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Borealis – Credit Update

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<strong>Borealis</strong> <strong>–</strong> <strong>Credit</strong> <strong>Update</strong><br />

■ <strong>Borealis</strong>, headquartered in Vienna, Austria, was formed in 1994<br />

through the merger of Neste's and Statoil's petrochemical<br />

operations. The company is Europe's second biggest producer of<br />

polyethylene and polypropylene in its Polylefins segment (67% of FY11<br />

sales) and it sells petrochemicals in its Base Chemicals segment (31% of<br />

FY11 sales). In FY11, <strong>Borealis</strong> generated sales of EUR 7,096mn<br />

delivering EBITDA of EUR 569mn. Since 2005, <strong>Borealis</strong> has been<br />

majority owned by the International Petroleum Investment Company of<br />

Abu Dhabi (64%, rated Aa3s/AAs/AAs; owned by the government of the<br />

Emirate of Abu Dhabi) and Austrian OMV AG (36%, rated A3s/--/A-s;<br />

partially owned by Austrian government).<br />

■ <strong>Borealis</strong> is a fully integrated petrochemicals player with a focus on<br />

polyolefins. The company owns and operates two crackers for the<br />

production of the required feedstock (ethylene and propylene) from<br />

naphtha. At sites where it does not operate crackers (Schwechat,<br />

Burghausen), ethylene and propylene are procured from its main<br />

shareholder OMV (or other JV partners). <strong>Borealis</strong> sells its polyolefins to a<br />

wide range of customers, including the automotive, wire & cable, pipe,<br />

and packaging industries. In its Base Chemicals segment, <strong>Borealis</strong> sells<br />

other chemical byproducts, as well as phenol, melamine and plant<br />

nutrients, which are used in a number of products such as paints, fibers,<br />

pharmaceuticals, coatings etc.<br />

■ <strong>Borealis</strong> and Abu Dhabi National Oil Company (ADNOC) formed a<br />

40/60 polyolefin JV ('Borouge') in 1998 to serve the fast growing<br />

Asian markets and exploit cheaply available feedstock. Since 2008,<br />

both JV partners have been investing in the third capacity expansion<br />

('Borouge 3'), which will add a further 2.5mn tons p.a. by 2014, creating<br />

the world's largest integrated olefins/polyolefins site with an annual<br />

production capacity of 4.5mn tons. The total cost of the capacity<br />

expansion is expected to be around USD 4.5bn, supported by local debt<br />

financing combined with equity contribution by the shareholders, which<br />

are so far covered by the JV’s strong earnings generation (reinvestment<br />

of cash flows by shareholders). <strong>Borealis</strong> does not expect the need for a<br />

cash contribution in the near future.<br />

■ In a volatile market environment in FY11, <strong>Borealis</strong> posted solid<br />

results. FY11 sales of EUR 7.1bn were up by 13% mostly due to higher<br />

prices with largely flat volumes. In light of strongly rising feedstock costs<br />

(+17% yoy), operating profit declined by 18% yoy to EUR 285mn.<br />

<strong>Borealis</strong> posted negative free cash flow (after capex and dividends) of<br />

EUR -141mn due to a step up in capex (EUR 282mn vs. EUR 136mn in<br />

the prior year) and dividends (EUR 101mn vs. no payout in FY10). At<br />

FYE 2011, adjusted net leverage stood at 2.8x (vs. 2.5x in FY10) with the<br />

gearing ratio at 35% (vs. 37% in the prior year).<br />

■ For FY12, <strong>Borealis</strong> remains cautious in light of macro concerns,<br />

expecting a gradual recovery over the remainder of the year despite<br />

current challenging operating conditions. Current trading in 2Q12 in<br />

Europe is challenging with low visibility and cautious order behavior from<br />

customers, leading to lower capacity utilization and product prices.<br />

<strong>Borealis</strong> considers market conditions in Asia to be much brighter, which<br />

bodes well for its Borouge JV and contributions stemming from it.<br />

8 June 2012 <strong>Credit</strong> Research<br />

<strong>Credit</strong> Flash <strong>–</strong> HG Industrials<br />

Major bond issues<br />

Mat Cpn Swap<br />

BRLS 04/17 5.375% 255/234bp<br />

Company web site<br />

www.borealisgroup.com<br />

Financial calendar<br />

1H12 report: 09.08.2012<br />

FY12 report: 20.02.2013<br />

BOND PRICE DEVELOPMENT<br />

0<br />

Apr-10 Jul-10 Oct-10 Jan-11 Apr-11 Jul-11 Oct-11 Jan-12 Apr-12<br />

Uni<strong>Credit</strong> Research page 1 See last pages for disclaimer.<br />

bp<br />

350<br />

300<br />

250<br />

200<br />

150<br />

100<br />

50<br />

BRLS 5.375% 4/17<br />

Author<br />

Max Huefner (Uni<strong>Credit</strong> Bank)<br />

<strong>Credit</strong> Analyst<br />

+49 89 378-13212<br />

max.huefner@unicreditgroup.de<br />

Bloomberg<br />

UCGR<br />

Internet<br />

www.research.unicreditgroup.eu<br />

Source: Bloomberg, Uni<strong>Credit</strong> Research


SWOT Analysis<br />

8 June 2012 <strong>Credit</strong> Research<br />

<strong>Credit</strong> Flash - <strong>Borealis</strong> AG<br />

Strengths/Opportunities ■ Strong market position as Europe's second biggest producer of polyethylene and<br />

polypropylene<br />

■ Good backward integration through its steam crackers and Base Chemical business and<br />

access to feedstock through its shareholders<br />

■ Positive earnings contributions of its Borouge Joint Venture with Abu Dhabi National Oil<br />

Company (60%), which benefits from cheap feedstock supply<br />

■ Growth opportunities in the Far East and China, in particular through Borouge<br />

■ Strong shareholder background with long-term strong strategic interest of IPIC (Aa3/AA)<br />

and OMV (A3/A-)<br />

■ Conservative capital structure with gearing target of 40-60% (FYE 2011: 35%)<br />

■ Prudent financial policy, with <strong>Borealis</strong> never engaging in excessive debt-financed<br />

acquisitions, thereby reducing event risk<br />

■ Strong innovation focus, with <strong>Borealis</strong> developing leading proprietary technologies (i.e.<br />

Borstar) and investing in innovation centers (i.e. research center in Austria; innovation<br />

center in Abu Dhabi for its Borouge JV)<br />

■ Diversification in the Base Chemicals sector (further strengthened by the further expansion<br />

of the fertilizer activities through the acquisition of PEC-Rhin in 2011)<br />

Weaknesses/Threats ■ Pronounced earnings volatility in the cyclical petrochemical industry<br />

■ Low geographic diversification with 81% of FY11 sales coming from Europe; however,<br />

shareholding in Borouge JV provides exposure to robustly growing Asian market<br />

■ Significant capacity is expected to come on stream in the Middle East, which might put<br />

additional pressure on pricing and hence margins<br />

■ Relatively low EBITDA margins, which nevertheless are in line with those of other players<br />

in the petrochemicals industry<br />

■ Earnings contributions from its JV not fully cash accretive to <strong>Borealis</strong><br />

■ Significant capex requirements for the expansion of its Borouge JV in Abu Dhabi, though<br />

most of it is expected to be covered by the JV's earnings contribution<br />

■ No detailed cash flow data available (changes in working capital are not disclosed); lack of<br />

interim quarterly financial information<br />

■ Potential combination of <strong>Borealis</strong> with NOVA Chemicals (owned by <strong>Borealis</strong>' shareholder<br />

IPIC) although there is currently no fixed timetable. In the past, it was contemplated that<br />

<strong>Borealis</strong> might acquire up to 24.9% of the share capital in NOVA Chemicals, however, to<br />

date there has been no news concerning this.<br />

Uni<strong>Credit</strong> Research page 2 See last pages for disclaimer.


Key <strong>Credit</strong> Points<br />

8 June 2012 <strong>Credit</strong> Research<br />

<strong>Credit</strong> Flash - <strong>Borealis</strong> AG<br />

Company overview <strong>Borealis</strong> AG, headquartered in Vienna, Austria, was formed as recently as 1994 through<br />

the merger of Neste's and Statoil's petrochemical and polyolefins operations. However,<br />

the group looks back on more than 50 years of experience in the production of polyolefins<br />

under the aegis of various predecessor companies. <strong>Borealis</strong> has customers in around 120<br />

countries with production sites located close to its key markets in Europe, the US and Latin<br />

America. Through the production capacity provided by its Borouge Joint Venture, established<br />

1998 in Abu Dhabi, United Arab Emirates, <strong>Borealis</strong> serves the emerging markets of Asia and<br />

China in particular. <strong>Borealis</strong> has around 5,100 employees worldwide.<br />

While the Polyolefins segment represents the majority of sales, we note that in FY11 the<br />

majority of operating profit was generated by the Base Chemicals segment.<br />

SALES BY SEGMENT (FY11) SALES BY REGION<br />

Base Chemicals<br />

31.3%<br />

Integrated petrochemical<br />

company<br />

Subject to feedstock cost<br />

volatility<br />

Non Allocated<br />

1.4%<br />

Polyolefins<br />

67.4%<br />

4000<br />

3500<br />

3000<br />

2500<br />

2000<br />

1500<br />

1000<br />

500<br />

0<br />

EU Europe excl.<br />

EU<br />

2009 2010 2011<br />

USA Middle East<br />

and Asia<br />

Others<br />

Source: Company data, Uni<strong>Credit</strong> Research<br />

<strong>Borealis</strong> is a fully integrated petrochemical company with a historic focus on<br />

polyolefins production. However, as an integrated company owning and operating two<br />

naphtha-based steam crackers (in Finland and Sweden) and one ethane-based cracker at its<br />

Borouge JV (see below), <strong>Borealis</strong> produces the full range of hydrocarbon feedstock, such as<br />

olefins (ethylene, propylene), butadiene as well as aromatics. While the olefins are used as<br />

feedstock in <strong>Borealis</strong>' own polyolefins production, the available butadiene and aromatics<br />

(such as benzene and xylene) are mainly sold on to various manufacturing industries through<br />

its Base Chemicals segment (around 32% of FY11 sales). Given that the company does not<br />

operate crackers at its production sites (in Schwechat and Burghausen), it procures the<br />

required ethylene and propylene for its polyolefins plants from its main shareholder (OMV) or<br />

joint venture partners.<br />

<strong>Borealis</strong> is subject to the volatility in crude oil prices. Given that the majority of crude oil<br />

is used in the fuel industry, the price for naphtha is closely linked to that of gasoline. As a<br />

result, chemical producers such as <strong>Borealis</strong>, which operates two naphtha-based crackers, are<br />

subject to strong volatility in the price of their main feedstock. In Europe, naphtha-based<br />

crackers are common, while in North America and the Middle East natural gas is the dominant<br />

feedstock. In the energy-intensive cracking process, naphtha (or natural gas) is split (cracked)<br />

into smaller carbon chains (C2 = ethylene, C3= propylene, C4= butadiene) and rings (called<br />

aromatics such as benzene). The price for these cracker products is determined and fixed<br />

once a quarter (cracker margin), which makes cracker operators vulnerable to short-term<br />

fluctuations in the underlying feedstock, i.e. crude oil (more precisely naphtha) or natural gas,<br />

Uni<strong>Credit</strong> Research page 3 See last pages for disclaimer.


8 June 2012 <strong>Credit</strong> Research<br />

and can turn the cracker margin negative until the next margin settlement.<br />

<strong>Credit</strong> Flash - <strong>Borealis</strong> AG<br />

Segments <strong>Borealis</strong> maintains two segments, Polyolefins and Basic Chemicals, which are<br />

described below:<br />

■ Polyolefins (68% of FY11 sales): <strong>Borealis</strong> is Europe's second biggest producer of<br />

polyethylene (PE) and polypropylene (PP) (trailing only LyondellBasell with other<br />

competitors including Ineos, Dow Chemical, SABIC) used in the infrastructure, automotive<br />

and packaging industries. The business segment serves a broad variety of markets, and<br />

focuses on high value-added polyolefin grades with superior performance properties and<br />

supposedly less price volatility. <strong>Borealis</strong>, for example, produces high performance<br />

polymers for the automotive industry which are used in car body panels, dashboards, and<br />

bumpers to reduce weight and thus fuel consumption. It is also an important supplier to the<br />

wire and cable industry (data and communication wires, high, medium and low voltage<br />

energy cables, etc.) and the pipe industry (water and gas distribution pipes, waste and<br />

sewage, chemicals pipes). Other applications of <strong>Borealis</strong> polyolefins include packaging for<br />

healthcare, food, boxes, etc.<br />

■ Base Chemicals (32% of FY11 sales): <strong>Borealis</strong> sells a variety of products from the steam<br />

cracking process in its Base Chemicals segment. <strong>Borealis</strong>' two crackers are included in this<br />

business segment, which also produces the feedstock for the Polyolefins segment. Despite<br />

having operated crackers for some years, <strong>Borealis</strong>' Base Chemicals was only created as a<br />

separate segment in 2007. The segment is a leading producer of phenol in the Baltic<br />

region. Phenol is a key feedstock in the production of polycarbonates (engineering plastics<br />

used in windows, for example), nylon and, as the name suggests, phenolic resins. <strong>Borealis</strong><br />

also produces Acetone, which is a byproduct of the phenol production process, and is used<br />

in solvents for paints, fibers and pharmaceuticals. In Melamines, which are used in the<br />

production of laminates, adhesives for wood-based applications, coatings and compounds<br />

for household goods, <strong>Borealis</strong> is the European market leader and the second largest<br />

producer in the world. In Linz, <strong>Borealis</strong> also manufactures plant nutrients. With the<br />

acquisition of the French fertilizer producer PEC-Rhin in November 2011 (acquisition price<br />

not disclosed, but we estimate an amount of around EUR 100mn), <strong>Borealis</strong> strengthened<br />

its fertilizer activities (including, among others, nitrogen fertilizers). Given the strong<br />

product diversification, <strong>Borealis</strong> competes with a number of chemical producers including<br />

Yara, Agrofert, Fertiberia, and OCI Melamine.<br />

SALES BY SEGMENT OPERATING PROFIT BY SEGMENT<br />

EUR mn<br />

6,000<br />

5,000<br />

4,000<br />

3,000<br />

2,000<br />

1,000<br />

0<br />

2006 2007 2008 2009 2010 2011<br />

Polyolefins Base Chemicals Non Allocated<br />

in EURmn<br />

400<br />

300<br />

200<br />

100<br />

0<br />

-100<br />

-200<br />

-300<br />

2006 2007 2008 2009 2010 2011<br />

Polyolefins Base Chemicals Non Allocated<br />

Source: Company data, Uni<strong>Credit</strong> Research<br />

Borouge JV In 1998, <strong>Borealis</strong> and Abu Dhabi National Oil Company formed the Borouge JV in order<br />

Uni<strong>Credit</strong> Research page 4 See last pages for disclaimer.


SHARE IN ASSOCIATED COMPANIES<br />

8 June 2012 <strong>Credit</strong> Research<br />

<strong>Credit</strong> Flash - <strong>Borealis</strong> AG<br />

to serve the fast growing Asian markets (especially China) and use cheaply available<br />

feedstock. Borouge is located in Ruwais, Abu Dhabi in the United Arab Emirates, while its<br />

sales & marketing office, Borouge Pte Ltd, is based in Singapore. The first two expansion<br />

stages of Borouge ("Borouge 1 and 2") started production in 2001 and 2010 using <strong>Borealis</strong>'<br />

proprietary Borstar technology. Existing annual capacity of around 2 million tons will be<br />

increased to 4.5 million tons by 2014, which will create the largest integrated<br />

olefins/polyolefins site in the world. The total cost of the capacity expansion is expected to be<br />

around USD 4.5bn, which is largely covered by the JV's strong earnings contribution<br />

(reinvestment by shareholders) and local debt financing. In light of the strong earnings<br />

contribution by Borouge so far (we note that the facility is not yet running at full capacity) and<br />

prospects for a continued solid contribution (resting on the expectation of further robust<br />

demand from Asia), management does not expect the need for any cash contributions to the<br />

project in the near future. Given its share of 40% in the Borouge JV, the contribution from<br />

Borouge is accounted at equity. In FY11, the Borouge JV represented the majority of the EUR<br />

333mn of share of income from associates.<br />

2005 2006 2007 2008 2009 2010 2011<br />

Cost 178 178 175 114 114 329 332<br />

Disposals 0 -3 -15 0 0 0 0<br />

Adjustments -39 67 158 303 471 503 674<br />

FX adjustments 19 -29 -33 24 -12 51 43<br />

Net income after tax 90 120 132 144 44 120 333<br />

Dividends -3 0 0 0 0 0 0<br />

Book value YE 245 333 417 585 617 1,003 1,382<br />

Source: Company data, Uni<strong>Credit</strong> Research<br />

Ownership structure Since 2005, <strong>Borealis</strong> has been majority owned by the International Petroleum<br />

Investment Company of Abu Dhabi (IPIC) and Austrian OMV AG. The shareholding of<br />

IPIC amounts to 64%, while OMV owns the remaining 36% in <strong>Borealis</strong>. Founded in 1984,<br />

IPIC, in turn, is fully owned by the government of the Emirate of Abu Dhabi (Aa3s/AAs/--). The<br />

company is a state-owned enterprise created to oversee the Emirate's international<br />

investments in refining, petrochemicals and other hydrocarbon-related sectors. IPIC also<br />

holds a 24.8% stake in <strong>Borealis</strong>' other shareholder, Vienna-based OMV (A3s/--/A-s) AG.<br />

Founded in 1954, OMV is Austria's main Oil & Gas company (the Austrian government owns<br />

a 31.4% stake) with a broad asset base in its home country as well as in Germany (45% in<br />

Bayernoil Raffineriegesellschaft GmbH) and Romania (51% in Petrom SA). Further assets<br />

include a 55.4% stake in Turkish Petrol Ofisi A.Ş. and 16.67% in the international gas pipeline<br />

project Nabucco. The company also owns a majority stake in the Adria-Wien-Pipeline, which<br />

supplies <strong>Borealis</strong>' sites in Wien Schwechat as well as its site in Burghausen with crude oil.<br />

Possible combination with<br />

NOVA chemicals<br />

<strong>Borealis</strong> maintains high-level cooperation with Canada-based petrochemicals producer<br />

NOVA Chemicals (Ba1s/BBp/BB-p; FY11 sales: USD 5.2bn; Operating profit: USD 1bn),<br />

which is owned by <strong>Borealis</strong>' shareholder IPIC. Currently, according to <strong>Borealis</strong>, there is<br />

no fixed timetable for a combination of both companies. While <strong>Borealis</strong> and its<br />

shareholders OMV and IPIC signed an "agreement in principle" in September 2009 for the<br />

cooperation and possible combination with NOVA Chemicals (at that time, the purchase of a<br />

24.9% minority stake in NOVA by <strong>Borealis</strong> was contemplated), to date no transaction has<br />

happened and according to management this is not expected in the short term.<br />

Management Strategy<br />

General mission statement <strong>Borealis</strong> aims to be the leading provider of innovative and value-creating plastic<br />

Uni<strong>Credit</strong> Research page 5 See last pages for disclaimer.


8 June 2012 <strong>Credit</strong> Research<br />

<strong>Credit</strong> Flash - <strong>Borealis</strong> AG<br />

solutions. The company is striving to move away from being a supplier of commodity<br />

plastics, such as standard grade polyethylene and polypropylene, towards being a supplier of<br />

plastic solutions, offering products that address global challenges in the field of mobility,<br />

infrastructure and advanced packaging. Already around 60% of its products are considered<br />

specialties, while around 40% are commodities. In close cooperation with its customers,<br />

<strong>Borealis</strong> aims to improve the performance properties of its products through continuous focus<br />

on research and development-based innovation. The group maintains several leading<br />

proprietary technologies such as Borstar (for the production of polyethylene and<br />

polypropylene). We note that <strong>Borealis</strong> has invested in research centers in the past (e.g.<br />

research center in Austria; innovation center in Abu Dhabi for its Borouge JV) highlighting<br />

their commitment to R&D.<br />

Growth strategy <strong>Borealis</strong>' growth strategy is mainly centered on organic growth through selected<br />

acquisitions. While current investment projects include a new catalyst plant in Austria (using<br />

<strong>Borealis</strong> proprietary production technology Sirius), according to management there are no<br />

significant capex projects in the pipeline. In that respect, we note that there is no update on<br />

the group's involvement in the multi-billion dollar base chemicals project in Uzbekistan or in<br />

Chemaweyaat (Abu Dhabi), which have been discussed in the past. On average, annual<br />

capex spending over the last three years was in line with depreciation levels (FY11: 1.0x<br />

capex/D&A), which is a good proxy for future capex spending (annual maintenance capex are<br />

around EUR 200mn). We note that <strong>Borealis</strong> is constantly monitoring its asset base in order to<br />

improve the cost competitiveness of its European production assets. In FY11, this has<br />

resulted in the closure of two melamine plants.<br />

In terms of external growth, to date <strong>Borealis</strong> has focused on contributions to its Borouge JV<br />

(for capacity expansion), while carrying out medium-sized acquisitions. Regarding the latter,<br />

we highlight the group's acquisition of fertilizer producer PEC-Rhin in November 2011.<br />

Looking ahead, we expect small-to-medium-sized acquisitions. This does not include a<br />

potential purchase of a minority stake in NOVA Chemicals (please see above).<br />

Financial targets The main financial targets of the group are the gearing ratio and ROCE. Owing to the<br />

sensitivity of the petrochemical industry to economic cycles, management considers a target<br />

gearing ratio of between 40% and 60%. At FYE 2011, this ratio was at 35% (vs. 37% at FYE<br />

2010) and thereby at the lower end of the group's target range. Another key performance<br />

indicator is average return on capital employed (ROCE) for which <strong>Borealis</strong> targets a level of<br />

above 11%. Following a couple of years of coming in below this target, <strong>Borealis</strong> achieved a<br />

level of 13% in FY11.<br />

Dividend policy <strong>Borealis</strong> does not have a formal dividend policy in place. Dividends to its shareholders<br />

fluctuated in the past (i.e. no dividend payouts in FY09 and FY10), but were in the area of<br />

EUR 100-110mn in FY11 and FY12.<br />

Financial Profile<br />

Latest results With 2011 marked by a volatile market environment, <strong>Borealis</strong>' FY11 results were solid.<br />

While 1H11 was characterized by solid demand levels with strong pressure on input costs,<br />

conditions in 2H11 deteriorated. FY11 sales of EUR 7.1bn were up by 13% mostly due to<br />

higher prices with largely flat volumes (e.g. Polyolefins volumes up by 0.4% yoy). Due to<br />

strongly rising feedstock costs (+17% yoy), operating profit declined by 18% yoy to EUR<br />

285mn. In the first full year of production, Borouge was the main driver of the strong increase<br />

in the share of income from associates (to EUR 333mn vs. EUR 120mn in FY10), which is not<br />

included in the calculation of operating profit. In terms of cash generation, <strong>Borealis</strong> posted<br />

negative free cash flow (after capex and dividends) of EUR -141mn due to a step up in capex<br />

(EUR 282mn vs. EUR 136mn in the prior year), dividends (EUR 101mn vs. no payout in<br />

Uni<strong>Credit</strong> Research page 6 See last pages for disclaimer.


8 June 2012 <strong>Credit</strong> Research<br />

<strong>Credit</strong> Flash - <strong>Borealis</strong> AG<br />

FY10) and continued strong working capital outflows (which we estimate at EUR 131mn in<br />

FY11 vs. EUR 151mn in FY10; <strong>Borealis</strong> does not disclose working capital movements in the<br />

cash flow statement). At FYE 2011, adjusted net leverage stood at 2.8x (almost flat yoy) with<br />

the gearing ratio at 35% (vs. 37% in the prior year).<br />

In 1Q12, the market environment was difficult, especially in the European Polyolefins<br />

segment, while Borouge and Fertilizers performed robustly. On a group basis, <strong>Borealis</strong> posted<br />

a slight increase in sales (around 1.3% to EUR 1.9bn) with a corresponding 20% decline in<br />

net profit. During 1Q12, the group recorded a EUR 186mn (EUR 195mn in 1Q11) increase in<br />

debt, which was due to seasonal working capital outflows, the funding of the PEC-Rhin<br />

acquisition and the dividend payment. The gearing ratio improved yoy to 40% (vs. 43% in<br />

1Q11).<br />

SEQUENTIAL DEVELPOMENT OF OPERATING PERFORMANCE FROM 2010 THROUGH 1Q12<br />

EUR mn 1Q10 2Q10 3Q10 4Q10 1Q11 2Q11 3Q11 4Q11 1Q12<br />

Sales 1,412 1,614 1,590 1,653 1,859 1,897 1,751 1,589 1,882<br />

change qoq 11.4% 14.3% -1.5% 4.0% 12.5% 2.0% -7.7% -9.3% 18.4%<br />

Net profit 54 92 54 134 174 168 107 58 140<br />

Changes in<br />

net debt 214 -76 -103 -9 195 -12 -17 -82 186<br />

Net debt rep. 1245 1169 1066 1058 1253 1241 1224 1142 1328<br />

Gearing 49% 44% 39% 37% 43% 41% 38% 35% 40%<br />

Source: <strong>Borealis</strong>, Uni<strong>Credit</strong> Research<br />

Outlook and current trading For FY12, <strong>Borealis</strong> remains cautious in light of macro concerns, expecting a gradual<br />

recovery over the remainder of the year despite current difficult operating conditions.<br />

Current trading in 2Q12 in Europe is challenging with low visibility and cautious order behavior<br />

from customers, leading to lower capacity utilization (still above 80% according to<br />

management, but down from 1Q12 levels) and product prices (see chart below).<br />

Nevertheless, the recent decline in the oil price (from USD 125/bbl to below USD 100/bbl) is<br />

expected to lead to a decrease in working capital requirements. Compared to Europe,<br />

<strong>Borealis</strong> considers market conditions in Asia to be much brighter (e.g. robust demand levels),<br />

which bodes well for its Borouge JV.<br />

SELECTED PETROCHEMICAL PRODUCT PRICES<br />

5,000<br />

4,500<br />

4,000<br />

3,500<br />

3,000<br />

2,500<br />

2,000<br />

1,500<br />

1,000<br />

500<br />

0<br />

1/1/2008<br />

3/1/2008<br />

Ethylene,Eur Spot FD NWE Pipe E/MT Propylene (P),Spot CIF NWE E/MT Butadiene,Spot FOB Rdam U$/MT<br />

5/1/2008<br />

7/1/2008<br />

9/1/2008<br />

11/1/2008<br />

1/1/2009<br />

3/1/2009<br />

5/1/2009<br />

7/1/2009<br />

9/1/2009<br />

11/1/2009<br />

1/1/2010<br />

3/1/2010<br />

5/1/2010<br />

7/1/2010<br />

9/1/2010<br />

11/1/2010<br />

1/1/2011<br />

3/1/2011<br />

5/1/2011<br />

7/1/2011<br />

9/1/2011<br />

11/1/2011<br />

1/1/2012<br />

3/1/2012<br />

5/1/2012<br />

Source: Datastream, Uni<strong>Credit</strong> Research<br />

Liquidity position <strong>Borealis</strong>' liquidity position rests on available cash on balance sheet, operating cash<br />

flows and unutilized credit facilities. At the end of 2011, cash balances were at EUR 96mn.<br />

Uni<strong>Credit</strong> Research page 7 See last pages for disclaimer.


8 June 2012 <strong>Credit</strong> Research<br />

<strong>Credit</strong> Flash - <strong>Borealis</strong> AG<br />

The main operating liquidity requirements relate to capital expenditure (the company's<br />

guidance is for lower capex than in FY11 [EUR 282mn] given that there are no significant<br />

capex projects in the pipeline for FY12; annual maintenance capex: EUR 150mn), working<br />

capital requirements (mainly determined by volatility in the oil price and its impact on<br />

inventories), dividends (EUR 110mn to be paid in FY11) and the funding of the PEC-Rhin<br />

acquisition (we estimate an outflow of EUR 100mn). <strong>Borealis</strong> has access to a syndicated<br />

revolving credit facility of EUR 1.1bn (around EUR 163mn used; maturing in July 2013) and a<br />

further EUR 166mn (in undrawn evergreen facilities, but including a one-year cancellation<br />

notice) in export credit lines. Some of the financing agreements are subject to a gearing (max.<br />

125%; FY11: 35%) and solvency (min. 30%; FY11: 53%) covenant. As a further liquidity<br />

source, <strong>Borealis</strong> has a securitization program in place under which it sells eligible securities<br />

on a non-recourse (true sale) basis to external parties. EUR 403mn worth of receivables were<br />

sold as of 31 December 2011 (down from EUR 427mn yoy). <strong>Borealis</strong> faces around EUR 200-<br />

220mn of debt maturities in FY12 and FY13 with the majority relating to the drawing under the<br />

RCF.<br />

Debt metrics At the end of 2011, adjusted net leverage was 2.8x, which was down from the peak level<br />

of 5.1x achieved in bottom-of-the-cycle conditions in FY09. Over a 3Y period, adjusted<br />

net leverage stands at an average of 3.5x, while being close to 3.0x on average over a 5Y<br />

period. We adjust <strong>Borealis</strong>' debt position for unfunded pension obligations (FY11: EUR<br />

224mn), operating leases (EUR 29mn) as well as factoring (EUR 255mn). The group's equity<br />

ratio stood at 54% at FYE 2011 (FYE 2010: 52%; 3Y average: 52%; 5Y average: 51%)<br />

reflecting the conservatively funded capital structure. In terms of cash flow coverage, we<br />

calculate cash flow from operations/adjusted net debt of 14% in FY11 (vs. 17% in FY10),<br />

which is below the 3Y average of 20% and 5Y average of 26%, with the deterioration being,<br />

among other things, due to continued working capital outflows in FY10 and FY11.<br />

<strong>Credit</strong> Profile<br />

<strong>Credit</strong> profile <strong>Borealis</strong>' credit profile is supported by the conservative financing strategy (equity ratio<br />

stands above 50%), strong diversification (i.e. serves a variety of end-markets),<br />

backward integration, leading market positions and strong innovation focus of <strong>Borealis</strong><br />

as well as the group's stable shareholder background. On a more negative note, we note<br />

that <strong>Borealis</strong> operates in a cyclical industry that is also currently facing difficult market<br />

conditions, is subject to significant input cost volatility (that can negatively impact margins and<br />

influence working capital requirements) and faces high capex requirements with the capacity<br />

expansion at Borouge (although most is expected to be covered by the JV's earnings<br />

contribution). With regard to event risk, we highlight the group's prudent focus on smaller bolton<br />

acquisitions, but note the existing uncertainties surrounding the potential acquisition of a<br />

minority stake in NOVA Chemicals.<br />

Uni<strong>Credit</strong> Research page 8 See last pages for disclaimer.


FINANCIAL STATISTICS<br />

8 June 2012 <strong>Credit</strong> Research<br />

<strong>Credit</strong> Flash - <strong>Borealis</strong> AG<br />

EUR mn 2006 2007 2008 2009 2010 2011<br />

Sales 5,742 6,350 6,697 4,714 6,269 7,096<br />

EBIT margin adj. 6.4% 7.3% 2.7% 0.8% 5.9% 4.2%<br />

EBITDA rep. 513 666 428 261 610 569<br />

EBITDA margin adj. 9.2% 10.7% 6.6% 5.9% 10.0% 8.2%<br />

Net income 328 533 239 38 333 506<br />

Funds from operations (FFO)* 443 691 100 250 558 305<br />

Operating cash flow 277 647 144 395 268 242<br />

Free cash flow rep. (after Capex) 18 147 -336 50 132 -40<br />

Dividend payment -45 -45 -110 0 0 -101<br />

Retained cash flow (RCF)* 398 646 -10 250 558 204<br />

Acquisitions/disposals 3 188 -4 1 -213 69<br />

Share buybacks/issues 0 0 0 0 0 0<br />

Total debt rep. 554 579 1,049 965 1,121 1,238<br />

Net debt rep. 523 530 983 928 987 1,142<br />

Adj. for pensions 157 185 165 182 229 224<br />

Adj. for operating leases and others 350 348 244 307 339 284<br />

Net debt adj. 1,029 1,062 1,392 1,417 1,555 1,650<br />

DEBT LEVERAGE DEBT MATURITY PROFILE AS OF 31 DECEMBER 2011<br />

70%<br />

60%<br />

50%<br />

40%<br />

30%<br />

20%<br />

10%<br />

0%<br />

CREDIT METRICS<br />

FFO adj. / net debt adj. Net debt adj. / EBITDA adj. (RS)<br />

2006 2007 2008 2009 2010 2011<br />

6.0<br />

5.0<br />

4.0<br />

3.0<br />

2.0<br />

1.0<br />

0.0<br />

Uni<strong>Credit</strong> Research page 9 See last pages for disclaimer.<br />

in EUR mn<br />

1,400<br />

1,200<br />

1,000<br />

800<br />

600<br />

400<br />

200<br />

0<br />

Available<br />

Liquidity<br />

as of<br />

2011<br />

Bonds Other Debt Cash Available RCF<br />


Disclaimer<br />

8 June 2012 <strong>Credit</strong> Research<br />

<strong>Credit</strong> Flash - <strong>Borealis</strong> AG<br />

Our recommendations are based on information obtained from, or are based upon public information sources that we consider to be reliable but for the completeness and accuracy of<br />

which we assume no liability. All estimates and opinions included in the report represent the independent judgment of the analysts as of the date of the issue. We reserve the<br />

right to modify the views expressed herein at any time without notice. Moreover, we reserve the right not to update this information or to discontinue it altogether without notice.<br />

This analysis is for information purposes only and (i) does not constitute or form part of any offer for sale or subscription of or solicitation of any offer to buy or subscribe for any<br />

financial, money market or investment instrument or any security, (ii) is neither intended as such an offer for sale or subscription of or solicitation of an offer to buy or subscribe<br />

for any financial, money market or investment instrument or any security nor (iii) as an advertisement thereof. The investment possibilities discussed in this report may not be<br />

suitable for certain investors depending on their specific investment objectives and time horizon or in the context of their overall financial situation. The investments discussed<br />

may fluctuate in price or value. Investors may get back less than they invested. Changes in rates of exchange may have an adverse effect on the value of investments.<br />

Furthermore, past performance is not necessarily indicative of future results. In particular, the risks associated with an investment in the financial, money market or investment<br />

instrument or security under discussion are not explained in their entirety.<br />

This information is given without any warranty on an "as is" basis and should not be regarded as a substitute for obtaining individual advice. Investors must make their own<br />

determination of the appropriateness of an investment in any instruments referred to herein based on the merits and risks involved, their own investment strategy and their legal,<br />

fiscal and financial position. As this document does not qualify as an investment recommendation or as a direct investment recommendation, neither this document nor any part<br />

of it shall form the basis of, or be relied on in connection with or act as an inducement to enter into, any contract or commitment whatsoever. Investors are urged to contact their<br />

bank's investment advisor for individual explanations and advice.<br />

Neither Uni<strong>Credit</strong> Bank, Uni<strong>Credit</strong> Bank London, Uni<strong>Credit</strong> Securities, Uni<strong>Credit</strong> Menkul, Uni<strong>Credit</strong> Romania, Zagrebačka banka and Uni<strong>Credit</strong> Bulbank nor any of their<br />

respective directors, officers or employees nor any other person accepts any liability whatsoever (in negligence or otherwise) for any loss howsoever arising from any use of this<br />

document or its contents or otherwise arising in connection therewith.<br />

This analysis is being distributed by electronic and ordinary mail to professional investors, who are expected to make their own investment decisions without undue reliance on<br />

this publication, and may not be redistributed, reproduced or published in whole or in part for any purpose.<br />

Responsibility for the content of this publication lies with:<br />

a) Uni<strong>Credit</strong> Bank AG (Uni<strong>Credit</strong> Bank), Am Tucherpark 16, 80538 Munich, Germany, (also responsible for the distribution pursuant to §34b WpHG). The company belongs to<br />

Uni<strong>Credit</strong> Group. Regulatory authority: “BaFin“ <strong>–</strong> Bundesanstalt für Finanzdienstleistungsaufsicht, Lurgiallee 12, 60439 Frankfurt, Germany.<br />

b) Uni<strong>Credit</strong> Bank AG London Branch (Uni<strong>Credit</strong> Bank London), Moor House, 120 London Wall, London EC2Y 5ET, United Kingdom. Regulatory authority: “BaFin“ <strong>–</strong> Bundesanstalt für<br />

Finanzdienstleistungsaufsicht, Lurgiallee 12, 60439 Frankfurt, Germany and subject to limited regulation by the Financial Services Authority (FSA), 25 The North Colonnade,<br />

Canary Wharf, London E14 5HS, United Kingdom. Details about the extent of our regulation by the Financial Services Authority are available from us on request.<br />

c) CJSC Uni<strong>Credit</strong> Securities Russia (Uni<strong>Credit</strong> Securities), Boulevard Ring Office Building, 17/1 Chistoprudni Boulevard, Moscow 101000, Russia. Regulatory authority: Federal<br />

Service on Financial Markets, 9 Leninsky prospekt, Moscow 119991, Russia<br />

d) Uni<strong>Credit</strong> Menkul Değerler A.Ş. (Uni<strong>Credit</strong> Menkul), Büyükdere Cad. No. 195, Büyükdere Plaza Kat. 5, 34394 Levent, Istanbul, Turkey. Regulatory authority: Sermaye<br />

Piyasası Kurulu <strong>–</strong> Capital Markets Board of Turkey, Eskişehir Yolu 8.Km No:156, 06530 Ankara, Turkey<br />

e) Uni<strong>Credit</strong> CAIB Securities Romania (Uni<strong>Credit</strong> Romania), Str. Nicolae Caramfil nr. 25, Etaj 5, Sector 1, Bucharest, Romania. Regulatory authority: CNVM, Romanian National<br />

Securities Commission, Foisurului street, no. 2, sector 3, Bucharest, Romania<br />

f) Zagrebačka banka, Paromlinska 2, HR-10000 Zagreb, Croatia. Regulatory authority: Croatian Agency for Supervision of Financial Services, Miramarska 24B, 10000 Zagreb, Croatia<br />

g) Uni<strong>Credit</strong> Bulbank, Sveta Nedelya Sq. 7, BG-1000 Sofia, Bulgaria. Regulatory authority: Financial Supervision Commission (FSC), 33 Shar Planina str.,1303 Sofia, Bulgaria<br />

This report may contain excerpts sourced from Uni<strong>Credit</strong> Bank Russia, Uni<strong>Credit</strong> Tiriac Bank, Bank Pekao or Yapi Kredi all members of the Uni<strong>Credit</strong> group. If so, the pieces and<br />

the contents have not been materially altered.<br />

POTENTIAL CONFLICTS OF INTERESTS<br />

Company Key<br />

Key 1a: Uni<strong>Credit</strong> Bank AG, Uni<strong>Credit</strong> Bank AG London Branch, CJSC Uni<strong>Credit</strong> Securities Russia, Uni<strong>Credit</strong> Menkul Değerler A.Ş., Zagrebačka banka, Uni<strong>Credit</strong> CAIB Securities<br />

Romania S.A., Uni<strong>Credit</strong> Bulbank, Uni<strong>Credit</strong> Bank Czech Republic, Uni<strong>Credit</strong> Bank Slovakia, Uni<strong>Credit</strong> CAIB Romania and/or a company affiliated with it (pursuant to relevant<br />

domestic law) owns at least 2% of the capital stock of the company.<br />

Key 1b: The analyzed company owns at least 2% of the capital stock of Uni<strong>Credit</strong> Bank AG, Uni<strong>Credit</strong> Bank AG London Branch, CJSC Uni<strong>Credit</strong> Securities Russia, Uni<strong>Credit</strong> Menkul<br />

Değerler A.Ş., Zagrebačka banka, Uni<strong>Credit</strong> CAIB Securities Romania S.A., Uni<strong>Credit</strong> Bulbank, Uni<strong>Credit</strong> Bank Czech Republic, Uni<strong>Credit</strong> Bank Slovakia and Uni<strong>Credit</strong> CAIB<br />

Romania and/or a company affiliated with it (pursuant to relevant domestic law).<br />

Key 2: Uni<strong>Credit</strong> Bank AG, Uni<strong>Credit</strong> Bank AG London Branch, CJSC Uni<strong>Credit</strong> Securities Russia, Uni<strong>Credit</strong> Menkul Değerler A.Ş., Zagrebačka banka, Uni<strong>Credit</strong> CAIB Securities<br />

Romania S.A., Uni<strong>Credit</strong> Bulbank, Uni<strong>Credit</strong> Bank Czech Republic, Uni<strong>Credit</strong> Bank Slovakia and Uni<strong>Credit</strong> CAIB Romania and/or a company affiliated with it (pursuant to relevant<br />

domestic law) belonged to a syndicate that has acquired securities or any related derivatives of the analyzed company within the twelve months preceding publication, in<br />

connection with any publicly disclosed offer of securities of the analyzed company, or in any related derivatives.<br />

Key 3: Uni<strong>Credit</strong> Bank AG, Uni<strong>Credit</strong> Bank AG London Branch, CJSC Uni<strong>Credit</strong> Securities Russia, Uni<strong>Credit</strong> Menkul Değerler A.Ş., Zagrebačka banka, Uni<strong>Credit</strong> CAIB Securities<br />

Romania S.A., Uni<strong>Credit</strong> Bulbank, Uni<strong>Credit</strong> Bank Czech Republic, Uni<strong>Credit</strong> Bank Slovakia and Uni<strong>Credit</strong> CAIB Romania and/or a company affiliated (pursuant to relevant<br />

domestic law) administers the securities issued by the analyzed company on the stock exchange or on the market by quoting bid and ask prices (i.e. acts as a market maker or<br />

liquidity provider in the securities of the analyzed company or in any related derivatives).<br />

Key 4: The analyzed company and Uni<strong>Credit</strong> Bank AG, Uni<strong>Credit</strong> Bank AG London Branch, CJSC Uni<strong>Credit</strong> Securities Russia, Uni<strong>Credit</strong> Menkul Değerler A.Ş., Zagrebačka<br />

banka, Uni<strong>Credit</strong> CAIB Securities Romania S.A., Uni<strong>Credit</strong> Bulbank, Uni<strong>Credit</strong> Bank Czech Republic, Uni<strong>Credit</strong> Bank Slovakia and Uni<strong>Credit</strong> CAIB Romania and/or a company<br />

affiliated (pursuant to relevant domestic law) concluded an agreement on services in connection with investment banking transactions in the last 12 months, in return for which<br />

the Bank received a consideration or promise of consideration.<br />

Key 5: The analyzed company and Uni<strong>Credit</strong> Bank AG, Uni<strong>Credit</strong> Bank AG London Branch, CJSC Uni<strong>Credit</strong> Securities Russia, Uni<strong>Credit</strong> Menkul Değerler A.Ş., Zagrebačka<br />

banka, Uni<strong>Credit</strong> CAIB Securities Romania S.A. , Uni<strong>Credit</strong> Bulbank, Uni<strong>Credit</strong> Bank Czech Republic, Uni<strong>Credit</strong> Bank Slovakia, Uni<strong>Credit</strong> CAIB Romania and/or a company<br />

affiliated (pursuant to relevant domestic law) have concluded an agreement on the preparation of analyses.<br />

Key 6a: Employees of Uni<strong>Credit</strong> Bank AG Milan Branch and/or members of the Board of Directors of Uni<strong>Credit</strong> (pursuant to relevant domestic law) are members of the Board of<br />

Directors of the Issuer. Members of the Board of Directors of the Issuer hold office in the Board of Directors of Uni<strong>Credit</strong> (pursuant to relevant domestic law).<br />

Key 6b: The analyst is on the supervisory/management board of the company they cover.<br />

Key 7: Uni<strong>Credit</strong> Bank AG Milan Branch and/or other Italian banks belonging to the Uni<strong>Credit</strong> Group (pursuant to relevant domestic law) extended significant amounts of credit<br />

facilities to the Issuer.<br />

RECOMMENDATIONS, RATINGS AND EVALUATION METHODOLOGY<br />

Company Date Rating Currency Target price<br />

Overview of our ratings<br />

You will find the history of rating regarding recommendation changes as well as an overview of the breakdown in absolute and relative terms of our investment ratings on our<br />

websites www.research.unicreditgroup.eu and www.cib-unicredit.com/research-disclaimer under the heading “Disclaimer.”<br />

Note on what the evaluation of equities is based:<br />

Uni<strong>Credit</strong> Research page 10


8 June 2012 <strong>Credit</strong> Research<br />

We currently use a three-tier recommendation system for the stocks in our formal coverage: Buy, Hold, or Sell (see definitions below):<br />

<strong>Credit</strong> Flash - <strong>Borealis</strong> AG<br />

A Buy is applied when the expected total return over the next twelve months is higher than the stock's cost of equity.<br />

A Hold is applied when the expected total return over the next twelve months is lower than its cost of equity but higher than zero.<br />

A Sell is applied when the stock's expected total return over the next twelve months is negative.<br />

We employ three further categorizations for stocks in our coverage:<br />

Restricted: A rating and/or financial forecasts and/or target price is not disclosed owing to compliance or other regulatory considerations such as blackout period or conflict of interest.<br />

Coverage in transition: Due to changes in the research team, the disclosure of a stock's rating and/or target price and/or financial information are temporarily suspended. The<br />

stock remains in the research universe and disclosures of relevant information will be resumed in due course.<br />

Not rated: Suspension of coverage.<br />

Company valuations are based on the following valuation methods: Multiple-based models (P/E, P/cash flow, EV/sales, EV/EBIT, EV/EBITA, EV/EBITDA), peer-group<br />

comparisons, historical valuation approaches, discount models (DCF, DVMA, DDM), break-up value approaches or asset-based evaluation methods. Furthermore,<br />

recommendations are also based on the Economic profit approach. Valuation models are dependent on macroeconomic factors, such as interest rates, exchange rates, raw<br />

materials, and on assumptions about the economy. Furthermore, market sentiment affects the valuation of companies. The valuation is also based on expectations that might<br />

change rapidly and without notice, depending on developments specific to individual industries. Our recommendations and target prices derived from the models might therefore<br />

change accordingly. The investment ratings generally relate to a 12-month horizon. They are, however, also subject to market conditions and can only represent a snapshot. The<br />

ratings may in fact be achieved more quickly or slowly than expected, or need to be revised upward or downward.<br />

Note on the bases of evaluation for interest-bearing securities:<br />

Our investment ratings are in principle judgments relative to an index as a benchmark.<br />

Issuer level:<br />

Marketweight: We recommend having the same portfolio exposure in the name as the respective reference index (the iBoxx index universe for high-grade names and the ML<br />

EUR HY index for sub-investment grade names).<br />

Overweight: We recommend having a higher portfolio exposure in the name as the respective reference index (the iBoxx index universe for high-grade names and the ML EUR<br />

HY index for sub-investment grade names).<br />

Underweight: We recommend having a lower portfolio exposure in the name as the respective reference index (the iBoxx index universe for high-grade names and the ML EUR<br />

HY index for sub-investment grade names).<br />

Instrument level:<br />

Core hold: We recommend holding the respective instrument for investors who already have exposure.<br />

Sell: We recommend selling the respective instrument for investors who already have exposure.<br />

Buy: We recommend buying the respective instrument for investors who already have exposure.<br />

Trading recommendations for fixed-interest securities mostly focus on the credit spread (yield difference between the fixed-interest security and the relevant government bond or<br />

swap rate) and on the rating views and methodologies of recognized agencies (S&P, Moody’s, Fitch). Depending on the type of investor, investment ratings may refer to a short<br />

period or to a 6 to 9-month horizon. Please note that the provision of securities services may be subject to restrictions in certain jurisdictions. You are required to acquaint<br />

yourself with local laws and restrictions on the usage and the availability of any services described herein. The information is not intended for distribution to or use by any person<br />

or entity in any jurisdiction where such distribution would be contrary to the applicable law or provisions.<br />

The prices used in the analysis are the closing prices of the appropriate local trading system or the closing prices on the relevant local stock exchanges available on the day after<br />

the mentioned date at 2:00 GMT, unless otherwise specified. In the case of unlisted stocks, the average market prices based on various major broker sources (OTC market)<br />

on the day after the mentioned date at 2:00 GMT, are used, unless otherwise specified. The exact closing time depends where the stock is traded: Bulgaria 13:00 GMT,<br />

Croatia 14:00 GMT, Czech Republic 14:00 GMT, Hungary 15:10 GMT, Kazakhstan 11:00 GMT, Poland 15:35 GMT, Romania 13:30 GMT, Russia 15:45 GMT, Serbia 11:00 GMT,<br />

Slovenia 11:00 GMT, Turkey 12:30 GMT, Ukraine 15:35 GMT, United Kingdom 16:30 GMT and United States 20:00 GMT.<br />

The MSCI sourced information is the exclusive property of Morgan Stanley Capital International Inc. (MSCI). Without prior written permission of MSCI, this information and any<br />

other MSCI intellectual property may not be reproduced, redisseminated or used to create any financial products, including any indices. This information is provided on an “as is”<br />

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The Global Industry Classification Standard (GICS) was developed by and is the exclusive property of Morgan Stanley Capital International Inc. and Standard & Poor’s. GICS is a<br />

service mark of MSCI and S&P and has been licensed for use by Uni<strong>Credit</strong> Bank AG.<br />

Coverage Policy<br />

A list of the companies covered by Uni<strong>Credit</strong> Bank, Uni<strong>Credit</strong> Bank London, Uni<strong>Credit</strong> Securities, Uni<strong>Credit</strong> Menkul, Uni<strong>Credit</strong> Romania, Zagrebačka banka and Uni<strong>Credit</strong> Bulbank is<br />

available upon request.<br />

Frequency of reports and updates<br />

It is intended that each of these companies be covered at least once a year, in the event of key operations and/or changes in the recommendation.<br />

SIGNIFICANT FINANCIAL INTEREST:<br />

Uni<strong>Credit</strong> Bank, Uni<strong>Credit</strong> Bank London, Uni<strong>Credit</strong> Securities, Uni<strong>Credit</strong> Menkul, Uni<strong>Credit</strong> Romania, Zagrebačka banka and Uni<strong>Credit</strong> Bulbank and/or a company affiliated (pursuant to<br />

relevant national German, Italian, Austrian, UK, Russian and Turkish law) with them regularly trade shares of the analyzed company. Uni<strong>Credit</strong> Bank, Uni<strong>Credit</strong> Bank London,<br />

Uni<strong>Credit</strong> Securities, Uni<strong>Credit</strong> Menkul, Uni<strong>Credit</strong> Romania, Zagrebačka banka and Uni<strong>Credit</strong> Bulbank may hold significant open derivative positions on the stocks of the company<br />

which are not delta-neutral.<br />

Analyses may refer to one or several companies and to the securities issued by them. In some cases, the analyzed issuers have actively supplied information for this analysis.<br />

ANALYST DECLARATION<br />

The author’s remuneration has not been, and will not be, geared to the recommendations or views expressed in this study, neither directly nor indirectly.<br />

ORGANIZATIONAL AND ADMINISTRATIVE ARRANGEMENTS TO AVOID AND PREVENT CONFLICTS OF INTEREST<br />

To prevent or remedy conflicts of interest, Uni<strong>Credit</strong> Bank, Uni<strong>Credit</strong> Bank London, Uni<strong>Credit</strong> Securities, Uni<strong>Credit</strong> Menkul, Uni<strong>Credit</strong> Romania, Zagrebačka banka and Uni<strong>Credit</strong><br />

Bulbank have established the organizational arrangements required from a legal and supervisory aspect, adherence to which is monitored by its compliance department. Conflicts<br />

of interest arising are managed by legal and physical and non-physical barriers (collectively referred to as “Chinese Walls”) designed to restrict the flow of information between<br />

one area/department of Uni<strong>Credit</strong> Bank, Uni<strong>Credit</strong> Bank London, Uni<strong>Credit</strong> Securities, Uni<strong>Credit</strong> Menkul, Uni<strong>Credit</strong> Romania, Zagrebačka banka and Uni<strong>Credit</strong> Bulbank and another. In<br />

particular, Investment Banking units, including corporate finance, capital market activities, financial advisory and other capital raising activities, are segregated by physical and<br />

non-physical boundaries from Markets Units, as well as the research department. Disclosure of publicly available conflicts of interest and other material interests is made in the<br />

research. Analysts are supervised and managed on a day-to-day basis by line managers who do not have responsibility for Investment Banking activities, including corporate<br />

finance activities, or other activities other than the sale of securities to clients.<br />

ADDITIONAL REQUIRED DISCLOSURES UNDER THE LAWS AND REGULATIONS OF JURISDICTIONS INDICATED<br />

Notice to Australian investors<br />

This publication is intended for wholesale clients in Australia subject to the following:<br />

Uni<strong>Credit</strong> Bank AG and its branches do not hold an Australian Financial Services licence but are exempt from the requirement to hold a licence under the Act in respect of the<br />

financial services to wholesale clients. Uni<strong>Credit</strong> Bank AG and its branches are regulated by BaFin under German laws, which differ from Australian laws. This document is only<br />

for distribution to wholesale clients as defined in Section 761G of the Corporations Act. Uni<strong>Credit</strong> Bank AG and its branches are not Authorised Deposit Taking Institutions under<br />

the Banking Act 1959 and are not authorised to conduct a banking business in Australia.<br />

Uni<strong>Credit</strong> Research page 11


8 June 2012 <strong>Credit</strong> Research<br />

<strong>Credit</strong> Flash - <strong>Borealis</strong> AG<br />

Notice to Austrian investors<br />

This document does not constitute or form part of any offer for sale or subscription of or solicitation of any offer to buy or subscribe for any securities and neither this document<br />

nor any part of it shall form the basis of, or be relied on in connection with or act as an inducement to enter into, any contract or commitment whatsoever.<br />

This document is confidential and is being supplied to you solely for your information and may not be reproduced, redistributed or passed on to any other person or published, in<br />

whole or part, for any purpose.<br />

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This report is intended for clients of Uni<strong>Credit</strong> Bank, Uni<strong>Credit</strong> Bank London, Uni<strong>Credit</strong> Securities, Uni<strong>Credit</strong> Menkul, Uni<strong>Credit</strong> Romania, Zagrebačka banka and Uni<strong>Credit</strong> Bulbank in<br />

the Czech Republic and may not be used or relied upon by any other person for any purpose.<br />

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This document is not for distribution to retail clients as defined in article 26, paragraph 1(e) of Regulation n. 16190 approved by CONSOB on 29 October 2007.<br />

In the case of a short note, we invite the investors to read the related company report that can be found on Uni<strong>Credit</strong> Research website www.research.unicreditgroup.eu.<br />

Notice to Japanese investors<br />

This document does not constitute or form part of any offer for sale or subscription for or solicitation of any offer to buy or subscribe for any securities and neither this document<br />

nor any part of it shall form the basis of, or be relied on in connection with or act as an inducement to enter into, any contract or commitment whatsoever.<br />

Notice to Polish investors<br />

This document is intended solely for professional clients as defined in Art. 3 39b of the Trading in Financial Instruments Act of 29 July 2005. The publisher and distributor of the<br />

recommendation certifies that it has acted with due care and diligence in preparing the recommendation, however, assumes no liability for its completeness and accuracy.<br />

Notice to Russian investors<br />

As far as we are aware, not all of the financial instruments referred to in this analysis have been registered under the federal law of the Russian Federation "On the Securities<br />

Market" dated 22 April 1996, as amended (the "Law"), and are not being offered, sold, delivered or advertised in the Russian Federation. This analysis is intended for qualified<br />

investors, as defined by the Law, and shall not be distributed or disseminated to a general public and to any person, who is not a qualified investor.<br />

Notice to Turkish investors<br />

Investment information, comments and recommendations stated herein are not within the scope of investment advisory activities. Investment advisory services are provided in<br />

accordance with a contract of engagement on investment advisory services concluded with brokerage houses, portfolio management companies, non-deposit banks and the<br />

clients. Comments and recommendations stated herein rely on the individual opinions of the ones providing these comments and recommendations. These opinions may not suit<br />

your financial status, risk and return preferences. For this reason, to make an investment decision by relying solely on the information stated here may not result in consequences<br />

that meet your expectations.<br />

Notice to UK investors<br />

This communication is directed only at clients of Uni<strong>Credit</strong> Bank, Uni<strong>Credit</strong> Bank London, Uni<strong>Credit</strong> Securities, Uni<strong>Credit</strong> Menkul, Uni<strong>Credit</strong> Romania, Zagrebačka banka and Uni<strong>Credit</strong><br />

Bulbank who (i) have professional experience in matters relating to investments or (ii) are persons falling within Article 49(2)(a) to (d) (“high net worth companies, unincorporated<br />

associations, etc.”) of the United Kingdom Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 or (iii) to whom it may otherwise lawfully be communicated<br />

(all such persons together being referred to as “relevant persons”). This communication must not be acted on or relied on by persons who are not relevant persons. Any<br />

investment or investment activity to which this communication relates is available only to relevant persons and will be engaged in only with relevant persons.<br />

Notice to U.S. investors<br />

This report is being furnished to U.S. recipients in reliance on Rule 15a-6 ("Rule 15a-6") under the U.S. Securities Exchange Act of 1934, as amended. Each U.S. recipient of this<br />

report represents and agrees, by virtue of its acceptance thereof, that it is such a "major U.S. institutional investor" (as such term is defined in Rule 15a-6) and that it understands<br />

the risks involved in executing transactions in such securities. Any U.S. recipient of this report that wishes to discuss or receive additional information regarding any security or<br />

issuer mentioned herein, or engage in any transaction to purchase or sell or solicit or offer the purchase or sale of such securities, should contact a registered representative of<br />

Uni<strong>Credit</strong> Capital Markets, LLC.<br />

Any transaction by U.S. persons (other than a registered U.S. broker-dealer or bank acting in a broker-dealer capacity) must be effected with or through Uni<strong>Credit</strong> Capital Markets.<br />

The securities referred to in this report may not be registered under the U.S. Securities Act of 1933, as amended, and the issuer of such securities may not be subject to U.S.<br />

reporting and/or other requirements. Available information regarding the issuers of such securities may be limited, and such issuers may not be subject to the same auditing and<br />

reporting standards as U.S. issuers.<br />

The information contained in this report is intended solely for certain "major U.S. institutional investors" and may not be used or relied upon by any other person for any purpose.<br />

Such information is provided for informational purposes only and does not constitute a solicitation to buy or an offer to sell any securities under the Securities Act of 1933, as<br />

amended, or under any other U.S. federal or state securities laws, rules or regulations. The investment opportunities discussed in this report may be unsuitable for certain<br />

investors depending on their specific investment objectives, risk tolerance and financial position. In jurisdictions where Uni<strong>Credit</strong> Capital Markets is not registered or licensed to<br />

trade in securities, commodities or other financial products, transactions may be executed only in accordance with applicable law and legislation, which may vary from jurisdiction<br />

to jurisdiction and which may require that a transaction be made in accordance with applicable exemptions from registration or licensing requirements.<br />

The information in this publication is based on carefully selected sources believed to be reliable, but Uni<strong>Credit</strong> Capital Markets does not make any representation with respect to<br />

its completeness or accuracy. All opinions expressed herein reflect the author’s judgment at the original time of publication, without regard to the date on which you may receive<br />

such information, and are subject to change without notice.<br />

Uni<strong>Credit</strong> Capital Markets may have issued other reports that are inconsistent with, and reach different conclusions from, the information presented in this report. These<br />

publications reflect the different assumptions, views and analytical methods of the analysts who prepared them. Past performance should not be taken as an indication or<br />

guarantee of future performance, and no representation or warranty, express or implied, is provided in relation to future performance.<br />

Uni<strong>Credit</strong> Capital Markets and any company affiliated with it may, with respect to any securities discussed herein: (a) take a long or short position and buy or sell such securities;<br />

(b) act as investment and/or commercial bankers for issuers of such securities; (c) act as market makers for such securities; (d) serve on the board of any issuer of such<br />

securities; and (e) act as paid consultant or advisor to any issuer.<br />

The information contained herein may include forward-looking statements within the meaning of U.S. federal securities laws that are subject to risks and uncertainties. Factors<br />

that could cause a company’s actual results and financial condition to differ from expectations include, without limitation: political uncertainty, changes in general economic<br />

conditions that adversely affect the level of demand for the company’s products or services, changes in foreign exchange markets, changes in international and domestic<br />

financial markets and in the competitive environment, and other factors relating to the foregoing. All forward-looking statements contained in this report are qualified in their<br />

entirety by this cautionary statement.<br />

This document may not be distributed in Canada.<br />

Uni<strong>Credit</strong> Research page 12


Uni<strong>Credit</strong> Research*<br />

Michael Baptista<br />

Global Head of Research<br />

+44 207 826-1328<br />

michael.baptista@unicredit.eu<br />

<strong>Credit</strong> Research<br />

Luis Maglanoc, CFA, Head<br />

+49 89 378-12708<br />

luis.maglanoc@unicreditgroup.de<br />

<strong>Credit</strong> Strategy & Structured <strong>Credit</strong> Research<br />

Dr. Philip Gisdakis, Head<br />

<strong>Credit</strong> Strategy<br />

+49 89 378-13228<br />

philip.gisdakis@unicreditgroup.de<br />

Dr. Tim Brunne<br />

Quantitative <strong>Credit</strong> Strategy<br />

+49 89 378-13521<br />

tim.brunne@unicreditgroup.de<br />

Markus Ernst<br />

<strong>Credit</strong> Strategy & Structured <strong>Credit</strong><br />

+49 89 378-14213<br />

markus.ernst1@unicreditgroup.de<br />

Dr. Stefan Kolek<br />

EEMEA Corporate <strong>Credit</strong>s & Strategy<br />

+49 89 378-12495<br />

stefan.kolek@unicreditgroup.de<br />

Manuel Trojovsky<br />

<strong>Credit</strong> Strategy & Structured <strong>Credit</strong><br />

+49 89 378-14145<br />

manuel.trojovsky@unicreditgroup.de<br />

Dr. Christian Weber, CFA<br />

<strong>Credit</strong> Strategy<br />

+49 89 378-12250<br />

christian.weber@unicreditgroup.de<br />

Financials <strong>Credit</strong> Research<br />

Franz Rudolf, CEFA, Head<br />

Covered Bonds<br />

+49 89 378-12449<br />

franz.rudolf@unicreditgroup.de<br />

Alexander Plenk, CFA, Deputy Head<br />

Banks<br />

+49 89 378-12429<br />

alexander.plenk@unicreditgroup.de<br />

Andreas Bohnacker, CFA<br />

Regulatory & Accounting Service<br />

+49 89 378-12242<br />

andreas.bohnacker@unicreditgroup.de<br />

Amey Dyckmans<br />

Sub-Sovereigns & Agencies<br />

+49 89 378-12004<br />

anna-maria.dyckmans@unicreditgroup.de<br />

Florian Hillenbrand, CFA<br />

Covered Bonds<br />

+49 89 378-12961<br />

florian.hillenbrand@unicreditgroup.de<br />

Dr. Tilo Höpker<br />

Banks<br />

+49 89 378-12960<br />

tilo.hoepker@unicreditgroup.de<br />

Publication Address<br />

Uni<strong>Credit</strong> Research<br />

Corporate & Investment Banking<br />

Uni<strong>Credit</strong> Bank AG<br />

Arabellastrasse 12<br />

D-81925 Munich<br />

Tel. +49 89 378-18927<br />

Uni<strong>Credit</strong> Research page 13<br />

8 June 2012 <strong>Credit</strong> Research<br />

Dr. Ingo Heimig<br />

Head of Research Operations<br />

+49 89 378-13952<br />

ingo.heimig@unicreditgroup.de<br />

Luis Maglanoc, CFA<br />

Regulatory & Accounting Service<br />

+49 89 378-12708<br />

luis.maglanoc@unicreditgroup.de<br />

Valentina Stadler<br />

Sub-Sovereigns & Agencies<br />

+49 89 378-16296<br />

valentina.stadler@unicreditgroup.de<br />

Emanuel Teuber<br />

Banks, Financial Services, Insurance<br />

+49 89 378-14245<br />

emanuel.teuber@unicreditgroup.de<br />

Corporate <strong>Credit</strong> Research<br />

Stephan Haber, CFA, Co-Head<br />

Telecoms, Media, Technology<br />

+49 89 378-15192<br />

stephan.haber@unicreditgroup.de<br />

Dr. Sven Kreitmair, CFA, Co-Head<br />

Automotive & Mobility<br />

+49 89 378-13246<br />

sven.kreitmair@unicreditgroup.de<br />

Jana Arndt, CFA<br />

Basic Resources, Industrial G&S, Construction & Materials<br />

+49 89 378-13211<br />

jana.arndt@unicreditgroup.de<br />

Christian Aust, CFA<br />

Industrial Transportation, Media, Pulp & Paper<br />

+49 89 378-12806<br />

christian.aust@unicreditgroup.de<br />

Dr. Manuel Herold<br />

Oil & Gas, Travel & Leisure<br />

+49 89 378-12650<br />

manuel-bastian.herold@unicreditgroup.de<br />

Max Huefner<br />

Chemicals, Aerospace & Defense, Packaging<br />

+49 89 378-13212<br />

max.huefner@unicreditgroup.de<br />

Susanne Reichhuber<br />

Utilities<br />

+49 89 378-13247<br />

susanne.reichhuber@unicreditgroup.de<br />

Rocco Schilling, CFA<br />

Consumers, Healthcare<br />

+49 89 378-15449<br />

rocco.schilling@unicreditgroup.de<br />

Kai Zirwes<br />

Industrial Transportation, Media, Pulp & Paper<br />

+49 89 378-11962<br />

kai.zirwes@unicreditgroup.de<br />

Bloomberg<br />

UCCR<br />

Internet<br />

www.research.unicreditgroup.eu<br />

<strong>Credit</strong> Flash - <strong>Borealis</strong> AG<br />

* Uni<strong>Credit</strong> Research is the joint research department of Uni<strong>Credit</strong> Bank AG (Uni<strong>Credit</strong> Bank), Uni<strong>Credit</strong> Bank AG London Branch (Uni<strong>Credit</strong> Bank London), Uni<strong>Credit</strong> Bank AG Milan Branch (Uni<strong>Credit</strong> Bank Milan),<br />

Uni<strong>Credit</strong> Bank AG Vienna Branch (Uni<strong>Credit</strong> Bank Vienna), CJSC Uni<strong>Credit</strong> Securities Russia (Uni<strong>Credit</strong> Securities), Uni<strong>Credit</strong> Menkul Değerler A.Ş. (Uni<strong>Credit</strong> Menkul), Uni<strong>Credit</strong> CAIB Securities Romania (Uni<strong>Credit</strong><br />

Romania), Uni<strong>Credit</strong> Bulbank, Zagrebačka banka, Uni<strong>Credit</strong> Bank Czech Republic (Uni<strong>Credit</strong> Bank Czechia), Bank Pekao, ZAO Uni<strong>Credit</strong> Bank Russia (Uni<strong>Credit</strong> Russia), Uni<strong>Credit</strong> Bank Slovakia a.s. (Uni<strong>Credit</strong><br />

Slovakia), Uni<strong>Credit</strong> Tiriac Bank (Uni<strong>Credit</strong> Tiriac) and ATF Bank

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