Ukraine Gas Upstream Opportunities down the road

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Ukraine Gas Upstream Opportunities down the road
Ukraine Gas Upstream
      Opportunities down the road
Ukraine Gas Upstream Opportunities down the road
Yuliya Kovaliv
                                                            Head of the Office
                                                            of the National Investment Council
                                                            of Ukraine

    Ukrainian natural gas production peaked in the mid-1970s and declined as the Soviet Union shifted
    its energy extraction focus to Siberia. This neglect of upstream production continued even after
    Ukraine regained its independence. The time has come to regain Ukraine’s position as a major
    European producer. Plentiful reserves are in place – all that is needed are technologies and
    investment.

    The National Investment Council was established by the President of Ukraine to set a
    public-private dialog with key business leaders on investment promotion, boosting FDI and
    tackling key obstacles in the Ukrainian regulatory environment. This report details not only the
    country’s potential for hydrocarbon production, but also the legislative foundations which make
    Ukraine a predictable place to do business.

    Ukraine’s government aims to stimulate domestic natural gas extraction in order to ensure the
    country's energy independence. To achieve this ambitious goal, energy sector reform was started in
    2014 and has been widely acknowledged as a great success. Complete import diversification,
    implementing the European Union’s Third Energy Package and huge energy efficiency gains are
    changes that few believed Ukraine could achieve so rapidly. The next frontier is ramping up
    domestic production. The government plans to open access to geological information, set an
    attractive tax regime and reduce the entry barriers for new investors in the gas sector. Over the next
    four years, the industry requires around $6 billion of investment and adoption of cutting-edge
    technologies. This is only possible through close cooperation with our international partners and
    clearly demonstrating that extraction opportunity and business environment reliability are to be
    found in Ukraine.

1                                                                    2017 | National Investment Council | Ukraine Gas Upstream
Ukraine Gas Upstream Opportunities down the road
Sector Overview

2017 | National Investment Council | Ukraine Gas Upstream   2
Ukraine Gas Upstream Opportunities down the road
Sector Overview
        Ukraine’s position on the European gas market (2016)
                            by transit volume of Russian
                            gas to the EU                                           by gas consumption
                                                                            №7
               №1           by capacity of underground
                            gas storages
                                                                                    by gas imports
                            in proven natural gas                            №11
               №3           reserves

                            by gas production volume
             №4
        Source: PWC, BP 2017 report

        In total, around 31% of Ukraine's primary energy is supplied by gas.

        Ukraine has significantly reduced its natural gas consumption due to a dramatic decline in industrial
        output in 2014-2015, occupation of territories in Donetsk and Luhansk regions, the illegal annexation of
        Crimea, boosting energy efficiency and gas tariff reforms.

        Gas consumption dropped from 55 billion cubic meters (bcm) per year in 2012 to 33 bcm in 2016, but
        Ukraine still imports a third of its gas needs, spending $2-3 billion a year.

                               Ukraine’s natural gas consumption in the mid-term perspective is unlikely to be
                               significantly below 30 bcm per year, taking into account the recovering economy. While
                               import diversification, which started in 2014, has helped strengthen energy security and
                               rationalize pricing, the Ukrainian government’s goal of energy independence in the
                               midterm future will require an increase in domestic natural gas production by at least
                               7-10 bcm per year.

        Ukraine’s natural gas consumption                                                                                      CAGR: -4%
        Period: 1998-2017
        Score: bcm                                                                 System operating needs                                -4%
                                                                                   Households, DHC and public sector                     -3%
                                                                                   Industry                                              -7%
    80 76         76      73 71                  76 76 76 74
                                          70                           70
                                                                            66
                                                                                           58 59
           8        8                            8    9     9    8                 52                     55
                           8                                                                                      50
                                      8    8                           7     7                                           43
                                                                                           5       5                             34 33
                                                                                                           4
                                                                                   6                               4
                                                                                                                          4
           33 30 28                              34 33 34 34 30
                                  30                            30                                                                3      4
                                          32
                                                                                           29 28 28
                                                                                   29                            27
                                                                                                                         24
                                                                                                                                 19 20
           35 37 38 33 30 34 34 34 32 33 30 17                                             23 26 23 19                   14      11      10
    0     1998           2000             2002       2004       2006        2008         2010            2012           2014           2016

        Source: Naftogaz of Ukraine

3                                                                                      2017 | National Investment Council | Ukraine Gas Upstream
Ukraine Gas Upstream Opportunities down the road
Sector Overview

    Approximately 53% of natural gas is consumed by households directly or indirectly through district heat
    producers. The significant decline in consumption of this category (-20% over 2014-2016) was mostly
    driven by pricing reform that has brought prices to the market level of import parity. Since 2016, gas prices
    have been linked to European gas hubs and are supposed to be updated twice a year.

    Industry reduced its natural gas consumption in line with the industrial output decline of 10% in 2015,
    while usage of gas for operational needs remained around the same volume.

    Ukraine’s natural gas consumption
    Period: 2014-2016
    Score: bcm
                                                                                                        1,5 0,7       0,4

    2014        15,1                                        7,1             14,2                                3,7         42,6

    2015        11,3                             5,9              11,2                       3,3    1,2 0,5 0,4             33,8

    2016        11,9                               5,7             9,9                      3,6     1,6 0,5 0               33,2
            0
                                   53%10                            20
                                                                                47%      30                   40                       50

                         Regulated segment                               Non-regulated segment

                                                                                                                        -22%
         Households                                                          Public sector
         DHCs for households                                                 Operating needs
         Industry                                                            Unauthorized withdrawal and allocated volumes
         DHCs for industrial and public sectors

    Source: Naftogaz of Ukraine, PWC

    According to the new Law “On the Gas Market”, gas prices for industry are not regulated. However, prices
    on the residential market (households and district heat producers) are regulated by public service
    obligations (PSOs) to ensure the public interest in the functioning of the natural gas market.

                Upstream                                                                            Wholesale

    Obligation for state gas producer                                                      Obligation of Naftogaz to sell gas to
    UkrGasVydobuvannya (UGV) to                                                            district heating companies (and for
    sell gas to Naftogaz (and for it to                                                    them to buy) for all needs at a
    buy) for residential market needs
    at a regulated price
                                                                    PSO                    regulated price

                Retail

    Obligation of Naftogaz to sell gas to suppliers
    (and for them to buy) for residential market
    needs at a regulated price

2017 | National Investment Council | Ukraine Gas Upstream                                                                          4
Ukraine Gas Upstream Opportunities down the road
Sector Overview

    Over 70% of gas consumption is covered by local production, mainly by state-owned
    UkrGasVydobuvannya (Naftogaz Group).

    Still, imported gas plays a significant role in Ukraine’s gas supply (30%).

    In 2016, 35 companies are importing gas to Ukraine, including state-owned Naftogaz, Engie, Axpo
    Trading, Trailstone, Eni, and RWE. The share of Naftogaz in the import structure is declining, which means
    that the market is becoming more attractive for international suppliers.

    Key suppliers of imported natural gas to Ukraine                                                              Number of importers
                                                                                                                     35
                 74%                             26%
                                                              2016                                                   30
                                                                                                                     25
                              6%
                                       94%                                                                           20

                                         2015
                                                                                                                     15
                                                                                   Naftogaz
                                                                                   Others                            10
                                                                                                                     5
                                                                                                                           19                       35
                                                                                                                     0    2015                 2016

    Source: Naftogaz of Ukraine, Ministry of Energy and Coal of Ukraine

    International suppliers and imports
    Period: 2016
    Score: bcm
                            To Naftogaz                                                                                    To other traders

      ENGIE                                          1,8                  Nafta-Gaz, Axpo                                                           1,0

                                                                          ENGIE, Enteneo, PGNIG,
      Axpo Trading                                   1,3                                                                                            0,7
                                                                          Trailstone, Worldenergy
      Trailstone                                     0,9                  ArcelorMittal Energy                                                      0,2

      Uniper Global                                  0,8                  Gunvor, Nitrofer, Antra                                                   0,1

      Eni                                            0,7                  Worldenergy, ONICO                                                        0,1

      Noble                                          0,4                  Antra, Alstkonix, Met Gas                                                 0,1

      RWE                                            0,3                  DufEnergy, MET Hungary, Dourado                                           0,1

      Others                                         0,8                  Multiple players                                                          0,3

                            0,0 0,5 1,0 1,5 2,0
    Source: Naftogaz of Ukraine, Ministry of Energy and Coal of Ukraine
                                                                                                                           0, 0,2 0,4 0,6 0,8 1,0
    Ukraine’s government aims to stimulate domestic natural gas extraction to reduce dependence on
    energy imports, attract investment in the energy sector and ensure the country's energy independence.

5                                                                                            2017 | National Investment Council | Ukraine Gas Upstream
Ukraine Gas Upstream Opportunities down the road
Sector Overview

      The Government has ambitious plans to increase domestic natural gas output to 27 bcm in 2020 through
      both private production and state-owned UkrGasVydobuvannya (Naftogaz Group).

      Over the next four years, the industry requires around $6 billion of investment and adoption of high-end
      technologies.

      Natural gas production in Ukraine                                                Amount of necessary CapEx
      Period: 2016, 2020                                                               Period: 2016, 2020
      Score: bcm                                                                       Score: $ million per year

      2016        4,1 15,9                               20                            2016             250
                                                                    +35%                                                                    x7
      2020        7            20                                  27                  2020                                                1726
              0         5       10        15       20         25    30                        0          500         1000        1500         2000

                      Independent producers                                                          New wells drilling
                      Producers with state                                                           Frack operations
                      share >50%                                                                     Others
      Source: Associations of Gas Producers of Ukraine

      Ukraine’s gas market benefits from having the biggest gas storage capacities in Europe.

      Capacity of Ukrainian underground gas storages is the largest in Europe and equal to nearly a third of the
      EU-28 capacity

      Technical working gas volume of underground gas storage facilities per country
      (TWh, as of April 2016)
      Including Hlibovske underground gas storage of PJSC Chornomornaftogaz (Crimea)
400
           351
350
300                         275 5 270                                                                               Planned
                                10                                                                                  Under construction
250                                60                                                                               Operational
200                                23
                                                          151           139                                    146
150                                                                            4    95
100                                                                                                67          94
                                                                                                                     1       44 2        45 9
 50
           351              260           188             151            135        95             67          51            37 5        36
  0
         Ukraine        Germany            Italy    Netherlands         France     Austria        Hungary      UK            Czech      Slovakia
                                                                                                                            Republic
      Source: Gas Infrastructure Europe

      Since the start of gas market reform, European gas traders have been entering the Ukrainian market and
      launching their subsidiaries in Ukraine.

                                     (France)                           (The Netherlands)                      (Switzerland)

                                                         (Switzerland)                            (Poland)

 2017 | National Investment Council | Ukraine Gas Upstream                                                                                           6
Ukraine Gas Upstream Opportunities down the road
Gas Sector Reform

7             2017 | National Investment Council | Ukraine Gas Upstream
Ukraine Gas Upstream Opportunities down the road
Gas Sector Reform

    Gas sector reform is one of the most important reforms Ukraine has implemented since 2014, applying
    European Union regulations such as the “Third Energy Package”.

    New gas market regulation

                        During 2015, Ukraine introduced a number of important changes to gas market regulation.
                        One of the main achievements of this process was the adoption of the Law "On the Natural
                        Gas Market". The document laid the foundation for the harmonization of the gas market in
                        Ukraine with the EU Third Energy Package.

    Free access to all gas transmission system capacities

                        The basic requirement of the EU Third Energy Package is the principle of free third-party
                        access to infrastructure, which requires provision to all gas suppliers of non-discriminatory
                        access to gas transmission and distribution networks.

    Transition to Regulatory Asset Base (RAB) tariff policy for gas transmission

                            Following the transposition of EU energy regulations, Ukraine switched to regulated
                            tariffs for gas transmission on an entry/exit basis. Previously, tariffs for gas transit in
                            Ukraine were established by agreements between commercial companies. As of 1
                            January 2016, all gas transmission rates are set by the regulator.

                            Calculating tariffs based on RAB is a generally accepted methodology that is used to
                            establish justified tariffs for services of natural monopolies in the countries of the Energy
                            Community. This methodology was adopted in Ukraine in September 2015 and
                            implemented in January 2016.

    Bringing domestic gas prices to import parity levels

                            On 1 October 2015, Ukraine completely abolished price regulation for industrial
                            consumers. Since then the market price of gas has been determined by the balance of
                            supply and demand, and correlates with the price of imported gas.

                            In addition, in 2014-2016, the Ukrainian government took a number of unprecedented
                            steps to bring domestic gas prices for households to import parity levels. Because of
                            price regulation, in 2014 more than half of the gas consumed in Ukraine was sold at
                            prices that were 5-7 times lower than prices for other consumers. By 2016, the prices for
                            all consumers had become almost equal as the price of gas for households was set at
                            estimated import parity.

    Reform of Naftogaz corporate governance

                        An important component of gas sector reform is corporate governance reform of the
                        state-owned energy company Naftogaz, which is currently a major player in most market
                        segments. The gas sector reform plan approved by the Cabinet of Ministers in March 2015
                        requires the corporate governance system of Naftogaz to be reformed and brought into line
                        with OECD guidelines for state-owned enterprises. This transformation began in 2015 and is
                        expected to be finalized in 2017.

2017 | National Investment Council | Ukraine Gas Upstream                                                               8
Ukraine Gas Upstream Opportunities down the road
Gas Sector Reform

    Unbundling of gas transmission from supply and production

                 The unbundling of the gas transmission function is one of the instruments for creating a
                 transparent and efficient gas market in Ukraine. An independent and professional
                 Transmission System Operator (TSO) is necessary to ensure the confidence of market
                 participants in the transmission system and to increase competition.

                Current                                        TSO and UGS unbunging

                Cabinet of Ministers                           Cabinet of Ministers

                                                                                                  Ministry of
                                                                                                  Energy

                                                                  Supervisory
                    Supervisory board                                                            Supervisory board
                                                                  board

                                                                                                  MGU
                 Naftogaz                                     Naftogaz
                                                                                                  (TSO)

                 Ukrtransgaz (UTG)
                 (TSO)

9                                                                2017 | National Investment Council | Ukraine Gas Upstream
Gas Production

2017 | National Investment Council | Ukraine Gas Upstream   10
Gas Production
     Despite the country’s more than 100-year history of oil and gas production, Ukraine remains rich in
     conventional gas reserves and possesses vast untapped unconventional potential. The R/P ratio is close
     to 46 years, 2P reserves are equivalent to 20 years of current production - 924,1 bcm - and total
     contingent resources of 5.6 tcm illustrate that there are very substantial remaining resources. This
     suggests that Ukraine has the geological potential not only to achieve energy self-sufficiency, but also
     itself to become a major gas supplier to Europe.

                                                           Natural gas reserves
                                                           Production

                  46 years                                 2%
                                                                                    5.6 tcm
                                                                                    the total contingent resources

                                                 924,1 bcm
     Source: Concept of Ukrainian gas sector development

     In Ukraine, only 2% of natural gas reserves are extracted every year, versus at least 6% as in other
     countries.

     Amount of natural gas production and gas reserves by countries

                                                                                                                Reserves       R/P ratio
                              Natural Gas Productrion                     Natural Gas Reserves                 extraction
                                                                                                                per year
                                                            bcm                                  bcm                 %           years
       USA                                                  763                                  10400               7            14

       Canada                                                163                                 2000                8            12

       Mexico                                                53                                   350               15             7

       Argentina                                             35                                   300               12             9

       Columbia                                              11                                   150                7            14

       Russia                                               573                                  32300               2            56

       Norway                                                117                                 1900                6            16

       Netherlands                                           43                                   700                6             15

       Great Britain                                        39,7                                  250               16             6

        Romania                                             10,3                                  155                7            14

       Italy                                                 6,2                                   50               12             9

        Poland                                               4,1                                  120                3            27

       Ukraine                                               20                                   924                2            46

                            0 10 20 30 40 50 0 1000 2000 3000 4000 5000 6000 7000 8000
     Source: Concept of Ukrainian gas sector development

11                                                                                 2017 | National Investment Council | Ukraine Gas Upstream
Gas Production

    Plentiful resources, extensive gas transportation infrastructure and the low intensity of natural gas
    extraction indicate a huge opportunity to increase natural gas production in Ukraine to cover local demand
    and support future gas exports to European markets.

    Natural Gas Deposits Characteristics

    Depth of                 Share                                                                Amount of
    deposits                                                                                        reserves
                                                                                                         bcm

            1 km

           2 km
                             36%             4
                                             deposits                                          30<
           3 km

           4 km
                              27%            16
                                             deposits                                  30-10
           5 km
                              26%            23
                                             deposits                                   10-5
                               11%           348
                                             deposits                                     >5
    As of 1st of January 2016, 396 oil and gas deposits were included into the State Registry of Mineral
    Reserves in Ukraine.

    According to the genetic type, they include:

    120                 gas condensate deposits
                                                             57        oil deposits

    102                 gas deposits
                                                             15       oil/gas and gas/oil deposits

    99                  oil and gas condensate deposits
                                                             3         gas and oil condensate deposits

    Source: Concept of Ukrainian gas sector development

2017 | National Investment Council | Ukraine Gas Upstream                                                  12
Gas Production

          Geographic location of Ukraine’s Oil and Gas Deposits

          The deposits are located in three oil and gas regions

                                                                  Belorus                                                                          Russia
                                              West
                                              (Volyn and Podillia, Precarpathian, Carpathian
                 Natural gas                  and Transcarpathian oil and gas provinces)                                     East
                                                                                                                             (Dnipro and Donetsk oil and
                 Oil
                                                                                                                             gas province)
                 Oil and natural gas
                                                                                      Chernihiv
                                                                                                                      Kharkiv
                                                                                      Kyiv
                                                              Lutsk

                       Poland                          Lviv                                                                                Luhansk

                                                                                                                                Donetsk
            Slovakia

                                 South                                      Moldova          Odesa
                                 (Predobrudja, Black Sea and Crimean,
             Hungary             Azov and Berezan, Indolo-Kuban, and
                                 Black Sea Prospective provinces)
                                                                                                               Simferopol

                                                           Romania
                                                                                                  Black sea
          Source: Extractive Industries Transparency Initiative

          In the last two decades, natural gas in Ukraine has been produced in fairly consistent volumes, but in
          2013-2016, these amounts started to decrease. According to the statistics of the Ministry of Energy and
          Coal, in 2016 natural gas production amounted to 20.1 bcm, which was 5.1% less than in 2013 (21.2 billion
          cubic meters). The decrease was mainly caused by a lack of capital, the unreformed gas market (till 2016),
          and low domestic gas prices.

          Share of private producers in total production                                       Source: Naftogaz of Ukraine, Ministry of Energy and Coal of Ukraine
          Period: 1976, 2007-2016

     35   Score: bcm
                                                                                 Private producers                                           Ukrnafta
                                                                                 Chornomornaftogaz                                           UGV
     30
            68,7                        20,8            21         21,2                                          21,2         20,5
                                                                             20,1       20,2       20,2                                    19,9         20,1
     25
                                        (6%)                                                                                                           (21%)
     20                                  1,6
                                         1,3
                                                        1,8
                                                        1,2
                                                                      1,8
                                                                      1,2     1,7
                                                                              1,1
                                                                                          2           2          2,5           3,3
                                                                                                                                            3,9          4,2
                                                                                         1,1         1,2         1,7           0,3
                                         3,2           3,2             3      2,5        2,2          2          1,9           1,7
     15                                                                                                                                     1,5           1,3

     10
     5                                  14,7          14,8         15,2      14,8       14,9         15          15,1         15,1         14,5         14,6
           1976              ......     2007          2008         2009      2010       2011       2012         2013          2014         2015         2016

13   0                                                                                               2017 | National Investment Council | Ukraine Gas Upstream
Gas Production

    Nevertheless, a positive trend of increasing the share of private natural gas producers (from 8% in 2007 to
    21% in 2016) as well as a total increase in gas production in 2016-2017 can be observed. That means the
    industry is becoming more open for local and international private investors, which can boost production
    volumes.

    Natural gas production by private companies
    Period: 2016
    Score: bcm, %
                              20%

                                                                                           40%

                                                                                           1,6 bcm
                 6%

    0,239 bcm
                                            4,2bcm                                                      DTEK (Naftogazvydobuvannya)
                                                                                                        Burisma (Esco-North, Kub-Gas,
                   8%                                                                                   First Ukrainian Oil Company, Pari
    0,310 bcm                                                                                           and Nadragaz)
                                                                                                        UNB (Ukrnafroburinnya)
                                                                                                        Geo-Alliance (Natural Reaouces,
                                         26%                                                            East Geological Alliance)
                                  1 bcm                                                                 Other
    Source: Naftogaz of Ukraine, Ministry of Energy and Coal of Ukraine

    The upstream business is confident that a 35-40% raise in natural gas production by 2020 is achievable
    only if the investment attractiveness of the industry is increased. To increase production, upstream
    companies will need to scale up private investments – mainly in drilling new wells and bringing high-end
    technologies to drastically boost the efficiency of brownfields’ redevelopment via massive wells’
    interventions as well as discovering greenfield deposits.
    Ukraine’s natural gas domestic production
    Excluding Ukrnafta’s production – 1,3 bcm in 2016
    Period: 2016, 2020F
    Score: bcm
                                               27
                             30
                                   19
                             25

                             20

                             15

                             10                  20
                                    15                                    UGV
                              5                                           Private producers
                                    4             7
                              0   2016          2020F
    Source: Association of Gas Producers of Ukraine, Concept of Ukrainian gas sector development 2020

    Over the next four years, the industry requires around $6 billion of investment and high-end technologies.

2017 | National Investment Council | Ukraine Gas Upstream                                                                               14
Key Regulation of
     Upstream Sector
     Investments and
     Operations

15             2017 | National Investment Council | Ukraine Gas Upstream
Key Regulation of Upstream Sector
   Investments and Operations

    Today there are several forms of of investment in E&P in Ukraine:

          PSA: through signing a production sharing agreement ("PSA") with the Ukrainian Government. PSAs
          may be signed with the winners of tenders held by the Ukrainian Government or as a result of the
          conversion of existing subsoil licenses.
          License-Based: through obtaining oil and gas exploration and/or production rights directly from the
          State Service for Geology and Subsoil of Ukraine. Such rights are normally granted via auctions.
          JAA: through entering a joint activity agreement with an entity who already holds oil and gas
          exploration and/or production rights.
          Equity Acquisition: through equity acquisition in a company that already owns oil and gas exploration
          and/or production rights.

    Two major options for investing in E&P

                       License-Based:

    The investor normally applies for the granting of a new license directly from the Ukrainian Government
    (State Geological Service). The process of getting a new license is regulated through the auction procedure,
    set by the State Geological Service of Ukraine. The initiation of the auction could be set both by the private
    company, that applies to the SGS, or the SGS on its own initiative. Usually it requires to set up a local
    subsidiary to run E&P in Ukraine.
    Key advantages of license-based option:
          Control over the activities of the company.
          No Antimonopoly Committee Approval required.
    It is important to note that the Code of Ukraine on Subsoil and the Law of Ukraine "On Oil and Gas"
    prohibit any transfer of the license for the use of subsoil by the holder, including a direct prohibition for the
    application of these rights in JAA, as well as a prohibition on the transfer of these rights into a pledge.

                       PSA option

    The subsoil right for an investor arises from a contract with the Ukrainian Government. PSA contracts are
    signed with the winner of a tender announced by the Ukrainian Government.
    Key advantages of PSA option:
          Duration. PSAs may be executed for a term of up to 50 years.
          Regulation stability. The relevant law provides provisions designed to protect investors under
          production sharing agreements from adverse changes to the law. The legal stabilization provision
          does not restrict investors from taking advantage of any beneficial legislative changes.
          Protecting investors’ rights. PSA agreements could be executed under international arbitration
          institutions in case of a dispute.
          Government Assistance. The PSA Law determines that all of these regulatory authorizations (permits,
          licenses, approvals) will be provided to the investor. Therefore, under a PSA arrangement, an investor
          can expect reasonable assistance from the State in obtaining such licenses, permits and other
          approvals, which may in fact be crucial for the successful implementation of a project.
          No Antimonopoly Committee Approval Required.

2017 | National Investment Council | Ukraine Gas Upstream                                                         16
Key Regulation of Upstream Sector
           Investments and Operations

                                   JAA Option

               The JAA option provides a possibility to jointly develop natural gas reserves with a company holding an
               existing oil and gas exploration and/or production license. Under the JAA cooperation model, partners
               share any profits obtained as a result of joint activity pursuant to an agreed proposition.
               It is important to note that the JAA model of cooperation according to current legislation is required to pay
               70% of royalties, which makes it economically ineffective.

               Fiscal policy

               In 2017, the taxation system for hydrocarbons still remains complicated and inefficient.
               There is a diversification of 8 different rent rates based on:
                     Type of hydrocarbon
                     Depth and extraction complexity
                     Type of cooperation

               Rent rates for production of natural gas, oil and natural-gas concentrate, %

                                                                                            Natural gas in JA
                                                                                            Natural-gas condensate, NOT
          80      70%                                                                       deeper than 5000 meters
     70                                                                                     Natural gas and oil, NOT
          60                                                                                deeper than 5000 meters
          50
                              45%                                                           Natural-gas condensate,
                                                                                            deeper than 5000 meters
          40                              29%
          30                                                                                Natural gas and oil, deeper
                                                      21%                                   than 5000 meters
          20                                                      14%
                                                                        11%                 Natural gas, offshore
          10                                                                  2%
           0                                                                                Investment projects with
                                                                                            government share >25%
               Source: Associations of Gas Producers of Ukraine

               For Production Sharing Agreement, the rent rate is determined by the agreement.

17                                                                                 2017 | National Investment Council | Ukraine Gas Upstream
Ongoing Sector
             Reforms

2017 | National Investment Council | Ukraine Gas Upstream   18
Ongoing Sector Reforms

                              Morgan Williams
                              President/CEO, U.S.-Ukraine Business Council (USUBC)

     Business Opinion
     Energy independence of Ukraine should be considered as number one priority by both
     government of Ukraine and its international partners.

     The U.S. businesses will be willing to expand its presence in the Ukrainian energy market
     based on competitive and equal business environment for all market players. Such high
     quality investment climate with no preferences and, consequently, vested interests is
     required for rapid development and foreign investors commitment. .

     The USUBC expects that Ukrainian government will put significant efforts into up-stream
     gas extracting industry, which should pave the way for energy independence of Ukraine.

     Based on international experience we believe that to stimulate Ukraine’s domestic gas
     extraction all new up-stream licenses in the sector should be issued in a transparent and
     competitive manner based on the best international practices. At the same time, government
     should stimulate those companies, which currently holds licenses but do not fulfill their
     investment obligations according to the Ukrainian law, using transparent mechanism either
     to perform their investment commitment or transfer licences to active investors, ready to
     allocate capital resources and technology for the benefit of industry development.

     Another effective possible option to work with private companies in the oil and gas sector,
     including the US businesses, is to conclude the Production Sharing Agreement in a very
     transparent manner.

     All the above steps should increase the local production of oil and gas in Ukraine. The energy
     market will be eventually opened. And, Ukraine would gain its real energy independence.

19                                                                2017 | National Investment Council | Ukraine Gas Upstream
Ongoing Sector Reforms

    To attract private investment and ensure modern technology transfers into the industry, the Government of
    Ukraine approved a Roadmap for further reform of the upstream sector. In 2016, the Government approved
    a Concept of Gas Production Development, which is designed to offer clearer incentives for investments in
    the sector both in the short and long terms. To implement the Concept the Government approved an action
    plan - a road map that includes key regulatory incentives to overcome remaining burdens and implement
    best global practices to stimulate capital flows to the industry.

                            Opening access to geological information

          Current status                                     Key upcoming improvements

         Industry is encountering a lack of public           The Government plans to amend legislation to
         access to the mass geological data possessed        open access to the digital geological data. As a
         by the state and private entities. Such a lack of   result, new licensing rounds can be unlocked
         access does not allow new potential investors       and more potential investors will be willing to
         to select viable sites and nominate new blocks      start exploration and production in the country
         for auctions on their own. As a result, no new      by freely obtaining required geological data.
         auctions for oil and gas licenses have been         Open access to geological data is a worldwide
         conducted for over a year. This restrains the       practice that provides potential investors with
         carrying out of new exploration activities,         needed data.
         slowing down reserves replacement as well as
         future production.

                            Establishing an attractive tax regime

          Current status                                     Key upcoming improvements

         Industry faces comparatively high tax rates in      The Government plans to introduce new
         comparison with neighboring EU countries.           legislation to provide fiscal stimulation of new
         The fiscal burden on natural gas production in      wells. By introducing a flat lower (around 12%)
         Ukraine is more than twice the average              royalty rate (instead of the current 29/14 %,
         European level. This means that by keeping          which depends on the well’s depth) on new
         the current tax regime in place, Ukraine            wells, the Government is going to bring
         ultimately loses the battle for international       Ukrainian gas royalties in line with the average
         investments.                                        European level, and provide incentives to attract
                                                             investments necessary for dynamic growth.

2017 | National Investment Council | Ukraine Gas Upstream                                                  20
Ongoing Sector Reforms

                        Reduction of entry barriers for new investors

         Current status                                         Key upcoming improvements

         The prevailing permit system is rather strict          The Ukrainian authorities introduced legislation
         (44 various permits and approvals), does not           aimed:
         have a single decision-making center (16                   To simplify the process of allocation of
         governmental       institutions),    and       is          tracts of land for drilling wells that is one of
         exhaustingly long-lasting – the permit                     the major obstacles both for getting
         procedure alone to put a greenfield site into              licenses and starting drilling.
         operation takes more than 3.5 years.
         Moreover, a company additionally spends                    Significantly remove the number of
         over a year to obtain a drilling permit for each           outdated procedures and duplicated
         new well.                                                  approvals
                                                                It is expected that the implementation of such
                                                                initiatives will greatly simplify the bureaucratic
                                                                processes of field development, saving time to
                                                                enter the market and start drilling.

                      Introduction of transparent licensing and PSA auctions

         Current status                                         Key upcoming improvements

        Current legislation, which was improved in              The Government expects to eliminate remaining
        early 2016, provides possibilities to obtain            issues with auction procedures, cutting
        new licenses without auctions.                          possibilities  to   obtain   them     without
                                                                competition, canceling various government
        For the last 3 years, the number of auctions            bodies’ pre-approvals etc.
        for new licenses was quite few. Among all 21
        issued licenses, only a few went through                In parallel, it is expected that new licenses and
        transparent and open auctions.                          PSA auctions will be helped through competitive
                                                                procedures, allowing international players to
                                                                participate.

     The implementation of these changes will be an important catalyst for the entry of international upstream
     companies to Ukraine.

     They will bring international capital and qualified experience, both combined with modern technologies.
     The mix of these factors will create the necessary conditions for a revolution in the Ukrainian gas industry,
     which will provide for Ukraine’s energy independence and enhance Europe’s energy security.

21                                                                      2017 | National Investment Council | Ukraine Gas Upstream
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             Source of photos: Ukrnafta, Ukrinform
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