist nature of services provided in the harsh environment of the North Sea for top tier customers requires aplatform with a strong track record able to access and operate complex dive support vessels and supporting assets

A scalable platform built over 14 years to serve the most demanding oil and gas customers

Experiencedteam

• Highly experienced team with an excellent reputation in the market• Specialised personnel consisting of project managers, engineers, diving specialists and offshore project crew• Excellent project execution track record• Flexible, responsive, customer focused

Access tostrategic

assets

• 3 sophisticated DSVs with complex and lengthy build process and high initial capex – 2 owned, 1 chartered on a long termbut flexible basis

• Access to all types of additional support vessels – years of experience chartering in additional vessels as required toservice client requirements

• Operates 12 Remotely Operated Vehicles (“ROVs”), 7 of which are leased, and mobile equipment• Track record of scaling up the business quickly as market conditions improve

Trustedclient

relationships

• Contracting directly with oil and gas operators – not a sub-contractor to Tier 1 contractors• Long-term relationships with major oil and gas operators translating into repeat business every year• Framework agreements / Master Services Agreements (“MSAs”) signed with many customers

Track recordand

reputation

• Only independent integrated subsea contractor, with 14 years of experience operating in the North Sea• Completed more than 400 projects globally since 2003• Track record of winning work during the downturn against large Tier 1 contractors• Consistently recognised by customers as outperforming its peer group

2


BUSINESS MODEL ADAPTED TO NEW ENVIRONMENTCOST BASE REALIGNED TO POSITION BUSINESS FOR THE RECOVERY

The Company’s cost base has been realigned in order to offer greater flexibility and to deliver improved profitability; it isnow well positioned for growth and for adding capacity as market activity increases

3

FY17F - £23.5mFY16A - £14.9mFY15A - £40.4m

Operating costsavings

Diversification

US & Trinidad Renewables

Air diving Decommissioningof Wells P&A

£’m £’m £’m

Gross Overheads (incl.project personnel)

2015 39.4 2016 31.3 2017 30.9

2014 49.0 2015 39.4 2016 31.3

Gross Overhead Saving 9.6 8.1 0.4

Supply Chain & Other 5.7 1.3 -

Vessel Charter & Opex 2.1 5.5 6.1

Total Cost Reduction 17.4 14.9 6.5

Vessel Charters 23.0 - 17.0

Total Cost Avoidance 23.0 - 17.0

COST BASE REALIGNED INRESPONSE TO MARKET CONDITIONS

OVER THE PERIOD FY14-FY16

Offshore project personnel movedto variable rate contracts, taking

£12m out of fixed costs

Vessel charters not renewed onBibby Spring, Mermaid Endurer, EDTJane, Olympic Ares, Olympic Bibby

Headcount reduction of 184onshore staff since Q4 2014

Topaz Charter renegotiated on more flexible terms removing £4m from fixed costswhilst maintaining control of strategic asset through to 2025


• Rated above peers by customers across a number of criteria (FPAL)1

• Strong engineering and project management teams supported byexperienced crew and specialised vessels consistently deliveringprojects to the highest standards

• Excellent track record of operations across more than 400 projects• Strong focus on operational excellence by conducting all activities

safely, reliably, efficiently and with minimal impact on theenvironment

• The 12-month rolling LTIF (to end Q2 FY17), for the UK & Singaporeoperations remains at zero

Bibby Offshore delivers a high quality service offering which is recognised by its customers with an excellent safety trackrecord allowing it to continue to win business in a highly competitive environment

Excellent safety track record

• FPAL1-generated client feedback remains high and continues tooutperform our peer group

• High scores achieved despite market conditions and efficiencieschange

• Benchmarked against Boskalis, Deepocean, DOF, Fugro, Technip,Subsea 7

Independent client feedback shows we outperform our competitors

7 8 9

Product QualityService Quality

Project ManagementDocumentation

Planning and deliverySupplier Management

Installation & CommissioningHealth & Safety

EnvironmentSkills, Competence and Training

Innovation & ImprovementOrganisation

FacilitiesCommercial Management

Customer Interfaces

Average for benchmark suppliers Bibby Offshore Score

AverageFPAL score:

8.1“VeryGood”

(12 month rollingto August 2017)

1. First Point Assessment (“FPAL”) is a feedback tool used to assess the quality of service and product suppliersprovided by an independent company, Achilles, with whom Bibby Offshore is accredited

LTIF: Lost Time Injury Frequency; TRCF: Total Recordable Case Frequency; IMCA statistics: Similar industry sector andsimilar sized organisations

QUALITY SAFETY EXCELLENT SERVICE

4 DIFFERENTIATED BEST-IN-CLASS SERVICE OFFERINGQUALITY PLATFORM WITH AN EXCELLENT SAFETY RECORD


Bibby Offshore is led by a very experienced senior leadership team with, on average, 24 years industry experience; it alsocontinues to be supported by its long term shareholder, Bibby Line Group

Experienced leadership team managing the business through the downturn Director biographies

Strong corporate governance framework

• Howard Woodcock, CEO – Chief Executive since 2005. Nine yearsas an officer in the Merchant Navy. Joined Bibby Line Group as anAssistant Ship Manager in 1993. Chartered Ship Broker andFellow of the Institute of Chartered Shipbrokers. LancasterUniversity (MBA, 2003)

• Stuart Jackson, CFO – Joined Bibby Offshore in 2014. 30 years ofindustry experience, including CFO of Ceona and Acergy. AlsoCFO of Colt Telecom, NRG Energy, Humber Power Limited.Loughborough University of Technology (BSc 1983). FellowChartered Management Accountant

• Neale Stewart, FD and Assets & Services – Joined Bibby Offshorein 2010. Previous experience includes Venture Production

• Fraser Moonie, MD Gulf of Mexico – Joined Bibby Offshore in2003. Previous experience includes Technip

• Barry Macleod, MD UK Continental Shelf – Joined BibbyOffshore in 2006. Previous experience includes Technip

• David Forsyth, Quality & Health and Safety Director – JoinedBibby Offshore in 2004. Previous experience includes Subsea 7

• Nicky Etherson, Commercial Director – Joined Bibby Offshore in2013. Previous experience includes Total E&P UK

Howard WoodcockChief Executive

• Joined Bibby Line Group in 1993• Industry experience: 30 years

StuartJackson

ChiefFinancialOfficer

30 yearsindustry

experience

NealeStewartFinance

Director andAssets &Services

26 yearsindustry

experience

FraserMoonie

President &ManagingDirectorGOM

24 yearsindustry

experience

DavidForsythGroupQHSE

Director

22 yearsindustry

experience

NickyEtherson

GroupCommercial

Director

19 yearsindustry

experience

18 yearsindustry

experience

BarryMacleodManagingDirectorUKCS

5 HIGHLY EXPERIENCED MANAGEMENT TEAMMANAGEMENT TEAM TRUSTED BY OUR CUSTOMERS AND STAFF


FORECAST BUSINESS PLAN


The Company’s financial forecasts assume a steady market recovery from late FY18 / early FY19 delivering increasingrevenue and EBITDA; the business plan assumptions are in line with consensus market expectations

KEY FORECAST ASSUMPTIONSFINANCING CASE

Vessel fleet

► Sapphire: Modelled as cold stacked duringFY18, returning to market at end of Q1FY19. Management to take final decision

► Polaris & Topaz: Continue operating in theNorth Sea throughout the plan

► Dry docks: Sapphire FY17 and FY20;Topaz FY17 and FY19; Polaris FY17 andFY20. No significant costs for 2 to 3 years

Day rates

Market

► Assumes market conditions remain challenging through FY17 and FY18, with rates initially improving in H2 FY18 and utilisation recoveringfrom FY19, delivering a steady recovery over the forecast period

► Early signs of increased tendering activity, however, committed contracted forward revenue is still low compared to historical levels withmajor oil companies deferring their spending and continued oversupply in the vessel market expected for the near term

► Assumes utilisation of Vessels OfConvenience (“VOCs”) for a three monthperiod each year in the summer

► Plan includes other third party supportvessels for limited periods to meet workscopes on certain projects

► Day rates also forecast to remain belowpeak FY14 levels

► Charter rates projected reflect currentmarket levels. Vessels only brought in todeliver work won; removes long termcharter cost risk

► Day rates forecast to remain below peakFY14 levels

► Charter rates projected reflect currentmarket levels. Vessels only brought in todeliver work won; removes long termcharter cost risk

Utilisation

► Flexible charters mean increased utilisationpercentage in FY18 through FY19

► Modest utilisation increases over thecourse of the plan as levels of IRM andcapex work increase

► VOCs to operate at almost 100%utilisation to deliver specific work on woncontracts

► Third party vessels on short termcontracts, where required, for specificproject delivery

Opex and othercosts

► Topaz charter rates reflect lower contracted rates for winter; rates increase in FY20 reflecting execution of charter extension option► Olympic Ares and Olympic Bibby (or replacement vessel) costs to reduce in FY18 due to vessels being available on flexible basis► Overhead savings in FY18 with growth driven predominantly by inflation from FY19 onwards

DSV CSV / ROVSV Other vessels (e.g. VOCs)► Olympic Ares: Renegotiated “pay as you

go” arrangement with charter party fromSeptember 2017

► Olympic Bibby: Existing charter ends April2018; options being considered

► Plan assumes existing CSV / ROVSVarrangements are replaced with short termflexible charters

► Day rates remain below historical peaklevels during entire forecast period

► Conservative, steady year-on-year growthassumed

► After low utilisation in FY17, expectedincrease is based on the North Sea

► Followed in FY19 and beyond with theSapphire

► Utilisation does not recover to peak FY14levels


The Company has developed a conservative set of financial forecasts, which provide a solid foundation for growth as theNorth Sea IRM market recovers

FORECAST FINANCIALS (FY16-FY21)FINANCING CASE

£m FY16A FY17F FY18F FY19F FY20F FY21F

Revenue 154.7 85.2 129.9 194.2 210.2 219.6

YoY revenue growth (56%) (45%) 52% 50% 8% 4%

Overheads (18.1) (18.3) (12.6) (12.9) (13.0) (13.2)

EBITDA (33.5) (47.8) 6.1 30.9 32.4 42.9

YoY EBITDA growth - (43%) - 407% 5% 32%

EBITDA margin % (21.7%) (56%) 5% 16% 15% 20%

EBITDAR 8.5 - 33.2 60.0 64.3 75.9

CFADS (41.6) (38.3) - 28.4 28.6 42.0

Operational KPIs

DSV working days 756 420 520 810 860 863

Average DSV utilisation (%) 76% 53% 74% 86% 85% 82%

Financial forecasts and key KPIs

The contemplated transaction has two primary objectives

Strengthening the balance sheet1 Addressing seasonal working capital andoverall liquidity requirements2

General• Access to vessels on flexible basis assumed for the core

fleet including CSVs and ROVSVs• Sapphire and Polaris dry docks assumed to happen in

FY20• Sapphire modelled to be cold stacked in FY18 in light of

ongoing challenging market conditions in the U.S. inorder to reduce cost base before market recovery inFY19. Management to take final decision based onexpected 2018 activity

Markets• UK and North West Europe to remain key market• Steady improvement in market assumed with no return

to past (FY14) highsFunding• No recapitalisation assumptions have been applied to

the forecast financials presented

Key assumptions


APPENDICES


WHAT DO WE DO?LEADING INTEGRATED SUBSEA SERVICE PLATFORM

• Leading integrated subsea services contractor,focused on installation, construction and decomactivities as well as project management, design,engineering and procurement

• Specialised subsea services delivered using divers,remote intervention technology and specialisedvessels and equipment

• Key services include:- Inspection, repair and maintenance of subsea

assets- Installation and commissioning of new subsea

infrastructure- Construction- Flex lay- Subsea decommissioning

• Proven ability to scale up business quickly byadding capacity to capture market share andexpand service offering as market conditionsimprove

• Primarily focused on the North Sea, a highlyregulated, harsh environment with high barriers toentry

• Presence in the US to capture market share andestablish a strong base outside of the North Sea

An offshore and subsea services specialist delivering a range of subsea services primarily in the Inspection, Repair andMaintenance and decommissioning markets, operating mainly in the North Sea

Operations / Maintenance /Modifications

Exploration Appraisal Development Production Decom

Oil pricesensitivity

Primaryactivities

Bibby Offshoreoffering

Illustrativespending &productionprofile

Seismic Drilling TestingDev.Dril-ling

EPC Instal-lation

Wellinterventio

n

Abandonmentservices

~2–3 years ~3–5 years ~20–40 years ~2–3 years

ü ü ü

E&P lifecycle

CAPEX phase OPEX phase

SpendingProduction

û û û û û û

Decom Phase

27%

55%

18% Capex

Opex

Decom 70%

30% ReimbursableLump sumRevenue split

(2016)


In the last 14 years the Company has grown into a leading integrated subsea services contractor, with a leading position inthe North Sea IRM and decommissioning market

5 DSVs + 4 CSVs/ROVSVs121 - 623 employees

3 DSVs + 2 CSVs/ROVSVs342 employees

• Acquired DSV Bibby Aquamarine• Contracted Remotely Operated Vehicle

(“ROV”) and diving services from ISS• Agreement to time charter Bibby

Sapphire from Volstad Maritime• Converted Bibby Sapphire to a Dive

Support Vessel (“DSV”)• Bibby Topaz committed and delivered

• Purchased Bibby Sapphire for £34m• Sold Bibby Aquamarine• Toisa Polaris chartered then

purchased and renamed Bibby Polaris• Brought full saturation diving

capability in-house• Ordered own ROVs and chartered

Bibby Spring, Toisa Warrior, EDT Jane,Mermaid Endurer, Olympic Ares andOlympic Bibby

• Opened Singapore office• Commenced North America

operations

3 DSVs6 - 84 employees

• Continued excellent project execution• Signed several Master Services

Agreements with key customers• Focused on cash preservation,

increasing flexibility and managing risk• Cost base re-aligned for more

profitable operations• Business in the process of being

recapitalised• Platform well positioned for future

growth

2003 – 2008Establishing and building marketpresenceStart-up phase to create local provider ofvessels with limited engineering andservice capabilities

2009 – 2015Becoming North Sea leaderBecoming a leading independent providerof subsea construction & IRM services inthe North Sea with some presence in GOM

2016 – 2017Consolidating positionConsolidation of market position, withoperational and financial restructuring toposition company for long term

WHAT HAVE WE ACHIEVED?EVOLUTION TOWARDS A LEADING NORTH SEA SUBSEA PLAYER


HOW DO WE DELIVER OUR SERVICES?HIGHLY SKILLED PERSONNEL WITH SPECIALISED ASSETS

Our specialised personnel are key to delivering projects and solutions to our clients and are supported by a highlyspecialised fleet to support saturation diving operations and remote intervention, installation and construction support

Highly skilled personnel driving project delivery Specialist offshore support vessels and equipment

Divi

ngSu

ppor

tVe

ssel

sCo

nstr

uctio

nSu

ppor

tVe

ssel

sRO

VSu

ppor

tVe

ssel

sM

obile

Equi

pmen

t

Bibby Sapphire Bibby Polaris Bibby Topaz

Olympic Ares1

Olympic Bibby2

Leadership team• Excellent leadership team with a strong reputation in the market,

deep client relationships and years of track record in the industry

Project management• Highly experienced Project Managers supported by substantial

in-house engineering resource, ensuring excellent project execution• Project Engineers provide technical expertise and solutions,

supported by additional specialists, such as:- Discipline Engineers- Draughtsmen- Additional support from contracts engineers, risk and business

continuity advisors, planners, document controllers andadministrational staff

Project and marine Crew• Work as a team to execute job safely, within set timeframe and

budget to client’s satisfaction

Health and safety• #1 priority – our commitment is non-negotiable and will not be

compromised• Fundamental to our core values and remains at the forefront of our

business focus

A strong foundation built over 14 years to offer commitment andunrivalled expertise to our clients

12RO

Vs3

Comanche

LynxQ

uasar

Quantum

Schilling

Owned by Bibby Offshore

1. Olympic Ares third party charter expired Aug-17; flexiblepay as you go arrangements recently agreed

2. Olympic Bibby third party charter expires in Apr-183. 5 of the ROVs are owned, with 7 leased as at Nov-17


WHO ARE OUR CLIENTS?LOYAL CLIENT BASE OF BLUE CHIP CUSTOMERS

Client Revenue, £m(FY14 – Q3 FY17)

Framework Agreement /MSA

Maj

ors

1 124.5 ü

2 48.7 ü

3 38.6 ü

4 35.4

IOCs

/Ind

epen

dent

s 5 156.1 ü

6 121.0

7 97.6

8 29.3 ü

9 28.6 ü

10 20.3 ü

Bibby Offshore delivers superior services to demanding customers in a highly regulated market and is recognised by itsloyal customers as a leading operator

Diversified and loyal client base

• Diversified client base consisting of all theMajors and Independent Oil & Gas Companies(“IOCs”)

• Able to meet very high operating standards ofits customers in a highly regulatedenvironment

• Loyal customer base with 75% of turnoverfrom repeat clients (FY16)

• Various Framework / Master ServicesAgreements have been signed with key clientsto deepen our relationship and speed up BibbyOffshore’s involvement in future projects

75%

25% Repeat clients

New clients

Revenue split(FY16)


EBITDA PERFORMANCEFY16-FY19 BRIDGING ITEMS

FY16-17 FY17-18 FY18-19

Year 1 EBITDA (33.5) (47.8) 6.1

DSVs (23.0) 11.5 24.4

Other vessels (4.6) 10.8 7.2

EMAS bad debt 9.6 - -

Vessel charter savings 4.5 10.3 1.6

Non-recurring VOC contribution (1.2) - -

Dry dock - 5.5 (0.5)

Vessel stacking - 6.7 (7.7)

Overheads - 5.7 (0.3)

Other 0.4 3.5 0.1

Total movement (14.3) 53.9 24.8

Year 2 EBITDA (47.8) 6.1 30.9


THANK YOU

NOTEHOLDER CLEANSING INFORMATION - bibbyoffshore.combibbyoffshore.com/...astra_-_noteholder_cleansing... · 11/28/2017 · NOTEHOLDER CLEANSING INFORMATION ... MANAGEMENT HAS RESPONDED

Documents