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Offering Deepwater Floating Production Systems

Company profile – investor presentation. Offering Deepwater Floating Production Systems. www.fpsocean.com. Disclaimer – forward looking statements.

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Offering Deepwater Floating Production Systems

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  1. Company profile – investor presentation Offering Deepwater Floating Production Systems www.fpsocean.com

  2. Disclaimer – forward looking statements • This presentation has been prepared by FPS Ocean AS (“FPS Ocean” or the “Company”) solely for the Company’s use in presenting its business or marketing its services to prospective business partners, clients, investors or any other party. • The Company will not be making any representation or warranty, expressed or implied, or assurance of any kind as to the accuracy, reliability or completeness of the Presentation. Neither the Company nor any of their respective directors, officers or employees will thus have any liability or responsibility to the recipients of the Presentation or any other persons resulting from their use of the Presentation. • The content of this Presentation includes and is based, inter alia, upon forward-looking information and statements that are subject to risks and uncertainties. These statements are based on current expectations, estimates and projections about global economic conditions and the economic conditions of the regions and industries that represent major markets for the Company. Important factors that could cause actual results to differ materially from those expectations include, among others, macro economic fluctuations, interest rates, oil prices and such other factors as may be discussed from time to time in the Presentation. No assurance can be given that those expectations will be achieved or that future results will be as set out in the Presentation. This Presentation represents our initial views and we reserve the right (but shall not be obliged) to revise, update or replace any statement herein. • By relying on this Presentation you acknowledge that you will be solely responsible for your own assessment of the information contained herein and that you will conduct your own analysis and be solely responsible for forming your own view of the potential future performance of the Company’s business. • In addition, this Presentation and the analyses set out herein are not and do not purport to be an appraisal or valuation of any of the securities, assets or businesses of the Company. • This Presentation is subject to Norwegian law, and any dispute arising in respect of this Presentation is subject to the exclusive jurisdiction of the Norwegian courts. 2

  3. Company introduction • FPS Ocean was established in 2005 by individuals with substantial experience in founding and running world class oil service contractors • The FPS Ocean vision is to become a significant niche player in the global market for floating production systems in deep to ultra deep waters • Our business model is to build, own and operate Floating Production Systems • FPSOcean is offering FPSO solutions for expedient development of deepwater reservoirs using cost effective Dynamic Positioning systems with safe, reliable and innovative technology • We are currently converting a shuttle tanker to a Dynamic Positioning FPSO for extended well testing, early production and/or deepwater field developments and has acquired vessel number 2 and also long lead items • The company has a goal of developing a fleet of 4-5 units over the next 4-6 years • Main office in Oslo, sales offices in Rio de Janeiro and Houston

  4. Erland P. Bassøe (1957), Co-founder & Chairman 25 years offshore experience Seajacks, Floatel International, Scorpion Offshore, Frontier Drilling, ODS-Petrodata, Bassoe Offshore Georg Sverdrup Onsrud (1955), Co-founder & Chief Executive Officer 25 years offshore experience Fred. Olsen Production, Aker, Stolt, Kværner Christian Mowinckel (1954), Chief Financial Officer 27 years senior management experience in industry and offshore Ocean Rig, Kvaerner, Elkem, DnB NOR Kjetil Bruun-Olsen (1956), Vice President, Projects & Operations 12 years offshore, 12 years shipping experience Fred. Olsen, Star Refer, Neptun Leif O. Aaker (1951), Vice President, Business Development 30 years offshore experience Boa Offshore, Fred. Olsen Energy, Golar-Nor Offshore (Petrojarl) Ola Often (1956), Vice President, Technology 25 years offshore engineering Fred. Olsen, PGS, ABB Company management Substantial experience in founding & running world class oil service contractors 4 More details in appendix

  5. Company management Corporate structure

  6. Projects FPSO conversion ongoing, deepwater technology being developed • “DeeP Producer 1” (DPP1); Panamax shuttle tanker “Nordic Laurita”, built Tsuneishi Japan 1981, delivered in July 2006, dry-docked and classed August 2006, entered Dubai Drydocks May 2007 for conversion to Dynamic Positioning FPSO. Ready for “First Oil” 3Q 2008. • “DeeP Producer 2” (DPP2); Double sided Aframax tanker “Semakau Spirit”, built Koyo Japan 1988, purchased for delivery July 2008. Slots secured with Dubai Drydocks for conversion August 2008, ready for “First Oil” 1Q 2010. Long lead items secured.

  7. Technology Key components securing operational versatility in deep waters • Disconnect-able Riser Buoy (proprietary technology jointly owned with Scana Industrier) • 2 x 17 MW Dual Fuel Gas Turbines (Siemens SGT-500) • 4 x 3.8 MW Azimuth Thrusters (Schottel SRP 4040 LSU) • Kongsberg DP system (DP-2)

  8. Technology Disconnectable Riser Buoy (DRB TM) • The DRBTM (patent pending NO, PCT and US) is developed & owned jointly by FPSOcean & Scana • An internal turret with an active turning drive controled by the vessel ICS/heading control. • A multipath riser connector with built-in ESD ball valves. • A 5-path fluid toroid swivel + multipath hydraulic swivel and electric swivel. • Buoyancy to carry riser weight, self weight and clump weight. (Weight 230 tonnes, maximum buoyancy 500 tonnes) • Quick dis-connect for operational safety (< 45 seconds) • Controlled dis-connect for Hurricane escape • Dis-connected DRBTM stabilised in 40-70 m below surface • Scana has system responsibility and is currently performing full qualification testing • Certification by DnV

  9. Operations Partnership in place with reputable offshore ship managers • FPSOcean has established operating partnership with highly credible offshore FPS operators in order to serve oil companies world-wide • Bibby Offshore Limited, Aberdeen • Greystar Corporation, Houston • Both companies have long standing operating relationships with key clients www.greystar-corp.com www.bibbygroup.co.uk

  10. Shareholders 20 largest shareholders March 2008 GBR NOR USA Board of Directors: Erland Bassøe, Chairman* Felix H. Tschudi** Jan R. Næss*** Tone Wille Gro Baade-Mathiesen FPS Ocean AS shares quoted at OTC, Oslo under “FPSO” ticker 10 Source: Manamind

  11. Finance – funding in place Total funding raised approx. NOK 1.7 billion (about USD 300 million) • Equity • NOKM 560 (approx. USD 90 mill) from equity issues (Feb, Jun, Dec 06) • NOK 332 (approx USD 57 mill allocated to DP Producer AS (DeeP Producer 1) • NOK 200 mill (approx USD 33 mill) allocated to DP Offshore AS (DeeP producer 2) • Debt • NOKM 210 (approx. USD 33 mill), unsecured 2 year bond w/call option (Jul 07) • USDM 75, 2nd priority 5 year bond w/ call option (Dec 06) • USDM 50, 1st prirority bank construction loan incl USD 5 mill post completion working capital (Aug 07) • NOKM 175 (approx USDM 32), unsecured 3 year convertible bond (Feb 08) • Strike price at NOK 72 per share 11

  12. Finance – uses and sources DPP1 fully funded Q4 preliminaries in appendix 12

  13. FPSO market drivers Increased demand for deepwater field development • High level of deepwater drilling activity • High ratio of deepwater discoveries • Deepwater production to follow the deepwater drilling surge • Traditional mooring systems very expensive in deep water • Need for innovative solutions More details in appendix 13

  14. FPSO market drivers Increased demand for Extended Well Testing (EWT) .......and Early Production (EP) • Independent oil companies show increased interest in deep water developments • Need production before they can account for the reservoirs in their balance sheets • Due to the high cost and long schedule of full field deepwater developments cash flow is a significant issue • Many licenses has a required “first oil” date, which due to the very heated market can be difficult to comply with for a full field development, hence early production may be a suitable solution • Significant numbers of new deepwater reservoirs are characterized by : • Sub-salt plays • Heavy oil plays • High pressure and temperature plays • The general knowledge about the geology in the new deepwater frontiers are low and there is few references • Costs of new deepwater developments are expensive and optimized solutions are therefore required 14

  15. FPSO market drivers - the DP FPSO The Dynamic Positioning FPSO – a versatile response to new requirements • Dynamic Positioning (DP) systems have proved very favourable in subsea construction, drilling and shuttle tanker segments • 20 years successful experience with Seillean DP FPSO in UK and Brazil • DP FPSO requires ability to disconnect risers in case of DP failure/power black-out • The same technology is valid for shut down and demobilisation in hurricane areas 15

  16. Target markets for FPS Ocean Deepwater and/or hurricane areas

  17. DeeP Producer 1 - design specification • DnV class notation 1A1 Ship Shaped Oil Production and Storage Unit, DYNPOS-AUTR (DP-2), PROD • 400,000 barrels storage (98% ex. slops); 323,000 with double sides • Production capacity 60,000 bpd, 40,000 bopd • Prepared for Water Injection and Gas Injection • Operational envelope ~ 6.0 meters significant wave height • Moon-pool area for Riser inlet; Disconnect-able Riser Buoy • 3 off 8” production risers, 5000 psi • 1 off 8” water injection riser, 5000 psi • 1 off 8” gas lift/service riser, 5000 psi • 5 off control/service umbilicals/misc lines • 2 x 17 MW Dual Fuel Gas Turbine Power gen • 4 x 3.8 MW Azimuth thrusters • Bow tunnel thruster • CPP propulsion on main engine (existing system) • Accommodation 56 pob

  18. DeeP Producer 1 – generic configuration

  19. DeeP Producer 1 – full field development M70 Water injection M10 Gas injection M21 Process M30 Circulation & subsea injection

  20. DPP1 project execution – main contracts • Offloading System: • Hawser Winch and Offloading Reel by Scana • Offloading Hose by Trelleborg • Power Module (Gas Turbines) • Gas Turbines by Siemens, Sweden • Electrical Distribution System by Siemens, Norway • Power Module Design by Inocean • Fabrication and Assembly by Lamprell • Disconnectable Riser Buoy (DRB): • Engineering, Procurement and Construction (EPC) by Scana • Structural parts sub-contracted to DDD and LEL • Process Module: • Engineering / Procurement Assistance by Expro/SPS • Procurement by FPSOcean • Fabrication by Lamprell • Vessel Conversion: • Structrual and Marine Systems Engineering by Inocean / Maritec • Detailed Deck Arrangement by Icepronav • EIT Engineering, Power Distribution and Control System by Siemens, Norway • Procurement of equipment by FPSOcean • Vessel Conversion by Dubai Drydocks • Thrusters • Thrusters by Schottel, Germany • Thruster Drives by Siemens, Norway • Thruster Control System by Kongsberg Maritime 20

  21. Construction hub Dubai Conversion Dubai Drydocks; Process plant construction Lamprell • Dubai Drydocks, Conversion references: • Saipem Golfinho FPSO VITORIA • Fred. Olsen Production FPSO Knock Adoon, FSO Knock Nevis • BW Offshore (Bergesen) FSO Berge Pioneer • SBM FPSO Mystras, FPSO Xikomba • Woodside FPSO Cossack Pioneer LEL DDD • Lamprell, Process construction references: • Saipem Golfinho FPSO VITORIA process modules • BW Offshore KMZ process modules • SBM Xikomba FPSO Atlantic process modules • SBM Zafiro FPSO Eagle process modules • SBM Turret Mooring Buoys

  22. DeeP Producer 1 - project status Hull conversion at Dubai Dry Docks Hull Conversion August 2007 Hull Conversion January 2008 22

  23. DPP1 - project status February2008 Status delivery various equipment & modules 24

  24. DPP1 - project status February2008 Lifting of Process Module M20 from barge onto “DeeP Producer 1” 24

  25. DPP1 - project status February2008 Landing/Hooking up Process Module M20 25

  26. DPP1 - project status February2008 Lifting of Power Module M80/90 26

  27. DPP1 - project status M20 and M80/90 modules successfully mounted onto “DeeP Producer 1” 27

  28. Semakau Spirit - DeeP Producer 2 (DPP2)

  29. DPP2 – outline design basis DnV class notation 1A1 Ship Shaped Oil Production and Storage Unit, PROD, DYNPOS-AUTR Operational envelope > 6.0 meters significant wave height, ULS 10 meters significant Production capacity 90,000 bpd total fluid, 60,000 bopd API 15 to 40 Prepared for Water Injection and Gas Lift/Gas Injection Storage capacity: 600,000 barrels 2 off 17 MW Dual Fuel Gas Turbine Power generation 5 off 3.8 MW Azimuth thrusters Operating water depth 150 to 3000 meters Risers: 5 off 8” production or injection risers Up to 5 service lines Total riser weight capacity 250 t Double sided CAPI rated Aframax built Japan 1988, delivery July 2008 29

  30. DPP2 - general arrangement Similar to DeeP Producer 1: Hydrocarbons forward, non-hazardous areas aft From forward: Flare tower KO drum M10 – future gas export/reinjection/GTL M20 – Process and gas fuel module M30 – Field specific subsea/chemical injection module M40 – Inlet manifold M50 – Turret area M60 – Future water injection M70 – Boiler module M80 – Power generation module M90 – Switchboard module Accommodation with safe area/lifeboats Aft deck with emergency generator and offloading system Helideck

  31. DPP2 – project status February 2008 “Semakau Spirit” purchased for delivery July/August 2008 Yard slot secured with Dubai Drydocks 2 Dual Fuel Gas Turbines purchased from Siemens 5 azimuth thrusters purchased from Schottel Project definition, engineering and vendor bidding ongoing Dialogue with oil companies, several prospects identified Long lead items secured – targeting “First Oil” by 1Q 2010 31

  32. Summary Unique business plan differentiated by deepwater technology “DeeP Producer 1” is under conversion and available for “First Oil” Q3 2008 “DeeP Producer 1” conversion project fully funded Vessel for “DeeP Producer 2” has been purchased and yard slot and long lead items secured FPS Ocean is in the process of establishing an organisation to ensure safe and timely operations of two FPSOs Strong shareholder base 32

  33. Appendices • Organization • Market drivers • Q4 (preliminary) financials 33

  34. Company management Management structure Operation Project Execution Total about 55 staff of which about 30 in Oslo and about 25 in Dubai Bibby Offshore LtdGreyStar Corp. 34

  35. Company management Management structure Total about 55 staff of which about 30 in Oslo and about 25 in Dubai

  36. Company management Site team organization 99 9

  37. FPSO market drivers Significant increase in deepwater drilling 37

  38. FPSO market drivers 70% of floating production spend to be in deepwater 38

  39. Financials – Q4 financial statements • Unaudited preliminary accounts • DPP1 and 2 project costs (incl. finance cost) capitalized in balance sheet 39

  40. Financials – Q4 financial statements • Unaudited preliminary accounts • Robust balance sheet with 28% cash and 35% equity ratio 40

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