Pertinent Revision Summary Edge at a Glance
Transcription
Pertinent Revision Summary Edge at a Glance
1 Investment Views Wednesday, November 19, 2014 Click to view full story Click to view synopsis Pertinent Revision Summary 3 Edge at a Glance 7 Industry Comments Diversified Financials 2015 Outlook & Rolling Over Targets Phil Hardie 14 Global Fertilizers Russian Potash Mine Flood Should be Positive for 2015 Outlook Ben Isaacson 22 Mutual Fund Industry October Mutual Fund Flows - Net LTA Sales Remain Resilient, Up 72% YOY Phil Hardie 26 Trevor Turnbull 53 Mike Hocking 57 Patricia A. Baker 62 Craig Johnston 66 Vladislav C. Vlad 70 Long-Term Plan Focused on Core Assets Patrick Bryden 75 Tightening Its Belt Christine Healy 79 Jason Bouvier 84 Gavin Wylie 89 Andres Coello 46 Paul Figueroa Mantero & Alfonso Salazar 55 Mike Hocking 57 Company Comments Canada Centerra Gold Inc. CG-T Continental Gold Limited CNL-T George Weston Limited WN-T Lucara Diamond Corp. LUC-T Newalta Corporation NAL-T Penn West Exploration PWT-T, PWE-N Rogers Sugar Inc. RSI-T Suncor Energy Inc. SU-T, SU-N WesternZagros Resources Ltd. WZR-V Kumtor JV Agreements Drafted: We Remain Cautiously Optimistic Initial Look at Buriticá PEA WN: Q3 As Expected; Stock Is Cheap Life After the Special Divvie A Closer Look at Possible Valuation Rerating Holding Steady Rights Offering Closes Latin America Axtel AXTEL CPO-MX Compañía Minera Milpo SAA MILPOC1-LM Continental Gold Limited CNL-T Alestra: Would It Rescue Axtel? At What Price? Q3/14 Results Highlights Initial Look at Buriticá PEA For Reg AC Certification and important disclosures see Appendix A of this report. Analysts employed by non-U.S. affiliates are not registered/qualified as research analysts with FINRA in the U.S. 2 Investment Views Wednesday, November 19, 2014 Equity Event: Mining Conference 2014 94 3 Pertinent Revision Summary Wednesday, November 19, 2014 Pertinent Revision Summary (For Rating Changes: 24-Hour SC Pro Personal Trading Restriction Applies) 1-Yr Rating Risk Key Data Target Year 1 Year 2 Year 3 Valuation AGF Management Limited (SP) (AGF.B-T C$10.38) 2015 Outlook & Rolling Over Targets New -- -- $11.00 -- -- Old -- -- $12.00 -- -- --- --- Operating EPS16E: 5.6x 2016E EBITDA, 3.5% EV/Retail AUM, 1$0.81 year out. Operating EPS16E: -- 6.25x 2015E EBITDA, 4% EV/Retail AUM, 1year out. Valuation: 5.6x 2016E EBITDA, 3.5% EV/Retail AUM, 1-year out. Key Risks to Price Target: AUM loss, margin and competitive pressures Aston Hill Financial Inc. (SO) (AHF-T C$0.80) 2015 Outlook & Rolling Over Targets New -Old -- --- --- Adj. EPS16E: $0.041 Adj. EPS16E: -- --- Valuation: 2.2% EV/AUM, One-Year Out Key Risks to Price Target: AUM loss, relative investment performance, sub-advisory relationships, key personnel CI Financial Corp. (SP) (CIX-T C$34.37) 2015 Outlook & Rolling Over Targets New -- -- $39.00 -- -- Old -- -- $37.00 -- -- Operating EPS16E: 10x 2016E EBITDA, 10.2% EV/MFA, 1-year out. $2.52 Operating EPS16E: -- 10.9x 2015E EBITDA, 9.6% EV/MFA, 1-year out. Valuation: 10x 2016E EBITDA, 10.2% EV/MFA, 1-year out. Key Risks to Price Target: Capital markets levels, margin and competitive pressures Continental Gold Limited (SP) (CNL-T C$2.53) Initial Look at Buriticá PEA New -Old -- --- $4.50 $5.30 EPS16E: US$-0.02 EPS16E: US$0.75 --- -- 1x NAV -- 0.92x NAV Valuation: 1x NAV Key Risks to Price Target: Mining dilution, permitting, mineral resource estimate assumptions, commodity prices, exploration risk, financing risk, political risk, multiple contraction Element Financial Corporation (SO) (EFN-T C$14.00) 2015 Outlook & Rolling Over Targets New -- -- -- -- -- Old -- -- -- -- -- -- 9.4x 2016E Pre-Tax Op. EPS, 13.1x 2016E Op. EPS -- 13x 2015E Pre-Tax Op. EPS, 18.4x 2015E Op. EPS Valuation: 9.4x 2016E Pre-Tax Op. EPS, 13.1x 2016E Op. EPS Key Risks to Price Target: Lease origination volumes, interest margins, industry competition, credit performance, and managing high level of growth For Reg AC Certification and important disclosures see Appendix A of this report. Analysts employed by non-U.S. affiliates are not registered/qualified as research analysts with FINRA in the U.S. 4 Pertinent Revision Summary Wednesday, November 19, 2014 Equitable Group Inc. (SP) (EQB-T C$68.00) 2015 Outlook & Rolling Over Targets New -Old -- --- $78.00 $67.00 --- --- -- 9.2x 2016E Adj. EPS -- 9.3x 2015E Adj. EPS Valuation: 9.2x 2016E Adj. EPS Key Risks to Price Target: Decline in real estate values, mortgage origination volumes and credit performance Fiera Capital Corporation (SO) (FSZ-T C$13.64) 2015 Outlook & Rolling Over Targets New -Old -- --- --- --- -- Cash Op EPS16E: $1.04 --Cash Op EPS16E: -- -- Valuation: 1.35% EV/AUM, 1-yr forward Key Risks to Price Target: Relative investment performance, net inflows, cost containment, integration risk First National Financial Corporation (SP) (FN-T C$23.40) 2015 Outlook & Rolling Over Targets New -Old -- --- $26.00 $24.00 --- --- -- 9.8x 2016E EPS -- 10.1x 2015E EPS --- -- 10.6x 2016E Op. EPS, 1.2x Q3/15E BVPS -- 10.7x 2015E Op. EPS, 1.1x Q3/15E BVPS Valuation: 9.8x 2016E EPS Key Risks to Price Target: Lower mortgage origination volumes, tighter funding spreads Genworth MI Canada Inc. (SP) (MIC-T C$40.89) 2015 Outlook & Rolling Over Targets New -Old -- --- $44.00 $42.00 --- Valuation: 10.6x 2016E Op. EPS, 1.2x Q3/15E BVPS Key Risks to Price Target: Weaker-than-expected labour markets, Decline in residential home prices, Regulatory changes. George Weston Limited (SO) (WN-T C$94.60) WN: Q3 As Expected; Stock Is Cheap New -Old -- --- $110.00 $93.00 Cash Op EPS14E: $5.14 Cash Op EPS15E: $6.14 Cash Op EPS16E: $6.99 -Cash Op EPS14E: $5.10 Cash Op EPS15E: $6.16 Cash Op EPS16E: $7.01 -- Valuation: NAV Key Risks to Price Target: Ultimate deployment of large cash position, operating performance at Loblaw, commodity price fluctuations Gluskin Sheff + Associates Inc. (SP) (GS-T C$28.21) 2015 Outlook & Rolling Over Targets New -- -- $34.00 -- EPS16E: $2.38 Old -- -- $32.00 -- EPS16E: $2.46 Valuation: 10.25x CY2016E Base EBITDA plus NPV of Performance Fees, 11% EV/AUM (NTM) Key Risks to Price Target: Relative investment performance, net inflows, capital market conditions EPS17E: $2.85 10.25x CY2016E Base EBITDA plus NPV of Performance Fees, 11% EV/AUM (NTM) EPS17E: -- 11.1x CY2015E Base EBITDA plus NPV of Performance Fees, 10.2% EV/AUM (NTM) 5 Pertinent Revision Summary Wednesday, November 19, 2014 Guardian Capital Group Limited (SP) (GCG.A-T C$18.27) 2015 Outlook & Rolling Over Targets New -Old -- --- --- --- --- EPS16E: $1.11 -EPS16E: -- -- Valuation: 29.5% discount to target NAV of $28.37 Key Risks to Price Target: Weak BMO share price, Decline in AUM, NAV discount ascribed by market Home Capital Group Inc. (SP) (HCG-T C$50.83) 2015 Outlook & Rolling Over Targets New -Old -- --- $59.00 $52.00 --- --- -- 10.2x 2016E Adj. EPS -- 10.7x 2015E Adj. EPS Valuation: 10.2x 2016E Adj. EPS Key Risks to Price Target: Decline in real estate values, mortgage origination volumes and credit performance IGM Financial Inc. (SO) (IGM-T C$47.74) 2015 Outlook & Rolling Over Targets New -- -- $57.00 -- -- Old -- -- $55.00 -- -- Operating EPS16E: 7.6x 2016E EBITDA, 9.9% EV/MFA, 1-year out. $4.08 Operating EPS16E: -- 8.25x 2015E EBITDA, 9.5% EV/MFA, 1-year out. Valuation: 7.6x 2016E EBITDA, 9.9% EV/MFA, 1-year out. Key Risks to Price Target: Capital markets levels, margin and competitive pressures Lucara Diamond Corp. (SP) (LUC-T C$2.39) Life After the Special Divvie New -Old -- --- $2.55 $2.50 Adj. EPS14E: US$0.27 Adj. EPS15E: US$0.21 Adj. EPS14E: US$0.26 Adj. EPS15E: US$0.19 -- 1.23x NAV -- 1.25x NAV Valuation: 1.23x NAV Key Risks to Price Target: Diamond prices; development risk; technical and operational risk; multiple contraction; and geopol itical risk Power Corporation of Canada (SO) (POW-T C$31.32) 2015 Outlook & Rolling Over Targets New -- -- $36.50 -- -- Old -- -- $36.00 -- -- Operating EPS16E: 15.6% Discount to one-year NAVPS of $43.23, $3.42 10.7x 2016E EPS. Operating EPS16E: -- 15.7% Discount to one-year NAVPS of $42.73, 11.5x 2015E EPS. Valuation: 15.6% Discount to one-year NAVPS of $43.23, 10.7x 2016E EPS. Key Risks to Price Target: Economic, systemic, interest rate, regulatory and counterparty failures Power Financial Corporation (SP) (PWF-T C$34.85) 2015 Outlook & Rolling Over Targets New -- -- $39.50 -- -- Old -- -- $39.00 -- -- Valuation: 10.6% Discount to one-year NAVPS of $44.20, 10.9x 2016E EPS. Key Risks to Price Target: Economic, systemic, interest rate, regulatory and counterparty failures Operating EPS16E: 10.6% Discount to one-year NAVPS of $44.20, $3.63 10.9x 2016E EPS. Operating EPS16E: -- 10.9% Discount to one-year NAVPS of $43.78, 11.7x 2015E EPS. 6 Pertinent Revision Summary Wednesday, November 19, 2014 Rogers Sugar Inc. (SP) (RSI-T C$4.78) Tightening Its Belt New -Old -- --- --- Adj EBITDA15E: $66.8 Adj EBITDA16E: $68.6 Adj EBITDA15E: $65.8 Adj EBITDA16E: -- -- --- -- Valuation: 9.0x FTM EBITDA (one-year forward) Key Risks to Price Target: Competition, changes in government regulation/foreign trade policies, rise in natural gas prices, weather Sprott Inc. (SP) (SII-T C$2.54) 2015 Outlook & Rolling Over Targets New -- -- -- -- -- Old -- -- -- -- -- EPS16E: $0.14 9x 2016E Adj EBITDA plus NAV of resource lending business EPS16E: -- 10x 2015E Adj EBITDA plus NAV of resource lending business Valuation: 9x 2016E Adj EBITDA plus NAV of resource lending business Key Risks to Price Target: Capital market levels, margin and competitive pressures Suncor Energy Inc. (SO) (SU-T C$39.17) Holding Steady New -Old -- --- --- CFPS14E: $6.32 CFPS14E: $6.36 CFPS15E: $7.10 CFPS15E: $7.30 -- --- -- Valuation: 1.0x our risked 2P+RU (Risked Upside) NAV less annual dividends Key Risks to Price Target: Commodity prices, crack spreads, timing of projects, and project execution. TMX Group Ltd. (SP) (X-T C$53.18) 2015 Outlook & Rolling Over Targets New -Old -- --- --- --- --- -- 9.5x EV/EBITDA on 2016E EBITDA -- 10.5x EV/EBITDA on 2015E EBITDA Valuation: 9.5x EV/EBITDA on 2016E EBITDA Key Risks to Price Target: Declining revenue from lost market share and pricing pressure, Lack of growth from derivatives platform WesternZagros Resources Ltd. (SP) (WZR-V C$0.64) Rights Offering Closes New -Old -- --- $1.25 $1.65 --- --- -- Based on our risked NAV of $1.24/share. -- Based on our risked NAV of $1.69/share. Valuation: Based on our risked NAV of $1.24/share. Key Risks to Price Target: Commodity prices, exploration, project execution, political/regulatory. Source: Reuters; Scotiabank GBM estimates. Table of Contents 7 Edge at a Glance Wednesday, November 19, 2014 Edge at a Glance Diversified Financials 2015 Outlook & Rolling Over Targets Phil Hardie, P.Eng., MBA, CFA - (416) 8637430 (Scotia Capital Inc. - Canada) Event ■ We provide an outlook for 2015 along with our positioning. We have also made a number of target adjustments as we roll target multiples into 2016. Implications ■ We have a constructive outlook for 2015 as many of the sector's key characteristics are likely to be increasingly sought out by investors given some unique challenges posed by the evolving investment environment. ■ Stocks with a solid growth profile, healthy yield, relatively low market volatility, and diversification benefits are likely to be well rewarded by investors. The majority of the stocks within the Diversified Financials universe are growth-oriented companies, which are likely to continue to benefit from an attractive growth profile over our forecast period. ■ We also like bottom-up plays with the potential for accretive acquisitions serving as possible catalysts. ■ On the small cap side the sector provides diversification from the heavily resource -weighted Canadian small cap index, while the mid to large cap names provide diversification against the S&P/TSX Financials Index that is strongly influenced by performance of the banks. Recommendation ■ We are projecting an average one-year rate of return of 20% for our coverage universe, with the small cap names generating an ROR of just under 24% and the mid-to-large cap names generating an average return of 17%. Global Fertilizers Russian Potash Mine Flood Should be Positive for 2015 Outlook Ben Isaacson, MBA, CFA - (416) 945-5310 (Scotia Capital Inc. - Canada) Event ■ URKA's Solikamsk-2 mine, 3% of global supply and 17% of our 2015E Uralkali production estimate, is flooding to the point where all work in the mine has been suspended, and all personnel have been evacuated. Implications ■ We look back at the impact of several brine inflow situations in the potash market over the past decade - some positive and some neutral. While it's still too early to tell what will happen with Solikamsk-2, the removal of all personnel, as well as the closure of the mine, tells us it must be serious. ■ We run through the math under two 2015 scenarios, assuming the mine is lost. The Scotia scenario suggests a 17% tightening of the S/D imbalance next year, while our avg. corporate scenario suggests a 50% improvement. Recommendation ■ The bottom line is that we see this as a very positive development for the commodity, especially given the timing of the Chinese contract negotiation - likely in the peak discussion period. In fact, if we see a $20/mt increase in global potash prices due to this (highly likely), then URKA could be economically indifferent on the mine flood! ■ 2015E EBITDA exposure to potash: IPI @ 100%, POT @ 62%, K+S @ 58%, SQM @46%, MOS @ 42% and AGU @ 14%. From a margin leverage point of view, higher cost producers like IPI and K+S will benefit more from rising prices than all others. We're buying the space today. For Reg AC Certification and important disclosures see Appendix A of this report. Analysts employed by non-U.S. affiliates are not registered/qualified as research analysts with FINRA in the U.S. 8 Edge at a Glance Wednesday, November 19, 2014 Mutual Fund Industry Phil Hardie, P.Eng., MBA, CFA - (416) 8637430 (Scotia Capital Inc. - Canada) October Mutual Fund Flows - Net LTA Sales Remain Resilient, Up 72% YOY Event ■ IFIC reported mutual fund flows for October 2014. Net LTA sales (ex. Money Market funds) were relatively solid, with YTD sales increasing 48.5% over last year. ■ Total industry net LTA sales in October were $2.0B versus $3.0B in September, and $1.2B a year earlier. Total industry net sales in October were $1.9B versus $2.7B in September and $0.8B a year ago. Implications ■ Despite the market sell-off in October, net LTA sales remain resilient, increasing 72% YOY. The YOY increase in net LTA sales were primarily due to improved Fixed Income flows. ■ Fixed Income funds flows were positive with Global and Domestic Fixed Income funds posting inflows, improving YOY. ■ Balanced funds continue to attract the majority of fund flows, with Global Balanced remaining the bestseller. Domestic Balanced funds recorded positive flows but declined from the previous month. ■ Equity funds flows were negative in October. U.S. Equity funds recorded inflows, while Domestic, Global and Sector Equity funds posted net redemptions. ■ Industry AUM of $1 trillion was up 0.5% MOM and 15.4% YOY, largely driven by positive fund flows and market appreciation. Recommendation ■ We expect to publish our Mutual Fund Quarterly Review for Q3/14 at the end of November. Axtel (AXTEL CPO-MX MXN 3.37) Andres Coello - +52 (55) 5123 2852 (Scotiabank Inverlat) Event Pertinent Data ■ In this report we explore scenarios for a potential Alestra-Axtel merger. Implications ■ As of Q3/14, Axtel's net debt was nearly three times that of Alestra (2.81x and likely to rise as Axtel keeps burning cash). Meanwhile, the EBITDA levels of both entities will probably converge. As we see it, more than a merger between equals, Alestra would be rescuing Axtel. ■ In our view, if Alfa was to require a 6.0x EV/EBITDA valuation for Alestra, Axtel would need to increase the number of CPOs outstanding by at least 211% at Axtel's market value (not too bad if compared to Maxcom's 287% increase). Under these circumstances, Alestra would control 67.9% of the merged entity. Valuing Alestra at 5.0x, Axtel would increase shares by 165%, with Alestra retaining a 62.3% stake. ■ Alfa could spin off Alestra to avoid polluting valuation and net debt levels. The risk for Alfa would be if Alestra is subtracted from valuation at the conglomerate level (~10.0x EV/EBITDA.) That said, we think the potential spinoff of Sigma and Nemak are a priority over Alestra. ■ We don't argue against the potential to create synergies with Axtel, but we see most of them ending up in the pockets of Alfa's shareholders. Recommendation ■ In our opinion, value creation for Axtel, if any, would depend on three factors: (1) dilution to accommodate the Alestra stake; (2) potential to create synergies; and (3) the new entity's valuation. If we were Alfa, we would wait for Axtel to fall into financial distress. Sell. Rating: SU Risk: Target: 1-Yr Speculative Alestra: Would It Rescue Axtel? At What Price? MXN 0.01 EBITDA14E: 2,540 EBITDA15E: 2,424 EBITDA16E: 2,299 Valuation: DCF - 5 years results, 8.8% WACC (including lower Mexico risk), terminal growth rate of 0.0% Key Risks to Target: Medium-term bankruptcy risk; Obsolescence of WiMAX technology Div. (NTM) Div. (Curr.) 0.00 0.00 Yield (Curr.) 0.0% 9 Edge at a Glance Wednesday, November 19, 2014 Centerra Gold Inc. (CG-T C$5.88) Trevor Turnbull, MBA, MSc - (416) 863-7427 (Scotia Capital Inc. - Canada) Kumtor JV Agreements Drafted: We Remain Cautiously Optimistic Event Pertinent Data ■ Kyrgyz media are reporting that the government has submitted to Centerra JV agreements necessary for Kumtor gold mine restructuring. Implications ■ In February, the Kyrgyz Parliament approved a non-binding heads of agreement in support of a restructuring whereby the country's 32.7% stake in Centerra would be exchanged for a 50% interest in Kumtor. However, it made recommendations for audits and environmental claims that were incompatible with a mutually agreeable resolution. Following negotiations, Parliament set a December 15 deadline for an agreement. ■ We are encouraged by this progress but remain focused on the upcoming December 10 Moscow Arbitration Court date which will appeal an earlier decision by the arbitration tribunal of the Moscow Chamber of Commerce (MCC). Recall that the MCC decision served as the basis for an October 10 Ontario Superior Court decision to issue an injunction against 47 million Centerra shares in favour of Stans Energy. ■ A positive court resolution should pave the way to proceed with the restructuring, while conversely a seizure of Centerra shares (something we believe Stans may be pursuing) would be negative for the process. Recommendation ■ We maintain our Sector Perform rating due to near-term legal uncertainties surrounding Kumtor restructuring but highlight our estimate of $72 million ($0.45 per share) in FCF in Q4/14 at $1,200/oz gold price. Rating: Risk: Target: 1-Yr Compañía Minera Milpo SAA (MILPOC1-LM PEN 2.43) Q3/14 Results Highlights Adj. EPS14E: Adj. EPS15E: Adj. EPS16E: SP High C$7.00 US$0.06 US$-0.04 US$-0.02 Valuation: 0.75x NAV Key Risks to Target: Multiple contraction, commodity prices, technical and operational risks, and geopolitical risks Div. (NTM) Div. (Curr.) Yield (Curr.) C$0.16 C$0.16 2.7% Paul Figueroa Mantero, MSc, MBA - +511-211-5918 (Scotia Sociedad Agente de Bolsa SA) Alfonso Salazar, MSc - +52 (55) 5123 2869 (Scotiabank Inverlat) Event Pertinent Data ■ EPS came in 6.9% below our estimate at $0.0187. Difference was mainly explained by higher than expected mining costs at Cerro Lindo given increasing maintenance and non-recurrent costs. Implications ■ Production of zinc, copper and lead concentrates increased 5%, 14% and 17% YOY. Higher output was due to an increase in ore treated (7%). Silver content expanded 4% YOY, reaching 1.7 million ounces during the period. ■ Milpo posted an EBITDA margin of 33.4%, below our 38.7% estimate. Declining profitability due to non-recurrent expenses at Milpo's flagship project, Cerro Lindo, explains the difference (mining costs increased 23% YOY to $33.7/t from $27.4/t). Milpo has increased maintenance and development costs, anticipating a production expansion capacity at Cerro Lindo from 15,000 tpd to18,000 tpd. ■ The company plans to acquire zinc projects Aripuana and Bongara from its controlling shareholder, Votorantim. The company has not disclosed much information as this transaction has not been completed. Milpo also announced that Ms. Claudia Torres Beltran has been appointed as the new Chief Financial Officer of the company, replacing Persio Morassutti who will continue his career at the Votorantim Group. Recommendation ■ We maintain our Sector Outperform rating and a one-year target price of PEN 3.45. Rating: Risk: Target: 1-Yr SO High PEN 3.45 EBITDAPS13E: US$0.21 EBITDAPS14E: US$0.23 EBITDAPS15E: US$0.32 Valuation: DCF @ 8% Key Risks to Target: Commodity prices, operational risk, rising of social conflicts, environmental risk, political risk. Div. (NTM) Div. (Curr.) Yield (Curr.) $0.02 $0.02 1.8% 10 Edge at a Glance Wednesday, November 19, 2014 Continental Gold Limited (CNL-T C$2.53) Initial Look at Buriticá PEA Mike Hocking, MSc, P.Geo. - (416) 945-5228 (Scotia Capital Inc. - Canada) Event Pertinent Data ■ CNL released a preliminary economic assessment (PEA) for Buriticá. Implications ■ The PEA outlined an 18 year mine life with annual production of ~271,000 oz of gold (eq.) at all in sustaining costs of US$502/oz (including by-product Ag); at $1200/oz Au and $17/Ag prices, the project generates an after-tax NPV5% of $1.1B, an IRR of 31.5% and a 2.8 year payback. Our previously published assumptions and the PEA estimates are presented in Exhibit 1. The PEA assumes an average mill head grade of 7.8 g/t Au compared with our estimate of 7.7 g/t Au. The PEA has outlined an initial throughput of 2,000 tpd increasing to 3,500 tpd, a fairly large underground gold mine utilizing longhole stoping methods. Given the narrow width of the veins, we had assumed a much more limited 750 tpd, increasing to 2,000 tpd over a 3 year period, largely requiring cut and fill methods. It appears CNL used a subset of their resource at a higher COG before dilution to calculate the resourced used in the PEA (and we expect that a significant portion of these tonnes are classified as inferred); thus, the company assume d higher dilution than our estimates (58% vs. 30%) but diluted processing grade was in-line. Our primary concern remains dilution and throughput. The PEA has outlined a very large mine on mineralization hosted largely in narrow veins. We have updated our target price and we will review our recommendation after more technical data is made available. Recommendation ■ We rate CNL Sector Perform with a $4.50 target price, down from $5.30. George Weston Limited (WN-T C$94.60) WN: Q3 As Expected; Stock Is Cheap New Rating: Risk: Target: 1-Yr Old -SP -- Speculative $4.50 $5.30 EPS16E US$-0.02 US$0.75 New Valuation: 1x NAV Old Valuation: 0.92x NAV Key Risks to Target: Mining dilution, permitting, mineral resource estimate assumptions, commodity prices, exploration risk, financing risk, political risk, multiple contraction Div. (NTM) $0.00 Div. (Curr.) Yield (Curr.) $0.00 0.0% Patricia A. Baker, MBA, PhD - (514) 287-4535 (Scotia Capital Inc. - Canada) Event ■ WN Q3 EPS in line at $1.54. WN Foods sales $574M, +2.1% YOY, in line with $572M forecast. Adjusted EBITDA flattish YOY at $102M, in line with our $100M estimate. Implications ■ WN saw + volumes across each baking segment. Margins impacted by input and plant start-up costs. Q3 had combined negative impact of pricing and mix shifts. Mix reflects seasonality with higher proportion of pie (frozen) and wafer (biscuit) sales with lower margins than fresh. ■ In general, there is a decelerating impact from headwinds on the business. Q3 decline in EBIT margin of 119bps compares favourably to the nine month trend of a decline of 214bps. ■ With its Q4 release, WF will unveil a new strategic plan for the broader positioning of its business as a result of a lengthy and comprehensive review of the NA baking industry with an eye to determine where best to focus on products and customers for growth. This plan, we believe, will provide a good renewed medium-to-long term strategy for this multi-faceted business. Recommendation ■ WN share price has not kept pace with the nice advance in Loblaw. The implied value of the baking business is near a multi-year low. Challenges evident in F2014 should abate and the strategic work will serve to provide a "fresh" look and bring some promise of growth. Target is revised to $110 and stock rating is maintained SO. Pertinent Data New Old Rating: -- SO Risk: Target: 1-Yr -- Med $110.00 $93.00 Cash Op EPS14E $5.14 $5.10 Cash Op EPS15E $6.14 $6.16 Cash Op EPS16E $6.99 $7.01 New Valuation: -Old Valuation: NAV Key Risks to Target: Ultimate deployment of large cash position, operating performance at Loblaw, commodity price fluctuations Div. (NTM) Div. (Curr.) Yield (Curr.) $1.68 $1.67 1.8% 11 Edge at a Glance Wednesday, November 19, 2014 Lucara Diamond Corp. (LUC-T C$2.39) Life After the Special Divvie Craig Johnston, CPA, CA - (416) 860-1659 (Scotia Capital Inc. - Canada) Event Pertinent Data ■ We are updating our estimates following Q3/14 results, and the announcement of the $0.04 special dividend. Implications ■ Overall, we believe the Q3/14 results were positive as production and operating costs beat our estimates. Year-to-date proceeds total $241.4 million and therefore the company expects to exceed the higher end of its 2014 revenue guidance ($240-$250 million). ■ The recovery of special stones declined in the quarter to 3.6% of production, from 7.1% of production in Q2/14, as the company mined more material from the North Lobe. Since the beginning of 2013, we calculate 4.48% of production has been recovered via special stones, compared to the feasibility study estimate of below 4%, and our current modelling assumption of 4.2% for the South and Centre Lobes. ■ Our NAV5% has increased 4% to $2.01 per share, as we have reduced our assumed tax payments for Karowe based on a revised interpretation of the variable tax rate in Botswana. We have increased our one-year target price to $2.55 per share (up from $2.50). Recommendation ■ In our opinion, LUC's clean balance sheet, impressive margins, experienced management team, and continued recovery of exceptional stones warrant its premium valuation. Unfortunately, we believe the shares are relatively fair valued at current levels, but would be watching for dips in the share price to opportunistically accumulate shares. Newalta Corporation (NAL-T C$21.46) A Closer Look at Possible Valuation Rerating New Rating: Risk: Target: 1-Yr Old --- SP High $2.55 $2.50 Adj. EPS14E US$0.27 US$0.26 Adj. EPS15E US$0.21 US$0.19 Adj. EPS16E -US$0.18 New Valuation: 1.23x NAV Old Valuation: 1.25x NAV Key Risks to Target: Diamond prices; development risk; technical and operational risk; multiple contraction; and geopolitical risk Div. (NTM) Div. (Curr.) Yield (Curr.) C$0.04 C$0.04 1.7% Vladislav C. Vlad, MBA, P.Eng. - (403) 213-7759 (Scotia Capital Inc. - Canada) Event Pertinent Data ■ Previously, once the Industrial division was officially for sale, we were of the opinion the process would take time and that a partial sale of the division was more likely. Eight months later, the review process is nearing its conclusion. Given management's tone and comments regarding possible U.S. acquisition, we are inclined to believe that the entire division may get sold. In this piece, we provide a framework on these transactions and do the math on possible valuation rerating. Implications ■ First off, we suspect the sale of industrial division might leave 2015E EV/EBITDA unchanged at 8.2x. This suggests there is valuation upside as NAL repositions itself as an energy services company. We do not anticipate NAL will trade at SES' level of 10.6x (currently), but a 9x handle is possible, implying roughly 10% upside. See pages 2 and 3. ■ U.S. acquisition could provide additional upside. While no guidance on target size was given, we run a case where the bulk of the Industrial proceeds are used for the purchase; we believe 2015E EV / EBITDA could trend to 7.7x. See pages 4 and 5. ■ 2016 price target rollover could also have a meaningful impact. Unlike most OFS providers, NAL is not materially exposed to drill-bit related activities as 75% of its processing volumes come from production waste, which is less sensitive to volatility in commodities. Recommendation ■ SO rating maintained; we see upside to our PT. Execution risk remains. Rating: Risk: Target: 1-Yr SO High C$27.00 EBITDA14E: $177 EBITDA15E: $216 EBITDA16E: $239 Valuation: 9.7x our 2015 EV/EBITDA estimate. Key Risks to Target: Customer acceptance of onsite, commodities, labour, regulatory, weather, and FX. Div. (NTM) Div. (Curr.) Yield (Curr.) $0.50 $0.50 2.3% 12 Edge at a Glance Wednesday, November 19, 2014 Patrick Bryden, CFA - (403) 213-7750 (Scotia Capital Inc. - Canada) Penn West Exploration (PWT-T C$4.76) Long-Term Plan Focused on Core Assets Event Pertinent Data ■ Penn West formally released its 2015 capital budget and guidance. Implications ■ 2015 guidance announced. The Penn West board of directors has approved a 2015 capital budget of $840 mm and expects average production to be in the range of 95,000105,000 boe/d. Our estimates include an $840 mm 2015E capital budget and production of 95,635 boe/d. ■ Development in core areas to drive 2015 production. Total budgeted development capital for 2015 is $750 mm. Approximately $585 mm of this budgeted development capital is focused on light oil in the company's three core plays, including $370 mm directed to the Cardium, $125 mm to the Viking, and $90 mm to the Slave Point play. The company plans to spud approximately 225 wells during the year, consisting of 78 Cardium, 107 Viking, and 14 Slave Point wells. ■ Waterflood programs to help moderate corporate decline rate. Penn West has announced plans to invest in the advancement of the company's waterflood programs, which, in our view, will help to moderate the overall decline rate of the company as new production is added and may help to improve its sustainability metrics. Recommendation ■ We maintain our Sector Perform rating and one-year price target of $6.50/share. Rating: Risk: Target: 1-Yr Rogers Sugar Inc. (RSI-T C$4.78) Tightening Its Belt SP High C$6.50 CFPS14E: CFPS15E: CFPS16E: $1.97 $1.68 $1.78 Valuation: 0.4x our 2P NAV plus risked upside. Key Risks to Target: Crude oil and natural gas prices; CAD/USD exchange rate; drilling program success Div. (NTM) Div. (Curr.) Yield (Curr.) $0.56 $0.56 11.8% Christine Healy, CPA, CA - (416) 863-7902 (Scotia Capital Inc. - Canada) Event ■ RSI reported better-than-expected Q4/14 results, with higher realized gross margin per tonne more than offsetting the impact of higher SG&A costs. An initial outlook for F2015 was provided. Implications ■ In F2015, we expect belt tightening to offset weaker volumes. Beginning in F2015, RSI expects to save ~$5M/year from recent workforce reductions and ~$1.8M/year in energy costs through a new contract. Ongoing capital investments and lower natural gas costs (~25% of volume is unhedged) could also result in further savings. RSI expects the impact of lower costs to be largely offset in F2015 by lower liquid and export sales volume, and lower realized margin. In F2015, we forecast adjusted EBITDA to grow 5% to $66.8M. ■ We see improved earnings post-2016. RSI is focused on securing additional export sales, but we expect this could take a couple of years to achieve. We see potential for more material earnings growth beyond F2015 if major trade agreements (e.g., CETA, TPP) are ratified. ■ No near-term changes expected to dividend. While we forecast a dividend payout of 98% in F2015, RSI expects this to be short term. The RSI Board looks out several years. In the long term, RSI targets a payout of 90%-95% (we forecast 95% in F2016). ■ Earnings revisions. We made minor revisions to our F2015 estimates. Recommendation ■ We maintain our one-year target price of $5.00 per share and SP rating. Pertinent Data New Rating: Risk: Target: 1-Yr Old --- SP Med -- $5.00 Adj EBITDA15E $66.8 $65.8 Adj EBITDA16E $68.6 N/A New Valuation: -Old Valuation: 9.0x FTM EBITDA (one-year forward) Key Risks to Target: Competition, changes in government regulation/foreign trade policies, rise in natural gas prices, weather Div. (NTM) $0.36 Div. (Curr.) Yield (Curr.) $0.36 7.5% 13 Edge at a Glance Wednesday, November 19, 2014 Suncor Energy Inc. (SU-T C$39.17) Holding Steady Event ■ Suncor's 2015 budget was announced, mostly in line with expectations. Implications ■ Capex of $7.2B-$7.8B (+10% from 2014 guidance) was in line with our $7.6B estimate and SU's prior long-term outlook. General trends vs. 2014 included a 33% increase oil sands growth capex, which was expected given the multitude of projects moving ahead. Canadian E&P spending (primarily offshore) was 3% higher. SU's corporate capex reduction of 26% was driven by reduced discretionary investments and appears to show favourable capital discipline. ■ Production guidance of 540-585 mbbl/d excluded potential volumes from Libya given the challenging political environment (despite having successfully sold 4.1 mbbl/d in Q3/14). Our prior estimates, excluding Libya, saw 582 mboe/d, which was in line across most producing segments. However, we had rosier projections for the North Sea (63.4 mboe/d) than in SU's guidance (45-51 mboe/d) on account of a faster ramp-up of Golden Eagle and better Buzzard performance. We have pulled down our 2015 production estimates accordingly. ■ Other factors were largely in line, with 1%-2% improvements in oil sands cash costs, and favourable reductions in royalties and taxes versus our estimates due to SU's $85 Brent and $78 WTI price assumptions. Recommendation ■ We maintain our Sector Outperform rating and $54 target price (to be reviewed with the commodity price deck in the next few weeks.) WesternZagros Resources Ltd. (WZR-V C$0.64) Rights Offering Closes Event ■ WesternZagros announced the successful completion of its equity financing with gross proceeds of $200M, which should help advance the company's development plans at Garmian and Kurdamir. Implications ■ Overall, we see the offering as challenged by regional turmoil and weak oil market fundaments, which led proceeds to come in at the lower end of initial expectations. ■ With production expected to come on line from Sarquala-1 and potentially Hasira-1 over the next three months, we see WesternZagros' story as gaining some additional momentum and could evolve into a more compelling investment thesis. ■ We reaffirm our Sector Perform rating and trimmed our one-year price target to $1.25 (vs. $1.65) based on our revised risked NAVPS of $1.24 (vs. $1.69). Recommendation ■ We continue to see WesternZagros as attractively valued and offering significant upside although regional tensions with Baghdad and ISIS could act as an overhang on the stock in the near term. Jason Bouvier, CFA - (403) 213-7345 (Scotia Capital Inc. - Canada) Pertinent Data New Rating: Risk: Target: 1-Yr Old --- SO Med -- $54.00 CFPS14E $6.32 $6.36 CFPS15E $7.10 $7.30 New Valuation: -Old Valuation: 1.0x our risked 2P+RU (Risked Upside) NAV less annual dividends Key Risks to Target: Commodity prices, crack spreads, timing of projects, and project execution. Div. (NTM) $1.12 Div. (Curr.) Yield (Curr.) $1.12 2.9% Gavin Wylie - (403) 213-7333 (Scotia Capital Inc. - Canada) Pertinent Data New Rating: Risk: Target: 1-Yr Old -SP -- Speculative $1.25 $1.65 CFPS14E -- US$-0.04 CFPS15E -US$0.02 New Valuation: Based on our risked NAV of $1.24/share. Old Valuation: Based on our risked NAV of $1.69/share. Key Risks to Target: Commodity prices, exploration, project execution, political/regulatory. Div. (NTM) Div. (Curr.) Yield (Curr.) C$0.00 C$0.00 0.0% 14 Industry Comment Tuesday, November 18, 2014, After Close Diversified Financials 2015 Outlook & Rolling Over Targets Phil Hardie, P.Eng., MBA, CFA - (416) 863-7430 (Scotia Capital Inc. - Canada) [email protected] Michael Lee, CPA, CA - (416) 863-7826 (Scotia Capital Inc. - Canada) [email protected] Beam Ukarapong, MBA - (416) 945-4528 (Scotia Capital Inc. - Canada) [email protected] Event ■ We provide an outlook for 2015 along with our positioning. We have also made a number of target adjustments as we roll target multiples into 2016. ScotiaView Analyst Link Implications ■ We have a constructive outlook for 2015 as many of the sector's key characteristics are likely to be increasingly sought out by investors given some unique challenges posed by the evolving investment environment. ■ Stocks with a solid growth profile, healthy yield, relatively low market volatility, and diversification benefits are likely to be well rewarded by investors. The majority of the stocks within the Diversified Financials universe are growth-oriented companies, which are likely to continue to benefit from an attractive growth profile over our forecast period. ■ We also like bottom-up plays with the potential for accretive acquisitions serving as possible catalysts. ■ On the small cap side the sector provides diversification from the heavily resource-weighted Canadian small cap index, while the mid to large cap names provide diversification against the S&P/TSX Financials Index that is strongly influenced by performance of the banks. Recommendation ■ We are projecting an average one-year rate of return of 20% for our coverage universe, with the small cap names generating an ROR of just under 24% and the mid-to-large cap names generating an average return of 17%. Scotia Capital Inc. or an affiliate thereof owns or controls an equity interest in TMX Group Limited and in excess of 1% of the issued and outstanding equity securities thereof. In addition, an affiliate of Scotia Capital Inc. is a lender to TMX Group Limited under its credit facilities. As such, Scotia Capital Inc. may be considered to have an economic interest in TMX Group Limited.For Reg AC Certification and important disclosures see Appendix A of this report. Analysts employed by non-U.S. affiliates are not registered/qualified as research analysts with FINRA in the U.S. 15 Sector Has Attributes Likely to Be Increasingly Sought Out By Investors ■ Constructive outlook for 2015 as many of the sector’s key investment characteristics are likely to be increasingly sought out by investors. Our Diversified Financials universe includes 20 companies across six-subsectors broadly defined as asset managers, mortgages services, financial conglomerates, property and casualty (P&C) insurance, specialty financial services, and capital markets. Historically, a number of these stocks have fallen below the radar screens of many portfolio managers. That said, we believe they warrant a greater level of attention given they share a number of key investment characteristics that are likely to be increasingly sought by investors. These include: 1. Attractive risk/reward profile and relatively low market volatility. 2. Strong growth profile or high yield supported by strong cash flow. 3. High ROE. 4. Solid balance sheet and low financial leverage. 5. Diversification from heavily resource-weighted Canadian Small Cap index. ■ Stocks with a solid growth profile, healthy yield, relatively low market volatility and diversification benefits are likely to be well rewarded by investors. Increased market volatility, weakness across the commodities space, lingering macroeconomic uncertainties and slow global growth despite a strengthening U.S. recovery have created unique challenges for Canadian equity investors. Stocks with a solid growth profile, healthy yield, relatively low market volatility and diversification benefits are likely to be well rewarded by investors in 2015. ■ Solid growth prospects in a low-growth world likely to support a sustainable valuation premium. A myriad of factors has likely contributed to an environment where finding quality companies with above-average growth has become increasingly challenging. That said, the majority of the stocks within the Diversified Financials universe are growthoriented companies that are likely to continue to benefit from an attractive growth profile over our forecast period. Element Financial is projected to sustain an extremely strong growth profile through the end of 2016, while the non-prime lenders are expected to generate average growth of roughly 15% over the next two years, despite a widely anticipated slowdown in housing activity. For the fundcos we are expecting EBITDA/sh to grow at an annual average growth rate of 10% over the next two years. Intact is also projected to sustain an average growth rate in the double digits through our forecast period. The ability to sustain a strong growth profile is likely to support a sustainable valuation premium and help mitigate the risk associated with relatively elevated valuation multiples. ■ Diversification an increasingly attractive attribute, in our view. Controlling diversification and correlating factors continue to play a key role in alpha generation and investment risk management. We expect stock correlations across our coverage universe to remain low through 2015. On the small cap side the sector provides diversification from the heavily resource-weighted Canadian Small cap index, while the mid to large cap names provide diversification against the S&P/TSX Financials Index that is strongly influenced by performance of the banks. ■ We also like bottom-up plays with the potential for accretive acquisitions serving as possible catalysts. Looking into 2015, we see the potential acquisitions as catalysts for Intact Financial, Fiera Capital, and Element Financial. We also see the potential for tuck-in acquisitions in the broader wealth management sector augmenting growth and diversification across the asset management space. ■ Introducing 2016 estimates for the asset management space and Power Group. We are forecasting 11% YOY EBITDA/sh growth in 2016 by the fundcos, with the small cap segment experiencing double-digit growth. For 2016 we are forecasting Power Financial and Power Corp to grow their EPS by 9.3% and 9.6% over 2015. Exhibit 1 summarizes our changes. ■ Taking up targets across the mortgage services and asset management sectors. As we close out 2014 we are rolling over our target multiples into 2016. We are subsequently raising our targets across the mortgage services sector and most of the asset management sector. Exhibit 2 summarizes our ratings, targets, valuation assumptions and one-year expected rate of returns for each stock in our universe. 16 Exhibit 1 – Estimate Revisions Mutual Fund Asset Managers EPS Estimates CI Financial New Old CIX IGM Financial New Old IGM AGF Management New Old AGF EBITDA Per Share Estimates One-year Target F2014E F2015E F2016E F2014E F2015E F2016E $39.00 $37.00 $1.84 $1.84 $2.16 $2.16 $2.52 - $3.16 $3.16 $3.70 $3.70 $4.27 - $57.00 $55.00 $3.30 $3.30 $3.67 $3.67 $4.08 - $5.70 $5.70 $6.27 $6.27 $7.07 - $11.00 $12.00 $0.71 $0.71 $0.73 $0.73 $0.81 - $1.86 $1.86 $1.93 $1.93 $2.02 - Small Cap Asset Managers EPS Estimates Aston Hill Financial New Old AHF Fiera Capital1 New Old FSZ Gluskin-Sheff2 New Old GS Guardian Capital New Old EBITDA Per Share Estimates One-year Target F2014E F2015E F2016E F2017E F2014E F2015E F2016E F2017E $1.40 $1.40 $0.025 $0.025 $0.037 $0.037 $0.041 - - $0.131 $0.131 $0.129 $0.129 $0.135 - - $16.00 $16.00 $0.93 $0.93 $0.96 $0.96 $1.04 - - $1.12 $1.12 $1.25 $1.25 $1.38 - - $34.00 $32.00 $3.65 $3.65 $1.92 $1.92 $2.38 $2.46 $2.85 - $1.45 $1.45 $1.97 $1.97 $2.39 $2.47 $2.75 - $20.00 $20.00 $1.15 $1.15 $1.04 $1.04 $1.11 - - $0.85 $0.85 $0.89 $0.89 $0.95 - - $0.14 - - $0.16 $0.16 $0.17 $0.17 $0.20 - - GCG/A Sprott Inc. SII New $2.75 $0.10 $0.12 Old $2.75 $0.10 $0.12 1 FSZ estimates based on Cash Adjusted EPS, and Core EBITDA Per Share. 2 Actual GS EPS and EBITDA for F2014, GS estimates based on Base EBITDA Per Share EPS Estimates Power Corporation New Old POW Power Financial New Old PWF One-year Target F2014E F2015E F2016E $36.50 $36.00 $2.68 $2.68 $3.12 $3.12 $3.42 - $39.50 $39.00 $3.00 $3.00 $3.32 $3.32 $3.63 - Source: Company reports; Scotiabank GBM estimates. 17 Exhibit 2 – Ratings, Price Targets, ROR, Valuations Across our Coverage Universe GBM Rating Expected 1-yr Target Valuation 1-yr Target Mortgage Services Providers Equitable Group Inc. Old SP New SP Old New $67.00 $78.00 15.8% 9.2x 2016E Adj. EPS Home Capital Group Inc. First National Financial Corp. Genworth MI Canada Inc. SP SP SP SP SP SP $52.00 $59.00 $24.00 $26.00 $42.00 $44.00 17.6% 17.5% 11.4% 10.2x 2016E Adj. EPS 9.8x 2016E EPS 10.6x 2016E Op. EPS, 1.2x Q3/15E BVPS Average P&C Insurance Intact Financial Corporation GBM Rating Capital Markets TMX Group Old SP 1-yr Target New Old New SP $60.00 $60.00 Average Valuation 15.8% 9.5x EV/EBITDA on 2016E EBITDA 15.8% 15.6% Old SO New SO Old New $84.00 $84.00 Average 6.7% Valuation 2x Q3/15E BVPS 6.7% Specialty Financial Services Morneau Shepell Inc. Old SP DH Corporation Element Financial Corporation R SO New Old New SP $18.00 $18.00 R SO R R $18.00 $18.00 Average Mutual Funds AGF Management Ltd. Expected 1-yr Target Old SP New SP Old New $12.00 $11.00 16.4% CI Financial Corp. SP SP $37.00 $39.00 17.1% IGM Financial Inc. SO SO $55.00 $57.00 24.1% Average Valuation 5.6x 2016E EBITDA, 3.5% EV/Retail AUM 1-year out 10x 2016E EBITDA, 10.2% EV/MFA, 1-year out 7.6x 2016E EBITDA, 9.9% EV/MFA, 1-year out 19.2% Small Cap Asset Managers Aston Hill Financial Fiera Capital Corp. Gluskin Sheff + Associates Inc. Old SO SO SP New SO SO SP Old New $1.40 $1.40 $16.00 $16.00 $32.00 $34.00 82.5% 20.8% 23.7% Guardian Capital Group Limited SP SP $20.00 $20.00 10.9% Sprott Inc. SP SP $2.75 13.0% Average Average (M.C. > $500M) R = Restricted. Source: Scotiabank GBM estimates. $2.75 30.2% 17.1% Valuation 2.2% EV/AUM, 1-year out 1.35% EV/AUM, 1-year out 10.25x CY2016E Base EBITDA plus NPV of Performance Fees, 11% EV/AUM(NTM) 29.5% discount to target NAV of $28.37 9x 2016E Adj. EBITDA plus NAV of resource lending business 12.9% R 28.6% Valuation 10x EV/EBITDA on NTM EBITDA 1 year forward R 9.4x 2016E Pre-Tax Op. EPS, 13.1x 2016E Op. EPS 20.7% Financial Conglomerates Onex Corporation Old SP New Old New SP $68.00 $68.00 Power Corporation SO SO $36.00 $36.50 20.2% Power Financial SP SP $39.00 $39.50 17.4% 7.0% Average 14.9% Universe Average Small Cap Average (M.C. < $2B) Large Cap Average (M.C. > $2B) 23.7% 16.6% Universe Average 20.0% Valuation 8.8% discount to one-year forecast enterprise NAV of $74.55 per share 15.6% Discount to One-Year NAVPS of $43.23, 10.7x 2016E EPS 10.6% Discount to One-Year NAVPS of $44.20, 10.9x 2016E EPS 18 Universe of Coverage Price AGF.B-T AHF-T CIX-T DH-T EFN-T EQB-T FN-T FSZ-T GCG.A-T GS-T HCG-T IFC-T IGM-T MIC-T MSI-T OCX-T POW-T PWF-T SII-T X-T C$10.38 C$0.80 C$34.37 C$36.43 C$14.00 C$68.00 C$23.40 C$13.64 C$18.27 C$28.21 C$50.83 C$80.50 C$47.74 C$40.89 C$16.60 C$63.75 C$31.32 C$34.85 C$2.54 C$53.18 Rating Risk SP SO SP Restricted SO SP SP SO SP SP SP SO SO SP SP SP SO SP SP SP High High Medium N/A High Medium Medium High Medium Medium Medium Medium Medium Medium Medium Medium Low Low High Medium 1-Yr ROR $11.00 $1.40 $39.00 N/A $18.00 $78.00 $26.00 $16.00 $20.00 $34.00 $59.00 $84.00 $57.00 $44.00 $18.00 $68.00 $36.50 $39.50 $2.75 $60.00 16.4% 82.6% 17.4% N/A 28.6% 15.8% 17.8% 21.1% 10.9% 24.0% 17.7% 6.8% 24.2% 11.5% 13.1% 7.0% 20.3% 17.5% 13.0% 15.8% Pertinent Data Rating Risk 1-Yr Target Year 1 Key Data Year 2 Year 3 Valuation AGF Management Limited (AGF.B-T) New $11.00 Operating EPS16E: 5.6x 2016E EBITDA, 3.5% EV/Retail AUM, 1-year out. $0.81 Old $12.00 6.25x 2015E EBITDA, 4% EV/Retail AUM, 1-year out. Valuation: 5.6x 2016E EBITDA, 3.5% EV/Retail AUM, 1-year out. Key Risks to Price Target: AUM loss, margin and competitive pressures Aston Hill Financial Inc. (AHF-T) New Adj. EPS16E: $0.041 Old Valuation: 2.2% EV/AUM, One-Year Out Key Risks to Price Target: AUM loss, relative investment performance, sub-advisory relationships, key personnel CI Financial Corp. (CIX-T) New $39.00 Operating EPS16E: 10x 2016E EBITDA, 10.2% EV/MFA, 1-year out. $2.52 Old $37.00 10.9x 2015E EBITDA, 9.6% EV/MFA, 1-year out. Valuation: 10x 2016E EBITDA, 10.2% EV/MFA, 1-year out. Key Risks to Price Target: Capital markets levels, margin and competitive pressures Element Financial Corporation (EFN-T) New 9.4x 2016E Pre-Tax Op. EPS, 13.1x 2016E Op. EPS Old 13x 2015E Pre-Tax Op. EPS, 18.4x 2015E Op. EPS Valuation: 9.4x 2016E Pre-Tax Op. EPS, 13.1x 2016E Op. EPS Key Risks to Price Target: Lease origination volumes, interest margins, industry competition, credit performance, and managing high level of growth 19 Pertinent Data Rating Risk 1-Yr Target Year 1 Key Data Year 2 Year 3 Valuation Equitable Group Inc. (EQB-T) New $78.00 9.2x 2016E Adj. EPS Old $67.00 9.3x 2015E Adj. EPS Valuation: 9.2x 2016E Adj. EPS Key Risks to Price Target: Decline in real estate values, mortgage origination volumes and credit performance First National Financial Corporation (FN-T) New $26.00 9.8x 2016E EPS Old $24.00 10.1x 2015E EPS Valuation: 9.8x 2016E EPS Key Risks to Price Target: Lower mortgage origination volumes, tighter funding spreads Fiera Capital Corporation (FSZ-T) New Cash Op EPS16E: $1.04 Old Valuation: 1.35% EV/AUM, 1-yr forward Key Risks to Price Target: Relative investment performance, net inflows, cost containment, integration risk Guardian Capital Group Limited (GCG.A-T) New EPS16E: $1.11 Old Valuation: 29.5% discount to target NAV of $28.37 Key Risks to Price Target: Weak BMO share price, Decline in AUM, NAV discount ascribed by market Gluskin Sheff + Associates Inc. (GS-T) New $34.00 EPS16E: $2.38 Old $32.00 EPS16E: $2.46 EPS17E: $2.85 10.25x CY2016E Base EBITDA plus NPV of Performance Fees, 11% EV/AUM (NTM) 11.1x CY2015E Base EBITDA plus NPV of Performance Fees, 10.2% EV/AUM (NTM) Valuation: 10.25x CY2016E Base EBITDA plus NPV of Performance Fees, 11% EV/AUM (NTM) Key Risks to Price Target: Relative investment performance, net inflows, capital market conditions Home Capital Group Inc. (HCG-T) New $59.00 10.2x 2016E Adj. EPS Old $52.00 10.7x 2015E Adj. EPS Valuation: 10.2x 2016E Adj. EPS Key Risks to Price Target: Decline in real estate values, mortgage origination volumes and credit performance Intact Financial Corporation (IFC-T) Valuation: 2x Q3/15E BVPS Key Risks to Price Target: Frequency/severity of catastrophic events, Unfavourable regulatory changes, Inadequate loss reserves 20 IGM Financial Inc. (IGM-T) New $57.00 Old $55.00 Operating EPS16E: 7.6x 2016E EBITDA, 9.9% EV/MFA, 1-year out. $4.08 8.25x 2015E EBITDA, 9.5% EV/MFA, 1-year out. Valuation: 7.6x 2016E EBITDA, 9.9% EV/MFA, 1-year out. Key Risks to Price Target: Capital markets levels, margin and competitive pressures Genworth MI Canada Inc. (MIC-T) New $44.00 10.6x 2016E Op. EPS, 1.2x Q3/15E BVPS Old $42.00 10.7x 2015E Op. EPS, 1.1x Q3/15E BVPS Valuation: 10.6x 2016E Op. EPS, 1.2x Q3/15E BVPS Key Risks to Price Target: Weaker-than-expected labour markets, Decline in residential home prices, Regulatory changes. Morneau Shepell Inc. (MSI-T) Valuation: 10x EV/EBITDA on NTM EBITDA 1 year forward Key Risks to Price Target: Potential loss of long-term service contracts, Slower-than-expected EAP growth, Direct competition from US peers Onex Corporation (OCX-T) Valuation: 8.8% discount to one-year forecast enterprise NAV of $74.55 per share Key Risks to Price Target: Economic conditions, competitive environment for operating companies, health of capital markets. Power Corporation of Canada (POW-T) New $36.50 Operating EPS16E: 15.6% Discount to one-year NAVPS of $43.23, 10.7x 2016E $3.42 EPS. Old $36.00 15.7% Discount to one-year NAVPS of $42.73, 11.5x 2015E EPS. Valuation: 15.6% Discount to one-year NAVPS of $43.23, 10.7x 2016E EPS. Key Risks to Price Target: Economic, systemic, interest rate, regulatory and counterparty failures Power Financial Corporation (PWF-T) New $39.50 Operating EPS16E: 10.6% Discount to one-year NAVPS of $44.20, 10.9x 2016E $3.63 EPS. Old $39.00 10.9% Discount to one-year NAVPS of $43.78, 11.7x 2015E EPS. Valuation: 10.6% Discount to one-year NAVPS of $44.20, 10.9x 2016E EPS. Key Risks to Price Target: Economic, systemic, interest rate, regulatory and counterparty failures Sprott Inc. (SII-T) New Old Valuation: 9x 2016E Adj EBITDA plus NAV of resource lending business Key Risks to Price Target: Capital market levels, margin and competitive pressures EPS16E: $0.14 9x 2016E Adj EBITDA plus NAV of resource lending business 10x 2015E Adj EBITDA plus NAV of resource lending business 21 TMX Group Ltd. (X-T) New 9.5x EV/EBITDA on 2016E EBITDA Old 10.5x EV/EBITDA on 2015E EBITDA Valuation: 9.5x EV/EBITDA on 2016E EBITDA Key Risks to Price Target: Declining revenue from lost market share and pricing pressure, Lack of growth from derivatives platform Source: Scotiabank GBM estimates. ScotiaView Analyst Link 22 Intraday Flash Tuesday, November 18, 2014 @ 12:01:10 PM (ET) Global Fertilizers Russian Potash Mine Flood Should be Positive for 2015 Outlook Ben Isaacson, MBA, CFA - (416) 945-5310 (Scotia Capital Inc. - Canada) [email protected] Carl Chen - (416) 863-7184 (Scotia Capital Inc. - Canada) [email protected] Event ScotiaView Analyst Link ■ URKA's Solikamsk-2 mine, 3% of global supply and 17% of our 2015E Uralkali production estimate, is flooding to the point where all work in the mine has been suspended, and all personnel have been evacuated. Implications ■ We look back at the impact of several brine inflow situations in the potash market over the past decade - some positive and some neutral. While it's still too early to tell what will happen with Solikamsk-2, the removal of all personnel, as well as the closure of the mine, tells us it must be serious. ■ We run through the math under two 2015 scenarios, assuming the mine is lost. The Scotia scenario suggests a 17% tightening of the S/D imbalance next year, while our avg. corporate scenario suggests a 50% improvement. Recommendation ■ The bottom line is that we see this as a very positive development for the commodity, especially given the timing of the Chinese contract negotiation likely in the peak discussion period. In fact, if we see a $20/mt increase in global potash prices due to this (highly likely), then URKA could be economically indifferent on the mine flood! ■ 2015E EBITDA exposure to potash: IPI @ 100%, POT @ 62%, K+S @ 58%, SQM @46%, MOS @ 42% and AGU @ 14%. From a margin leverage point of view, higher cost producers like IPI and K+S will benefit more from rising prices than all others. We're buying the space today. Universe of Coverage Price AGU-N CF-N IPI-N MOS-N NPK-T POT-N SDF-DE SQM-N YAR-OL US$103.45 US$269.34 US$14.12 US$46.86 C$0.54 US$35.57 €23.50 US$24.85 322.70kr Rating Risk SO SO SP SO SP SP SP SP SP Medium High High High Speculative High High Medium High 1-Yr ROR $120.00 $300.00 $13.50 $52.00 $1.10 $34.00 €23.00 $28.00 300.00kr 19.0% 13.6% -4.4% 13.1% 103.7% -0.5% -0.8% 15.0% -4.8% For Reg AC Certification and important disclosures see Appendix A of this report. Analysts employed by non-U.S. affiliates are not registered/qualified as research analysts with FINRA in the U.S. 23 Russian Potash Mine Flood ■ A quick history lesson. On October 19, 2006 Uralkali’s Berezniki-1 flooded, which removed 1.4M mt of supply out of an already tight market. The flood occurred following a break in a section of an old part of the mine, which caused an “inflow of brine” and hydrogen sulphide emissions. Exhibit 1 highlights the subsequent sinkhole. A brine inflow is exactly what Uralkali is once again talking about. At the time, this led to a 22% and 17% rally in POT and MOS over the subsequent month, respectively (Exhibit 2). Exhibit 1 – 2006 Berezniki-1 Sinkhole Exhibit 2 – Oct 18 to Nov 17, 2006 Stock Performance 25% 22% 20% 17% 15% 10% 10% 5% 5% n.a. 0% -1% -5% POT Source: Itar-Tass. MOS K+S AGU SQM IPI Source: Bloomberg; Scotiabank GBM. ■ Another history lesson. In 2011, one of Belaruskali’s mines flooded. North American producers sent technical teams to Belarus to help contain the flood, which they did successfully. Mosaic has been managing a brine inflow at Esterhazy, the largest potash mine in the world, for years. Both situations have not impacted production, as far as we know. Therefore, not all potash brine inflow situations are positive catalysts for equity outperformance. While it’s still too early to tell what will happen with Solikamsk-2, the removal of all personnel, as well as the closure of the mine, tells us it must be serious. ■ Solikamsk-2. The mine was rated at 2.3M mt in 2013, and may be higher following some debottlenecking, potentially as much as 2.4M mt. After planned maintenance, we assume the granular and standard grade mine produces 2M mt annually, which equates to about 3% of global supply, and about 17% of our assumed 2015E Uralkali production of 12M mt. ■ Impact to 2014. For 2014, we estimate the supply/demand imbalance to be ~3M mt (assuming 57M mt of demand), and potentially as tight as 1M mt if we use the average corporate demand forecast of 59M mt. The removal of 2M mt of production could temporarily push potash into a demand-driven market, something we haven’t seen in years, and a very bullish sign. However, as 2014 is effectively behind us, how does 2015 look? ■ Impact to 2015 – Scotia estimates. We believe the 2015 supply/demand imbalance is 4.5M mt, assuming 54M mt of demand (lower y/y for several reasons) – see Exhibit 3. The removal of 2M mt should push potash into a slighter tighter (-17%) situation in 2015 than in 2014. However, 2015 demand is likely more price elastic than 2014, given weaker crop fundamentals. Therefore, the impact of this mine flood should be considered less severe to N/T market fundamentals today, than had the flood occurred 9-12 months ago. However, we do not want to understate that the impact is obviously quite positive in the Scotia scenario. ■ Impact to 2015 – average corporate. Based on average corporate 2014E demand at 59M mt, our 2015 S/D imbalance could now drop to 0.5M mt (Exhibit 4), which means the market could be 50% tighter next year. Accordingly, in the average corporate scenario, we think a very bullish case can be built, potentially even bordering on a demand driven market. ■ Bottom line. The bottom line is that we see this as a very positive development for the commodity, especially given the timing of the Chinese contract negotiation – likely in the peak discussion period. In fact, if we see a $20/mt increase in global potash prices due to this (highly likely), then URKA could be economically indifferent on the mine flood! ■ Leverage. 2015E EBITDA exposure to potash is: IPI @ 100%, POT @ 62%, K+S @ 58%, SQM @46%, MOS @ 42% and AGU @ 14%. From a margin leverage point of view, higher cost producers like IPI and K+S will benefit more from rising prices than all others. Until we know more, we’re buying the space today. 24 Exhibit 3 – Potential Mine Flood Impact – Using Scotia 2014E Demand of 57M mt Producer GBM Est. 2014E (M mt) Canpotex POT MOS AGU 9.1 8.7 1.0 18.8 Former BPC BELA URKA 9.0 11.5 20.5 POT's Equities ICL SQM APC QSLP (China) 5.3 1.7 2.2 4.0 13.2 IPI K+S VALE China/All other 1.0 3.2 0.3 3.0 7.5 2014E Supply 60.0 Independent 1. 2. 3. 4. 5. 6a. 6b. 7. Distributor restocking should be over U.S. restocking could overshoot on logistics fears The Indians have been stock-piling Potash application rates could fall next year (Brazil/U.S.) AGU will offer more product next year Belaruskali destocking complete Global supplier destocking complete Forward buying in 2014 GBM Est. 2014E (M mt) North America China India SE Asia Europe & FSU Brazil ROW 10.0 12.2 3.2 8.2 10.5 9.2 3.7 Pre-flood Excess Supply? 2014E Demand 57.0 3.0 -1.5 0.5 -0.5 -1.0 1.0 -1.5 -1.0 +50% -17% -0.5 2015E Supply 58.5 2015E Demand 54.0 4.5 - 2.0 = Less: Mine flood 2.5 Post-flood Excess Supply? Source: Itar-Tass; Scotiabank GBM estimates. Exhibit 4 – Potential Mine Flood Impact – Using Average Corporate 2014E Demand of 59M mt Producer GBM Est. 2014E (M mt) Canpotex POT MOS AGU 9.1 8.7 1.0 18.8 Former BPC BELA URKA 9.0 11.5 20.5 POT's Equities ICL SQM APC QSLP (China) 5.3 1.7 2.2 4.0 13.2 IPI K+S VALE China/All other 1.0 3.2 0.3 3.0 7.5 2014E Supply 60.0 Independent 1. 2. 3. 4. 5. 6a. 6b. 7. Distributor restocking should be over U.S. restocking could overshoot on logistics fears The Indians have been stock-piling Potash application rates could fall next year (Brazil/U.S.) AGU will offer more product next year Belaruskali destocking complete Global supplier destocking complete Forward buying in 2014 2015E Supply Corporate 2014E (M mt) Pre-flood Excess Supply? 2014E Demand 59.0 -1.5 0.5 -0.5 -1.0 1.0 -1.5 -1.0 1.0 +150 -50% -0.5 58.5 2015E Demand 56.0 2.5 - 2.0 Less: Mine flood Source: Scotiabank GBM estimates. = 0.5 Post-flood Excess Supply? 25 Pertinent Data Rating Risk 1-Yr Target Year 1 Key Data Year 2 Year 3 Valuation Agrium Inc. (AGU-N) Valuation: 7.5x 2016E EBITDA, 13x 2016E EPS, DCF @ 10%, 65% RCN Key Risks to Price Target: Fertilizer supply/demand, crop and energy prices, weather CF Industries Holdings, Inc. (CF-N) Valuation: 7x 2015E EBITDA, 14.5x 2015E EPS, DCF @ 9%, 70% RCN Key Risks to Price Target: Fertilizer supply/demand, crop and energy prices, weather Intrepid Potash, Inc. (IPI-N) Valuation: 12x 2015E EBITDA, DCF @ 10%, 40% RCN Key Risks to Price Target: Fertilizer supply/demand, crop and energy prices, weather The Mosaic Company (MOS-N) Valuation: 8.5x 2015E EBITDA, 16x 2015E EPS, DCF @ 9.5%, 45% RCN Key Risks to Price Target: Fertilizer supply/demand, crop and energy prices, weather Verde Potash plc (NPK-T) Valuation: 0.3x NAV Key Risks to Price Target: Financing, development progress, potash supply/demand Potash Corporation of Saskatchewan, Inc. (POT-N) Valuation: 9.5x 2015E EBITDA, 17.5x 2015E EPS, DCF @ 9.5%, 50% RCN Key Risks to Price Target: Fertilizer supply/demand, crop and energy prices, weather K+S AG (SDF-DE) Valuation: 7x 2015E EBITDA, 13x 2015E EPS, DCF @ 10%, 25% RCN Key Risks to Price Target: Fertilizer supply/demand, crop and energy prices, weather Sociedad Quimica y Minera de Chile (SQM-N) Valuation: 11x 2015E EBITDA, 20x 2015E EPS, DCF @ 10.5% Key Risks to Price Target: Fertilizer supply/demand, crop and energy prices, weather Yara International ASA (YAR-OL) Valuation: 5.5x 2015E EBITDA, 11.5x 2015E EPS, DCF @ 10.5%, 45% RCN Key Risks to Price Target: Fertilizer supply/demand, crop and energy prices, weather Source: Scotiabank GBM estimates. ScotiaView Analyst Link 26 Industry Comment Tuesday, November 18, 2014, After Close Mutual Fund Industry October Mutual Fund Flows - Net LTA Sales Remain Resilient, Up 72% YOY Phil Hardie, P.Eng., MBA, CFA - (416) 863-7430 (Scotia Capital Inc. - Canada) [email protected] Michael Lee, CPA, CA - (416) 863-7826 (Scotia Capital Inc. - Canada) [email protected] Beam Ukarapong, MBA - (416) 945-4528 (Scotia Capital Inc. - Canada) [email protected] Event ■ IFIC reported mutual fund flows for October 2014. Net LTA sales (ex. Money Market funds) were relatively solid, with YTD sales increasing 48.5% over last year. ■ Total industry net LTA sales in October were $2.0B versus $3.0B in September, and $1.2B a year earlier. Total industry net sales in October were $1.9B versus $2.7B in September and $0.8B a year ago. ScotiaView Analyst Link Implications ■ Despite the market sell-off in October, net LTA sales remain resilient, increasing 72% YOY. The YOY increase in net LTA sales were primarily due to improved Fixed Income flows. ■ Fixed Income funds flows were positive with Global and Domestic Fixed Income funds posting inflows, improving YOY. ■ Balanced funds continue to attract the majority of fund flows, with Global Balanced remaining the bestseller. Domestic Balanced funds recorded positive flows but declined from the previous month. ■ Equity funds flows were negative in October. U.S. Equity funds recorded inflows, while Domestic, Global and Sector Equity funds posted net redemptions. ■ Industry AUM of $1 trillion was up 0.5% MOM and 15.4% YOY, largely driven by positive fund flows and market appreciation. Recommendation ■ We expect to publish our Mutual Fund Quarterly Review for Q3/14 at the end of November. Universe of Coverage Price AGF.B-T CIX-T IGM-T C$10.38 C$34.37 C$47.74 Rating Risk SP SP SO High Medium Medium 1-Yr ROR $11.00 $39.00 $57.00 16.4% 17.4% 24.2% For Reg AC Certification and important disclosures see Appendix A of this report. Analysts employed by non-U.S. affiliates are not registered/qualified as research analysts with FINRA in the U.S. 27 October Mutual Fund Flows – Net LTA Sales Remain Resilient, Up 72% YOY ■ YTD net LTA sales were up 48.5% from the previous year. The Investment Funds Institute of Canada (IFIC) reported mutual fund flows for October 2014. Net LTA sales, which exclude Money Market funds, were relatively solid with YTD sales higher than 2013 by 48.5%. Total industry net LTA sales in October were $2.0B versus $3.0B in September, and $1.2B a year earlier. Total industry net sales in October were $1.9B versus $2.7B in September and $0.8B a year ago. Industry AUM of $1.0 trillion increased 0.6% MOM and was up 15.4% YOY. The increase in AUM was largely driven by positive net sales and market appreciation. ■ Global balanced fund flows remain strong. Balanced funds recorded inflows of $1.8 billion, driven by strong inflows in Global Balanced funds. Global Balanced funds inflows of $1.2 billion were down from inflows of $2.0 billion in the previous month and from inflows of $1.8 billion a year earlier. Domestic Balanced funds posted inflows of $592 million, down from inflows of $1.2 billion in the previous month but improved from outflows of $62 million in the previous year. ■ Global and Domestic Fixed Income funds flows improved YOY. Global Fixed Income inflows of $294 million declined from inflows of $314 million last month but improved from inflows of $2 million in the previous year. Domestic Fixed Income fund flows turned positive in October, with net inflow of $87 million. This compared with outflows of $780 million in the previous month and outflows of $1.6 billion a year ago. Note that Domestic Fixed Income fund flows were impacted by the portfolio rebalancing at MD Management in September. Money Market funds posted outflows of $136 million, compared with outflows of $324 million in the previous month and outflows of $350 million a year ago. ■ Domestic Equity fund flows remain in net redemptions. Equity funds posted outflows of $181 million, down from inflows of $620 million in September and from inflows of $990 million a year earlier. Note that September fund flows were impacted by the portfolio rebalancing at MD Management, resulting in significant inflows into Global Equity funds and unusually large outflows from Domestic Equity, U.S. Equity and Domestic Fixed Income funds. Global Equity funds outflows of $15 million were down from inflows of $2.8 billion in the previous month and inflows of $448 million a year ago. Domestic Equity funds recorded outflows of $469 million, improved from outflows of $1.2 billion last month but down from outflows of $28 million a year ago. Following two consecutive months of outflows, U.S. Equity posted inflows of $387 million, compared with outflows of $809 million in September and inflows of $679 million last year. Dividend and Income Equity funds (a sub-category of Domestic Equity funds) recorded net redemptions of $102 million. Sector Equity funds posted outflows of $84 million. ■ Net LTA sales increased YOY, as growth in gross LTA sales outpaced that of LTA redemptions. Gross LTA sales in October were $15.1 billion, up 28.4% YOY. Gross LTA redemptions in October were $13.1 billion, up 27.7% YOY. The LTA redemption rate was at 16.1% in October, up from 15.7% in the previous month and up 14.6% a year ago. The redemption rate on a 12-month trailing basis was 13.5%, remaining relatively flat compared to the previous month but down from14.9% a year earlier. ■ Following downward trend through most of 2014, redemption rates ticked up over the last two months. On a month over month basis, net LTA sales declined 34%, likely reflecting a recent increase in redemption rate and seasonally lower gross sales. The LTA redemption rate has ticked up since September and is now at 16.1%. ■ Industry AUM increased 0.5% over last month, largely reflecting positive net sales and market appreciation. Industry AUM at the end of October was estimated at $1.0 trillion, up 0.5% from the previous month and 15.4% YOY. The increase in AUM was primarily driven by positive net flows and market appreciation. On a total return basis the S&P/TSX declined 2.1%, while S&P 500, NASDAQ and MSCI World (CAD) increased 2.4%, 3.1% and 0.7% MOM, respectively in October. Year-over-year on a total return basis, the S&P/TSX, S&P 500, NASDAQ and MSCI World (CAD) increased 12.6%, 17.3%, 19.6%, and 9.4%, respectively. ■ CIX experienced a 0.4% growth in AUM, while AUM for IGM and AGF declined from the previous month. The publicly traded fundcos released their monthly AUM earlier this month (see Exhibit 31). CIX AUM increased 0.4% from last month, while IGM mutual fund 28 AUM declined 0.3%. AGF mutual fund AUM growth lagged its peers, with AUM declining 1% MOM. Mutual Fund Quarterly Review for Q3/14 to be Published in November ■ IFIC releases detailed monthly data by fund company on a quarterly basis. We expect to release our Mutual Fund Quarterly Review for Q3/14 at the end of November. 29 Exhibit 1 - Industry Net Sales Mutual Fund Net Sales 1991 - October 2014 (C$million) 9,000 7,000 5,000 3,000 1,000 -1,000 -3,000 -5,000 -7,000 -9,000 1991 1992 1993 1994 1995 1996 1997 1998 1999 2000 2001 2002 2003 2004 2005 2006 2007 2008 2009 2010 2011 2012 2013 2014 Source: IFIC; Scotiabank GBM Phil Hardie, P.Eng., MBA, CFA Exhibit 2 - Industry Net Sales Mutual Fund Net Sales 2008 - October 2014 ($M) 7,226 7,038 6,086 5,695 7,000 5,989 5,607 4,622 3,042 2,488 2,580 1,022 674 1,738 1,085 1,076 953 1,447 663 461 435 168 208 89 1,916 1,756 1,430 1,463 1,0451,427 1,015 790 1,252 3,7943,954 3,450 2,960 2,706 802 508 142 1,000 -1,000 (86) (844) (1,263) 3,000 1,906 1,770 1,354 (83) (132) (100) (241) (449) (751) (980) (1,394) (686) (969) (761) 779 477 225 541418 1,662 1,698 1,462 1,044 3,163 3,141 2,920 2,804 2,447 2,345 2,129 1,888 3,930 3,662 3,345 5,000 4,089 4,006 3,408 -3,000 -5,000 (4,554) -7,000 -9,000 J A 2008 J O J A J 2009 Source: IFIC; Scotiabank GBM. O J A 2010 J O J A 2011 J O J A 2012 J O J A J 2013 Phil Hardie, P.Eng., MBA, CFA O J A 2014 J O 30 Exhibit 3 - Industry Net Sales Mutual Fund Net Sales 1979 - October 2014 C$billion Net Sales 66.0 % AUM 35% 30% 49.2 45.9 25% 43.2 39.8 32.634.0 30.9 30.4 25.5 23.1 19.3 27.127.4 22.2 15.9 10.613.6 5.0 5.2 0.6 2.5 Note: Net sales include net transfers beginning in 1995 Source: IFIC; Scotiabank GBM. 14 YTD 13 13 YTD 12 11 10 09 08 07 06 05 04 02 01 00 99 98 97 96 95 94 93 92 91 90 -3.9 89 88 87 86 85 84 83 82 81 80 5% 1.8 1.9 0% -0.2 79 10% 8.2 3.1 Mutual Fund Net Sales Momentum LTM % Change 1998 - October 2014 (% change) 480% 420% 360% 300% 240% 180% 120% 60% 0% -60% -120% -180% 1999 2000 2001 2002 2003 Source: IFIC; Scotiabank GBM. 2004 2005 -5% Phil Hardie, P.Eng., MBA, CFA Exhibit 4 - Mutual Fund Net Sales Momentum 1998 20% 15% 14.8 8.1 03 0.1 0.2 0.2 0.3 1.0 1.0 1.9 40% 2006 2007 2008 2009 2010 2011 2012 2013 2014 Phil Hardie, P.Eng., MBA, CFA 31 Exhibit 5 - Mutual Fund Net Sales as a % of AUM Mutual Fund Net Sales as % of AUM - LTM 1991 - October 2014 % of AUM 45% 40% 35% 30% 30% 25% 20% 15% 12% 10% 5% 0% -5% 91 92 93 94 95 96 97 98 99 00 01 02 03 04 05 06 07 08 09 10 11 12 13 14 Note: LTM Average AUM. Net Sales include transfers beginning 1995. Source: IFIC; Scotiabank GBM Phil Hardie, P.Eng., MBA, CFA Source: Company reports; Scotia Capital estimates. Exhibit 6 - Industry Long Term Asset Net Sales Mutual Fund Net Sales of Long-Term Assets 1991 - October 2014 (C$million) 9,000 7,000 5,000 3,000 1,000 -1,000 -3,000 -5,000 -7,000 91 92 93 94 95 96 97 98 99 00 01 02 03 04 05 06 07 08 09 10 11 12 13 14 Source: IFIC; Scotiabank GBM. Source: Company reports; Scotia Capital estimates. Phil Hardie, P.Eng., MBA, CFA 32 Exhibit 7 - Industry Long Term Asset Net Sales Mutual Fund Net Sales of Long-Term Assets 2008 - October 2014 ($M) 6,627 7,000 6,620 6,401 6,133 6,000 5,372 4,819 4,876 4,526 4,244 4,047 3,950 3,651 3,085 2,805 3,301 3,273 71.8% (106) 691 402 1,905 1,798 1,127 1,242 931 584 1,871 2,311 2,135 2,141 1,928 1,708 1,453 4,000 3,281 1,867 1,583 1,256 835 1,106 860 562 267183 5,000 3,582 3,427 3,321 2,283 2,094 803 681 316 29 3,496 4,471 4,119 4,183 3,023 2,996 2,870 2581 2,376 2,503 2,159 2,035 1,961 1,920 1,855 $838.78 9,000 8,000 7,397 2,008 1,725 3,000 2,000 1,169 1,000 613 288 0 (163) (234) (685) (27) (402) -1,000 (1,016) -2,000 (1,960) (2,378) (2,519) -3,000 -4,000 -5,000 (4,629) -6,000 -7,000 (6,495) J A J O J A J O J J O J A J O J 2011 2010 2009 2008 A A J O J A J O J Source: IFIC; Scotiabank GBM J O 2014 2013 2012 A Phil Ha rdie, P.Eng., MBA, CFA Source: Company reports; Scotia Capital estimates. Exhibit 8 - Industry Long Term Asset Net Sales Mutual Fund Net Sales of Long-Term Assets 1991 - October 2014 C$billion 51.1 42.4 33.6 33.2 29.3 28.5 27.3 25.2 25.6 26.7 28.8 28.6 22.2 19.6 19.1 10.8 18.5 11.7 9.6 6.8 4.5 27.2 2.6 5.3 -15.1 91 92 93 94 95 96 97 Source: IFIC; Scotiabank GBM. Source: Company reports; Scotia Capital estimates. 98 99 00 01 02 03 04 05 06 07 08 09 10 11 12 13 13 14 YTD YTD Phil Hardie, P.Eng., MBA, CFA 33 Exhibit 9 – Net Sales Performance by Asset Class Net Sales Performance Oct-14, C$million 1 Month Current Assets Net Sales % AUM $169,393 $84,536 $50,556 $11,766 $233,856 $293,284 $88,208 $42,376 $7,306 $21,323 (469) (15) 387 (84) 592 1,171 87 294 68 (136) Domestic Equity Global Equity U.S. Equity Sector Equity Domestic Balanced Global Balanced Domestic Fixed Income Global Fixed Income Specialty Funds Money Market Total Mutual Fund Industry $1,002,605 3 Months % Mix Net Sales % AUM (0.3%) (0.0%) 0.8% (0.7%) 0.3% 0.4% 0.1% 0.7% 0.9% (0.6%) (25%) (1%) 20% (4%) 31% 62% 5% 16% 4% (7%) (1,800) 2,714 (464) (264) 3,251 4,980 (908) 849 78 (496) 0.2% 100% 7,939 1,895 12 Months % Mix Net Sales % AUM (1.1%) 3.2% (0.9%) (2.2%) 1.4% 1.7% (1.0%) 2.0% 1.1% (2.3%) (23%) 34% (6%) (3%) 41% 63% (11%) 11% 1% (6%) (1,303) 5,447 1,427 (773) 13,120 31,624 (4,905) 4,836 638 (2,795) 0.8% 100% 47,315 YTD % Mix Net Sales % AUM % Mix (0.8%) 6.4% 2.8% (6.6%) 5.6% 10.8% (5.6%) 11.4% 8.7% (13.1%) (3%) 12% 3% (2%) 28% 67% (10%) 10% 1% (6%) (1,842) 5,001 913 (469) 12,049 26,850 (2,737) 4,378 489 (2,686) (1.1%) 5.9% 1.8% (4.0%) 5.2% 9.2% (3.1%) 10.3% 6.7% (12.6%) (4%) 12% 2% (1%) 29% 64% (7%) 10% 1% (6%) 4.7% 100% 41,945 4.2% 100% Note: Data based on Fund Admin View . Source: IFIC; Scotiabank GBM Phil Hardie, P.Eng., MBA, CFA Exhibit 10 – Net Sales by Asset Class Net Sales by Asset Class Month of October C$million 2013 1,835 2014 1,171 679 448 592 387 294 87 (15) (28) (108) (84) 2 137 68 (62) (136) (350) (469) (1,593) Domestic Equity Global Equity U.S. Equity Sector Equity Note: Data based on Fund Admin View. Source: IFIC; Scotiabank GBM. Source: Company reports; Scotia Capital estimates. Domestic Balanced Global Balanced Domestic Global Fixed Specialty Fixed Income Funds Income Money Market Phil Hardie, P.Eng., MBA, CFA 34 Exhibit 11 – Net Sales by Asset Class Net Sales by Asset Class Year-to-Date October C$million 26,850 2013 22,383 2014 12,049 7,152 6,520 5,001 4,378 3,337 1,063 489 913 (1,173) (1,842) (69) (1,058)(469) (2,686) (2,993) (2,737) (7,765) Domestic Equity Global Equity U.S. Equity Sector Equity Domestic Balanced Global Balanced Domestic Global Fixed Specialty Fixed Income Funds Income Note: Data based on Fund Admin View . Source: IFIC; Scotiabank GBM. Money Market Phil Hardie, P.Eng., MBA, CFA Source: Company reports; Scotia Capital estimates. Exhibit 12 – Net Sales by Asset Class Net Sales by Asset Class % of Total Net Sales Month of October 191.3% 70.7% 31.2% 20.4% -0.8% 2014 61.8% 46.7% -2.9% -24.8% 2013 15.5% 14.3%3.6% 4.6% 0.2% -11.3%-4.4% -6.5% -7.2% -36.5% -166.0% Domestic Equity Global Equity U.S. Equity Sector Equity Note: Data based on Fund Admin View. Source: IFIC; Scotiabank GBM. Source: Company reports; Scotia Capital estimates. Domestic Balanced Global Balanced Domestic Global Fixed Specialty Fixed Income Funds Income Money Market Phil Hardie, P.Eng., MBA, CFA 35 Exhibit 13 – Net Sales by Asset Class Net Sales by Asset Class % of Total Net Sales Year-to-Date October 81.7% 2013 2014 64.0% 28.7% 23.8% 26.1% 12.2%10.4% 11.9% 3.9% 1.2% 2.2% -4.3%-4.4% -0.3% -3.9%-1.1% -6.4% -10.9% -6.5% -28.3% Domestic Equity Global Equity U.S. Equity Sector Equity Domestic Balanced Global Balanced Domestic Global Fixed Specialty Fixed Income Funds Income Note: Data based on Fund Admin View . Source: IFIC; Scotiabank GBM. Money Market Phil Hardie, P.Eng., MBA, CFA Source: Company reports; Scotia Capital estimates. Exhibit 14 - Mutual Fund Net Sales Domestic Equity Mutual Fund Net Sales Domestic Equity 2007- October 2014 ($) Millions 1,300 1,123 944 800 572 367 165 304 235 152 117 3 37 30 34 3 (35) (144) (203) (199) (288) (327) (309) (333) (360) (366) (408) (334) (452) (454) (533) (618) (578) (607) (611) (632) (692) (734) (792) (73) (3) (71) (264) (354) (374) (28) (44) (130)(95) (153) (209) (244) (245) (305) (322) (349) (354) (366) (390) (399) (415)(392) (415) (450) (455) (458) (467) (521) (529) (561) (609) (611) (613) (619) (651) (771) (781) (786) (793) (826) (845) (854) (82) (135) 300 91 94 (85) (161) (175) (97) (200) (378) (469) (700) (1,200) (1,233) (1,332) (1,395) (1,700) (2,055) (2,200) J M M J S N J M M J S N J M M J S N J M M J S N J M M J S N J M M J S N J M M J S N J M M J S 2007 2008 2009 2010 2011 Note: January 2011 inflows of $313M adjusted for the impact of MD Management; Data based on Fund Admin View. Source: IFIC; Scotiabank GBM. Source: Company reports; Scotia Capital estimates. 2012 2013 2014 Phil Hardie, P.Eng., MBA, CFA 36 Exhibit 15 - Mutual Fund Net Sales Canadian Dividend & Income Equity Mutual Fund Net Sales Dividend & Income Equity 2007 - October 2014 ($) Millions 1,400 1,200 1,000 746 480 206 438 457 421 308 278 304 296 295 270 205 121 115 103 95 83 74 4628 800 713 617 606 370 305 294 273 239 224 221 215 204 204 202 190 174 168 136 123 110 119 106 69 60 58 33 -20 242 7 20 7 285 253 155 71 250 303 153 149 151 600 449 335 117 400 335 197 101 186 165 174 151 123 98 4840 9 200 0 -166 -7 -39 -15 -57 -117 -148 -212 -31 -49 -143 -217 -91 -102 -200 -400 -428 -430 -600 -624 -800 J A J O 2007 J A J O 2008 J A J O J A J 2010 2009 O J A J O 2011 J A J O 2012 Source: IFIC; Scotiabank GBM. J A J O J 2013 A J O 2014 Phil Hardie, P.Eng., MBA, CFA Exhibit 16 - Mutual Fund Net Sales Global Equity Mutual Fund Net Sales Global Equity 2007- October 2014 ($) Millions 3,256 2,774 1,900 1,497 1,008 1,089 639 539 305 229 226 161 26 43 15 (51) (55) (62) (64) (77) (100) (152) (166) (93) (232) (233) (233) (239) (242) (252)(427) (262) (303) (335) (304) (312) (308) (318) (323) (334) (338)(406) (345) (460) (352) (355) (374) (391) (401) (408) (409) (425) (428) (431) (452) (453) (461) (523) (464) (497) (506) (514) (561) (566) (589) (602) (609) (601) (615) (646) (580) (641) (655) (787) (916) (1,061) (1,176) 755 566 448 383 502 281 236 213 191 182 60 (3) (16) (120) (45) (15) (1,513) J M M J S N J M M J S N J M M J S N J M M J S N J M M J S N J M M J S N J M M J S N J M M J S 2007 2008 2009 2010 2011 Note: January 2011 outflows of $259M adjusted for the impact of MD Management; Data based on Fund Admin View. Source: IFIC; Scotiabank GBM. Source: Company reports; Scotia Capital estimates. 2012 2013 2014 Phil Hardie, P.Eng., MBA, CFA 37 Exhibit 17 - Mutual Fund Net Sales U.S. Equity Mutual Fund Net Sales U.S. Equity 2007- October 2014 ($) Millions 1,136 1,032 850 754 682 549 523 482 360 460 394 379 241 178 112 177 132 7 3 104 28 6 25 11 (70) 67 4 21 (25) (10) (84) (153) (189) 4 (30) (46) 59 74 86 (0) (47) (84) (99)(129) (10) (121) 75 4011 102 (20) (85) (61) (3) (31)(7) (27) (71) (121) 387 312 299 198 187 138 88 128 113 57 79 77 51 4 2319 3545 790 738 720 679 683 5 14 (9) (22) (63) (74) (161) (43) (197) (555) (809) (1,112) J M M J S N J M M J S N J M M J S N J M M J S N J M M J S N J M M J S N J M M J S N J M M J S 2007 2008 2010 2009 2011 2013 2012 Note: January 2011 inflows of $142M adjusted for the impact of MD Management; Data based on Fund Admin View. Source: IFIC; Scotiabank GBM. 2014 Phil Hardie, P.Eng., MBA,CFA Source: Company reports; Scotia Capital estimates. Exhibit 18 - Mutual Fund Net Sales Domestic Balanced Mutual Fund Net Sales Domestic Balanced 2007- October 2014 ($) Millions 2,533 2,096 2,016 1,926 1,8431,836 1,701 1,623 1,514 1,483 1,3241,346 1,313 1,177 1,485 1,021 1,008 1,059 614 650 528 478 413 1,124 1,040 1,224 1,204 738 701 650 517 572 148281 141 116 221 (106) (494) 750 671 514 515 416 398 287 442 813 684 726 590 592 490 387 379 244 162 (60) (126) (210)(178) (272) 953 773 259 280 184 151 97 866 480 417 254 209 1,172 925 990 766 855 711 754 877 614 1,090 1,165 1,202 1,269 1,249 (62) (140) (582) (788) (1,078) (1,613) J M M J S N J M M J S N J M M J S N J M M J S N J M M J S N J M M J S N J M M J S N J M M J S 2007 2008 2009 Note: Data based on Fund Admin View. Source: IFIC; Scotiabank GBM. Source: Company reports; Scotia Capital estimates. 2010 2011 2012 2013 2014 Phi l Hardie, P.Eng., MBA, CFA 38 Exhibit 19 - Mutual Fund Net Sales Global Balanced Mutual Fund Net Sales Global Balanced 2007- October 2014 ($) Millions 5,016 4,115 3,556 3,510 3,164 2,921 2,761 2,526 2,305 2,094 1,890 2,074 1,891 1,719 1,542 1,353 1,377 1,299 1,781 1,672 1,510 1,555 1,274 1,178 787 609 762 670 619 1,211 1,218 1,133 880 972 751 711 675 632 614 593 572 557 361 423 360 252 225 148 123 600 574 475 446 296 275 (71) 2,369 1,445 1,028 2,563 2,472 2,414 2,340 1,981 1,827 1,952 1,820 1,835 1,574 1,612 730 723 560 535 380 237 2,516 2,259 2,418 2,277 1,260 1,189 1,158 1,051 963 899 857 821 753 1,171 (101) (168) (369) (1,123) J M M J S N J M M J S N J M M J S N J M M J S N J M M J S N J M M J S N J M M J S N J M M J S 2007 2010 2009 2008 2012 2011 2013 Note: Data based on Fund Admin View. Source: IFIC; Scotiabank GBM. 2014 Phil Hardie, P.Eng., MBA, CFA Source: Company reports; Scotia Capital estimates. Exhibit 20 - Mutual Fund Net Sales Domestic Fixed Income Mutual Fund Net Sales Domestic Fixed Income 2007- October 2014 ($) Millions 2,083 1,899 1,459 1,358 1,310 1,301 872 785 802 592 440 324 319 11670 11 4520 62 13 (21) (109) (108) (108) (226) (257) (175) (303) 75 947 1,038 1,318 1,201 1,139 1,108 961 857 1,005 866 712 652 831 677 505 389 234 556 452 19 15 1,050 1,000 108 (47) (157)(109) 214 907 778 644 473 528 584 564 274 109 87 (83) (95) (264)(216) (358) (555) (783)(810) (699) (178) (261)(280) (214) (459)(457) (487) (648) (718) (1,274) (870) (957) (780) (1,211) (1,378) (1,515) (1,388) (1,593) J M M J S N J M M J S N J M M J S N J M M J S N J M M J S N J M M J S N J M M J S N J M M J S 2007 2008 2009 2010 2011 2012 Note: January 2011 outflows of $232M adjusted for the impact of MD Management; Data based on Fund Admin View. Source: IFIC; Scotiabank GBM. Source: Company reports; Scotia Capital estimates. 2013 2014 Phil Hardi e, P.Eng., MBA, CFA 39 Exhibit 21 - Mutual Fund Net Sales Global Fixed Income Mutual Fund Net Sales Global Fixed Income 2007- October 2014 ($) Millions 786 771 696 687 648 501 462 441 345 298 284 246 328 302 250 231 119 199 384 346 74 3449 4 555 536 517 534 413 356 348 282 259 256 234 254 217 267 266 228 196 314 287 294 241 240 218 148 134 98 56 137 96 196 7 2 (5) (36) (31) (13) (43) (66) (18) (65) 424 374 687 584 527 498 511 446 409 501 468 459 295 247 1756831 139 613 603 595 589 (16) (36) (18) (33) (102) (83) (85) (223) J M M J S N J M M J S N J M M J S N J M M J S N J M M J S N J M M J S N J M M J S N J M M J S 2008 2007 2010 2009 2013 2012 2011 Note: Data based on Fund Admin View. Source: IFIC; Scotiabank GBM. 2014 Phil Hardie, P.Eng., MBA, CFA Source: Company reports; Scotia Capital estimates. Exhibit 22 - Mutual Fund Net Sales Specialty Funds Mutual Fund Net Sales Specialty Funds 2007- October 2014 ($) Millions 326 262 226 195 183 171 151 139 139 139 117 142 134 129 96 85 74 87 50 27 118 4547 32 26 14 11 14 4 (3) (12) (7) (16) (48) (42) 18 (46) (60) 47 46 40 36 30 26 2627 26 21 1819 16 2022 1220 11 10 7 (9) 103 88 85 80 74 33 (21) 137 115 118 111 105 103 102 103 89 84 68 49 (660) 19 46 47 48 26 15 27 (18) (22) (37) (50) (99) (122) (164) J M M J S N J M M J S N J M M J S N J M M J S N J M M J S N J M M J S N J M M J S N J M M J S 2007 2008 2009 Note: Data based on Fund Admin View. Source: IFIC; Scotiabank GBM. Source: Company reports; Scotia Capital estimates. 2010 2011 2012 2013 2014 Phil Hardie, P.Eng., MBA, CFA 40 Exhibit 23 - Mutual Fund Net Sales Money Market Mutual Fund Net Sales Money Market 2007- October 2014 ($) Millions 4,809 3,235 2,553 2,647 1,874 1,894 1,213 1,455 1,362 1,232 1,451 1,489 1,318 944 563 308 549 394 355 328 943 512 56 (119) (24) (403) (916) (1,091) (1,881) 48 (54) (113) (36)(136) (39) (50) (131) (228) (157) (144) (205) (208) (233) (242) (242)(177) (275) (100) (358) (328) (372) (408) (324) (440) (440) (669) (530)(500) (222)(350) (593) (831) (590)(529) (484) (665) (835) (703) (717) (554)(813) (916) (840)(570) (809) (852) (1,101) (1,131) (950) (1,270)(1,340) (1,538) (1,973) (2,047) (2,318)(2,299) (2,616) (2,352) (2,637)(2,542) (2,918)(2,798) (2,462) (3,321) J M M J S N J M M J S N J M M J S N J M M J S N J M M J S N J M M J S N J M M J S N J M M J S 2007 2008 2009 2010 2011 Note: Data based on Fund Admin View. Source: IFIC; Scotiabank GBM. 2012 2013 2014 Phil Hardie, P.Eng., MBA, CFA Source: Company reports; Scotia Capital estimates. Exhibit 24 - Industry Long-Term Asset Gross Sales Canadian Mutual Fund Industry Gross Sales of Long-Term Assets 1999 - October 2014 ($M) 20,000 18,000 16,000 14,000 12,000 10,000 8,000 6,000 4,000 2,000 1999 2000 2001 2002 2003 2004 2005 2006 2007 2008 2009 2010 2011 2012 2013 2014 Source: IFIC; Scotiabank GBM Source: IFIC, Scotia Source: Company reports; Scotia Capital estimates. Phil Hardie, P.Eng., MBA, CFA 41 Exhibit 25 - Industry Long-Term Asset Gross Sales Mutual Fund Industry Gross Sales of Long-Term Assets 1991 - October 2014 ($B) 155.0 149.6 125.7 100.4 129.2 116.8 114.8 115.5 105.3 94.6 88.1 81.0 77.9 77.5 76.8 63.8 58.1 59.0 52.3 51.8 45.4 46.5 26.4 20.2 9.3 1991 1992 1993 1994 1995 1996 1997 1998 1999 2000 2001 2002 2003 2004 2005 2006 2007 2008 2009 2010 2011 2012 2013 2013 2014 YTD YTD Source: IFIC; Scotiabank GBM Phil Hardie, P.Eng., MBA, CFA Source: IFIC, Scotia Exhibit 26 - Industry Long-Term Asset Redemptions Canadian Mutual Fund Industry Redemptions of Long-Term Assets 1999 - October 2014 ($M) 14,000 12,000 10,000 8,000 6,000 4,000 2,000 1999 2000 2001 2002 2003 2004 2005 2006 2007 2008 2009 2010 2011 2012 2013 2014 Source: IFIC; Scotiabank GBM Source: IFIC, Scotia Source: Company reports; Scotia Capital estimates. Phil Hardie, P.Eng., MBA, CFA 42 Exhibit 27 - Industry Long-Term Asset Redemptions Mutual Fund Industry Redemptions of Long-Term Assets 1991 - October 2014 ($B) 119.3 105.1 105.0 94.6 89.4 97.3 98.8 90.8 83.6 75.3 73.1 61.2 51.3 55.4 46.6 42.5 26.9 50.7 47.0 31.2 23.0 23.2 16.1 9.4 4.8 1991 1992 1993 1994 1995 1996 1997 1998 1999 2000 2001 2002 2003 2004 2005 2006 2007 2008 2009 2010 2011 2012 2013 2013 2014 YTD YTD Source: IFIC; Scotiabank GBM Phil Hardie, P.Eng., MBA, CFA Source: IFIC, Scotia Source: Company reports; Scotia Capital estimates. Exhibit 28 - Industry Long-Term Asset Redemption Rates Mutual Fund Redemption Rates Long-Term Assets - 12-Month Trailing 1999 - October 2014 19% 18% 17% 16% 15% 14% 13% 12% 1999 2000 2001 2002 2003 Source: IFIC; Scotiabank GBM. 2004 2005 2006 2007 2008 2009 2010 2011 2012 2013 2014 Phil Hardie, P.Eng., MBA, CFA 43 Exhibit 29 - Industry Mutual Fund Asset Growth Mutual Fund Assets 1993 - October 2014 $1100 ($B) (%) Growth Rates 105% $950 95% Growth Rate 85% Total Mutual Fund Assets $800 75% $650 65% Performance Growth 55% $500 45% $350 35% 25% $200 15% $50 5% -5% -$100 -15% Net Sales -$250 -25% 1993199419951996199719981999200020012002200320042005200620072008200920102011201220132014 Source: IFIC; Scotiabank GBM. Phil Hardie, P.Eng., MFA, CFA Exhibit 30 - Industry Growth Source: Company reports;Mutual Scotia Fund CapitalAsset estimates. Mutual Fund Asset Growth 1980 - October 2014 100% 1980 1990 2000 2005 70% 72% - Average 2014 20% 2014 19% 2014 7% 2014 7% 1980 1990 2000 2005 - CAGRs 2014 17% 2014 16% 2014 6% 2014 6% 52% 45% 41% 34% 35% 33% 17% 17% 16% 17% 17% 11% 15% 13%6% 8% 18% 15% 16% 12%13% 6% 2% 2% 17% 12% 10% 7% (0%) (3%) (8%) (20%) 80 82 84 86 88 Source: IFIC; Scotiabank GBM. 90 92 94 96 98 00 02 04 06 08 10 12 14 P hil Hardie, P.Eng., MBA, CFA 44 Exhibit 31 – Mutual Fund AUM Growth and Total Return Mutual Fund AUM Growth and Total Return October 2014 (25%) (15%) (5%) 5% 15% 25% -1.0% -2.6% AGF MFA 0.4% CIX MFA 14.4% -0.3% IGM MFA 8.9% 0.5% Industry MFA 15.4% -2.1% S&P/TSX Index 12.6% 2.4% S&P 500 Index 17.3% 3.1% NASDAQ Index 19.6% 0.7% MSCI World Index MOM 9.4% YOY Source: Bloomberg; IFIC; Company reports; Scotiabank GBM . Phil Hardie, P.Eng., MBA, CFA Exhibit 32 – Mutual Fund Average Return by Asset Class Mutual Fund Average Return by Asset Class (25%) Avg. Domestic Equity-MF (15%) (5%) 5% 15% -1.5% Source: Company reports; Scotia Avg. Capital Globalestimates. Equity-MF 1.1% 2.8% Avg. Sector Equity-MF 2.4% -0.5% 21.0% 22.7% 9.5% 10.8% 0.4% 4.5% Avg. Domestic Fixed Income-MF 0.6% Avg. Global Fixed Income-MF MOM Source: PALTRak; Scotiabank GBM . 12.8% 0.6% Avg. Global Balanced-MF 35% 11.7% Avg. US Equity-MF Avg. Domestic Balanced-MF 25% 5.7% YOY Phil Hardie, P.Eng., MBA, CFA 45 Pertinent Data Rating Risk 1-Yr Target Year 1 Key Data Year 2 Year 3 Valuation AGF Management Limited (AGF.B-T) Valuation: 5.6x 2016E EBITDA, 3.5% EV/Retail AUM, 1-year out. Key Risks to Price Target: AUM loss, margin and competitive pressures CI Financial Corp. (CIX-T) Valuation: 10x 2016E EBITDA, 10.2% EV/MFA, 1-year out. Key Risks to Price Target: Capital markets levels, margin and competitive pressures IGM Financial Inc. (IGM-T) Valuation: 7.6x 2016E EBITDA, 9.9% EV/MFA, 1-year out. Key Risks to Price Target: Capital markets levels, margin and competitive pressures Source: Scotiabank GBM estimates. ScotiaView Analyst Link 46 Company Comment Wednesday, November 19, 2014, Pre-Market (AXTEL CPO-MX MXN 3.37) Axtel Alestra: Would It Rescue Axtel? At What Price? Andres Coello - +52 (55) 5123 2852 (Scotiabank Inverlat) [email protected] Ivan Hernandez - +52 (55) 5123 2876 (Scotiabank Inverlat) [email protected] Rating: Sector Underperform Target 1-Yr: MXN 0.01 ROR 1-Yr: -99.7% Risk Ranking: Speculative Valuation: DCF - 5 years results, 8.8% WACC (including lower Mexico risk), terminal growth rate of 0.0 % Key Risks to Target: Medium-term bankruptcy risk; Obsolescence of WiMAX technology Div. (NTM) Div. (Curr.) 0.00 0.00 Yield (Curr.) 0.0% Event ■ In this report we explore scenarios for a potential Alestra-Axtel merger. Implications ■ As of Q3/14, Axtel's net debt was nearly three times that of Alestra (2.81x and likely to rise as Axtel keeps burning cash). Meanwhile, the EBITDA levels of both entities will probably converge. As we see it, more than a merger between equals, Alestra would be rescuing Axtel. ■ In our view, if Alfa was to require a 6.0x EV/EBITDA valuation for Alestra, Axtel would need to increase the number of CPOs outstanding by at least 211% at Axtel's market value (not too bad if compared to Maxcom's 287% increase). Under these circumstances, Alestra would control 67.9% of the merged entity. Valuing Alestra at 5.0x, Axtel would increase shares by 165%, with Alestra retaining a 62.3% stake. ■ Alfa could spin off Alestra to avoid polluting valuation and net debt levels. The risk for Alfa would be if Alestra is subtracted from valuation at the conglomerate level (~10.0x EV/EBITDA.) That said, we think the potential spinoff of Sigma and Nemak are a priority over Alestra. ■ We don't argue against the potential to create synergies with Axtel, but we see most of them ending up in the pockets of Alfa's shareholders. Recommendation ■ In our opinion, value creation for Axtel, if any, would depend on three factors: (1) dilution to accommodate the Alestra stake; (2) potential to create synergies; and (3) the new entity's valuation. If we were Alfa, we would wait for Axtel to fall into financial distress. Sell. Qtly EBITDA (M) 2011A 2012A 2013A 2014E (FY-Dec.) Earnings/Share Revenues (M) EBITDA (M) EBITDA/Int. Exp Q1 Q2 Q3 Q4 Year 819 A 759 A 672 A 729 A 935 A 703 A 701 A 739 A 919 A 704 A 750 A 769 A 901 A 571 A 749 A 303 3,575 2,737 2,872 2,540 EV / EBITDA 4.8x 6.0x 5.1x 5.8x 2012A -47.10 10,189 2,737 2.6x 2013A 1.92 9,774 2,872 -9.1x 2014E -0.77 9,419 2,540 3.7x 2015E -0.94 8,991 2,424 2.9x 2016E -1.03 8,528 2,299 2.7x Capitalization Market Cap (M) Net Debt + Pref. (M) Enterprise Value (M) Shares O/S (M) Float O/S (M) BVPS14E: 4.39 Historical price multiple calculations use FYE prices. Source: Reuters; company reports; Scotiabank GBM estimates. All values in MXN unless otherwise indicated. ^ Limited Voting ScotiaView Analyst Link For Reg AC Certification and important disclosures see Appendix A of this report. Analysts employed by non-U.S. affiliates are not registered/qualified as research analysts with FINRA in the U.S. 4,222 14,625 11,715 1,253 499 47 Alestra: Exploring Latest Trends ■ Before we go into the details regarding valuation scenarios for a potential Alestra-Axtel merger, we would like to take this opportunity to briefly describe Alestra’s trends. We recently visited the Sperto Center in Mexico City, where Alfa provided guidance regarding the company’s strategy. ■ Revenues and EBITDA in Q3/14 grew 8.0% and 8.3% YOY, respectively. Following the investments related to the construction of the data center in Queretaro (awarded ICREA 5, with self-sufficient energy supply and three power redundancies), Alestra’s leverage levels increased modestly, to 1.3x in Q3/14 from 1.1x as at Q4/13 (see Exhibit 1). ■ Alestra’s strategy for the past years has been to migrate away from long distance into the value-added data, IT and cloud-services segments. So far, the shift in strategy has been fairly successful. The company went from operating 550 m2 of data centers to 4,800 today. As of Q3/14, 84.6% of sales were related to value-added services. The company recently announced the construction of two new data centers in 2015. The company’s CEO, Rolando Zubiran, said to Reforma that additional investments will be made to expand the capacity in the Queretaro center. ■ In short, rather than being a small player in telecom, Alestra is becoming an IT leader capable of offering data and telecom services, fully oriented to the corporate segment. ■ Alestra expects IT revenues in Mexico to expand 157.4% in the next four years. Although the elimination of long distance by Q4/14 could impact sales in the short term (~10.8% of revenues in 2014E), Alestra's advantage in IT should help the company offset the risk while taking advantage of the weakness of voice-dependent rivals. ■ Following recent trends, including the elimination of domestic long distance but also t he strong growth reported in the data segment, we expect Alestra to reach annualized EBITDA of approximately MXN 2.4B by 2H/15 (run rate). This is relevant for M&A purposes as it means that Alestra’s EBITDA could be on its way of converging with Axtel’s. Exhibit 1 shows how Alestra has been improving EBITDA consistently throughout 2014. ■ The company currently has an agreement with SAP to provide ERP services; we think it may eventually make sense to explore buying ERP assets in order to consolidate vertically. However, Alestra is not guiding the acquisition of software assets. Exhibit 1 - Alestra's Results since Q1/13 (in MXN Million Unless Otherwise Stated) Q1/13 Q2/13 Q3/13 Q4/13 Q1/14 Q2/14 Q3/14 1,033 1,014 1,048 1,155 1,113 1,129 1,150 186 209 210 212 201 208 211 Revenues Domestic LD as a % of revenues 1,219 10.7% 1,223 12.0% 1,259 11.7% 1,366 10.9% 1,314 10.7% 1,336 10.9% 1,360 10.9% EBITDA EBITDA Margin% 465 38.1% 698 57.1% 518 41.1% 485 35.5% 510 38.8% 534 40.0% 561 41.3% Net Debt (USD) Net Debt (MXN) 142 1,754 130 1,715 159 2,081 175 2,290 172 2,250 211 2,749 203 2,726 VAS Long Distance Services Source: Company reports; Scotiabank GBM. 48 Axtel: Potentially Heading to Financial Distress ■ On the conference call to discuss Q3/14 results, Axtel’s management explained that the elimination of domestic long-distance charges should impact sales and EBITDA in a range of between MXN 20M and MXN 25M per month or MXN 240M and MXN 300M per year. We estimate this amount represents from 24% to 30% of the total amount of domestic longdistance sales of the past 12 months (Q3/13-Q3/14). ■ We understand that management is expecting that by re-pricing other types of calls, it will offset the impact of eliminating long-distance charges. However, if cable operators like Televisa pass onto consumers the benefits of the elimination of domestic LD charges (as it is already happening in Mexico City’s metropolitan area with Izzi), companies like Axtel, Maxcom, and even Telmex may see increased competitive pressure in a core segment of their business. ■ Supposing the impact was “only” MXN 300M per year, and all else remaining equal (e.g., using the 2014 EBITDA guidance of MXN2.95B), EBITDA in 2015 would be in the neighborhood of ~MXN 2.65B. The interest rate of the 2020 notes will increase to 9.0% from 8.0% as of Q1/15 (~MXN 900M of net interest), leaving MXN 1.75B for capex and working capital. As of Q3/14, 66.6% of “broadband” customers were still served by the obsolete WiMAX network, so we don’t think Axtel can afford cutting capex by ~40% next year. ■ Supposing capex was the same as in 2014, Axtel could face a MXN 1.1B cash deficit next year (and this is excluding working capital needs), accelerating the spiral of debt in which the company is already immersed, in our view (financial debt in Q3/14 rose 38.9% YOY.) According to this, we think net debt to EBITDA could rise to 3.4x next year from 2.6x in Q3/14 (see Exhibit 2.) ■ Given the latest developments in fixed-line pricing, as well as cheaper mobile rates, we believe that Axtel’s annualized EBITDA will converge with Alestra’s at some point in 2015 (that said, there could be a risk of Axtel not booking sufficient bad-debt provisions to boost EBITDA artificially; we currently have reservations about the quality of Axtel's reporting standards, particularly in regards to provisioning). ■ As Axtel burns cash, its net debt by Q4/15 could more than triple that of Alestra. This is crucial to understand why, in case of a merger between both entities, Alestra is likely to emerge as the controlling party from an equity perspective. Exhibit 2 – Axtel: Cash Burn Could Lead to Financial Distress (in MXN Million Unless Otherwise Stated) EBITDA guided for 2014 Minus: impact of elimination of domestic LD $2,950 $300 2015 EBITDA Less: interest @ 9.0% rate for 2020 notes Cash available for capex and working capital 2014 capex (US$210M @ 13.50 per USD) Cash deficit supposing 2015's capex equal to 2014's Estimated net debt as of Q4/14 Estimated net debt as of Q4/15 Net debt to EBITDA, current Estimated net debt to EBITDA, 2015E $2,650 900 $1,750 2,835 -1,085 $7,870 8,955 2.6x 3.4x Source: Company reports; Scotiabank GBM estimates. 49 A Merger or a Rescue? ■ While both Axtel and Alestra are based in Monterrey and both address the corporate niche, a merger between the two would greatly reverse Alestra’s migration away from traditional voice services and drive the company back into the residential business (see Exhibit 3). In other words, it would imply a shift in Alfa’s strategy. However, with AT&T buying Iusacell and AMX in the process of divesting a substantial portion of its Mexican assets, we expect M&A activity to increase. This is why we are giving consideration to the Alestra-Axtel merger. ■ As we explained previously, we believe Axtel is heading to financial distress; in our opinion, time is playing against the company, so we expect management to seek vigorously an accord that could save the company from bankruptcy. The discussion regarding a potential merger with Alestra has been on the table for years. In fact, in its latest corporate presentation, Axtel mentions that the “potential AMX divestiture could represent the entrance of an international player with intentions to act as a consolidator. Axtel’s network, customers platform and ongoing operation might represent an attractive asset for a major player in this new environment. In sum, Axtel’s economic and strategic prospects could significantly improve as a standalone entity or as a combined one if conditions are appropriate.” ■ Exhibit 3 shows how the new entity would look like based on LTM figures (actual numbers). For comparison purposes, we are also including an adjustment to reflect the elimination of domestic long distance by January 1, 2015. In short, the sales and EBITDA of the combined entity would be 48.0% and 70.0% higher than if compared to Axtel on a standalone basis. Net debt would increase 35.5%, while the net debt to EBITDA ratio would decrease from 2.6x currently to 2.0x (or 2.2x adjusted). ■ The controlling company of Alestra, Alfa, is currently undertaking a sizable capital increase to play the energy reform in Mexico (MXN 15.3B or US$1.1B). Given the implied dilution of this move, we do not believe that Alfa’s shareholders would welcome an increase in net debt of as much as MXN 7.7B (US$570M) related to a merger with Axtel. As such, we believe that the merger would be preceded by a spinoff of Alestra from Alfa (e.g., a sort of “dividend” for the Alfa shareholders.) That said, we estimate that Alfa is currently trading above 10.0x LTM EV/EBITDA. Hence, by spinning off Alestra, Alfa shareholders could risk losing more value than whatever synergies are created by merging with Axtel. ■ In our opinion, the following are among the key variables to take into consideration when exploring the merger: (1) the valuation that Alfa would require for Alestra in the negotiations; (2) the valuation of the Axtel assets (at market value or under another valuation metric); (3) the potential to create synergies; and (4) the valuation that the Street would pay for the combined entity. ■ In this report we explore 30 different combinations under two basic valuations for Alestra. Exhibit 3 - Basic Pro-Forma Metrics Regarding an Alestra-Axtel Merger (in MXN Million) Value-added services Others Sales Value-added as a % of sales Costs & Expenses EBITDA EBITDA margin Minus: Elimination of LD Adjusted EBITDA Adjusted EBITDA margin Axtel 1,273 9,929 11,202 11.4% 8,217 2,985 26.6% 300 2,685 24.6% Alestra 4,546 831 5,377 84.5% 3,287 2,090 38.9% 150 1,940 37.1% Axtel + Alestra 5,819 10,760 16,579 35.1% 11,504 5,075 30.6% 450 4,625 28.7% Change vs. Axtel 357.1% 8.4% 48.0% 2,373 40.0% 70.0% 396 50.0% 72.3% 405 Net Debt Net Debt / EBITDA Net Debt / Adjusted EBITDA 7,671 2.6 2.9 2,726 1.3 1.4 10,397 2.0 2.2 35.5% -20.3% -21.3% Source: Company reports; Scotiabank GBM estimates. 50 First Scenario: Alestra Is Valued at 6.0x EV/EBITDA ■ Exhibit 4 shows the basic assumptions of this scenario, in which Alestra would be valued at 6.0x EV/EBITDA (LTM figures but adjusted for the elimination of domestic long distance; if we were to use historical figures without the adjustment, dilution levels for Axtel would be even worse). Under this scenario, Axtel would need to increase the number of CPOs outstanding by 211% at current market value (e.g., this increase would come on top of the current shares outstanding). As a remainder, the Ventura rescue of Maxcom included a capital increase of 287% in the number of shares outstanding. We don’t see why Alfa would be more generous with Axtel than Ventura was with Maxcom. ■ Under this scenario, Alestra would gain a 67.9% equity participation in the combined entity, while Axtel’s current shareholders would retain a 32.1% stake. ■ Regarding synergies, we are working with 5 scenarios, going from 10.0% of Alestra’s costs to 30.0% (synergies of between MXN 329M and MXN 986M). Putting these numbers into context, we estimate that Telefonica Brasil will generate revenue and opex synergies equivalent to 22.0% of GVT’s costs by 2016E. Following the tower sale, Axtel already layed off a significant number of employees; 66.6% of its “broadband” customers are still on WiMAX. In our view, rather than resulting in reductions in capex, the merger would allow Axtel to carry out the investments needed to protect its customer base from defecting to other companies. ■ Finally, we are assuming three valuation scenarios for the new entity: (1) 4.5x EV/EBITDA; (2) 5.0x EV/EBITDA; and (3) 5.5.x EV/EBITDA. ■ Under these assumptions, we obtained a per-share valuation of between MXN 3.05/CPO and MXN 5.25/CPO. The average valuation of the 15 targets that we obtained was MXN 4.11/CPO. Exhibit 4 - First Scenario: Alestra @ 6.0x LTM EV/EBITDA (in MXN Million Unless Otherwise Stated) Alestra Adjusted EBITDA 6.0x EV/EBITDA multiple Less Net Debt Equity value CPOs to be issued @ 3.37 per share Axtel, current CPOs outstanding Increase in CPOs (on top of current) Alestra's stake in new entity Axtel's stake in new entity LTM 1,940 11,640 2,726 8,914 2,645 1,253 211.1% 67.9% 32.1% Synergies As a % of Alestra's Costs, LTM Adjusted post-merger EBITDA with synergies 10.0% 329 4,954 15.0% 493 5,118 20.0% 657 5,282 25.0% 822 5,447 30.0% 986 5,611 Enterprise value: EV / EBITDA @ 4.5x Enterprise value: EV / EBITDA @ 5.0x Enterprise value: EV / EBITDA @ 5.5x 22,292 24,769 27,245 23,031 25,590 28,149 23,771 26,412 29,053 24,510 27,234 29,957 25,250 28,056 30,861 Less: combined net debt @ 4.5x EV/EBITDA Less: combined net debt @ 5.0x EV/EBITDA Less: combined net debt @ 5.5x EV/EBITDA 11,895 14,371 16,848 12,634 15,193 17,752 13,374 16,015 18,656 14,113 16,837 19,560 14,853 17,658 20,464 3.05 3.69 4.32 3.24 3.90 4.55 3.43 4.11 4.79 3.62 4.32 5.02 3.81 4.53 5.25 Price per CPO @ 4.5x EV/EBITDA Price per CPO @ 5.0x EV/EBITDA Price per CPO @ 5.5x EV/EBITDA Source: Company reports; Scotiabank GBM estimates. 51 Second Scenario: Alestra Is Valued at 5.0x LTM EV/EBITDA ■ Supposing Alfa was willing to accept a 5.0x LTM EV/EBITDA valuation for Alestra (adjusted for the elimination of domestic LD), Axtel would need to increase the number of shares outstanding by 165%. Under this scenario, Alestra would have a 62.3% stake in the new entity, while Axtel would have a 37.7% stake. ■ Using a similar approach to synergies and post-merger valuations as in Scenario 1 (from 10.0% to 30.0% of Alestra’s LTM costs, and from 4.5x to 5.5x EV/EBITDA for the new entity), we obtained a per-share valuation of between MXN 3.58/CPO and MXN 6.16/CPO, with an average price of MXN 4.82/CPO. ■ Conclusion. Given current leverage levels and Axtel’s ongoing cash burn, a merger with Alestra would likely be dilutive for the Axtel shareholders. The potential to create value would depend on a number of factors, including synergies and the market valuation of the merged entity. Our valuation exercises suggest that there could be upside to the current share price under certain scenarios, but this could vanish as Axtel keeps burning cash. We don’t believe that playing a potential merger with Alestra makes sense in view of Axtel’s bankruptcy risk. In any case, we would rather wait to see the final terms of the agreement and the dilution levels to minorities. We reiterate our Sector Underperform rating on Axtel. Exhibit 5 - Second Scenario: Alestra @ 5.0x LTM EV/EBITDA (in MXN Million Unless Otherwise Stated) Alestra LTM Adjusted EBITDA 1,940 5.0x EV/EBITDA multiple 9,700 Less Net Debt 2,726 Equity value 6,974 CPOs to be issued @ 3.37 per share 2,069 Axtel, current CPOs outstanding 1,253 Increase in CPOs (on top of current) 165.2% Alestra's stake in new entity 62.3% Axtel's stake in new entity 37.7% Synergies 10.0% 15.0% 20.0% 25.0% 30.0% 329 493 657 822 986 Adjusted post-merger EBITDA with synergies 4,953.7 5,118 5,282 5,447 5,611.1 Enterprise value: EV / EBITDA @ 4.5x 22,292 23,031 23,771 24,510 25,250 Enterprise value: EV / EBITDA @ 5.0x 24,769 25,590 26,412 27,234 28,056 Enterprise value: EV / EBITDA @ 5.5x 27,245 28,149 29,053 29,957 30,861 Less: combined net debt @ 4.5x EV/EBITDA 11,895 12,634 13,374 14,113 14,853 Less: combined net debt @ 5.0x EV/EBITDA 14,371 15,193 16,015 16,837 17,658 Less: combined net debt @ 5.5x EV/EBITDA 16,848 17,752 18,656 19,560 20,464 Price per CPO @ 4.5x EV/EBITDA 3.58 3.80 4.03 4.25 4.47 Price per CPO @ 5.0x EV/EBITDA 4.33 4.57 4.82 5.07 5.31 Price per CPO @ 5.5x EV/EBITDA 5.07 5.34 5.62 5.89 6.16 As a % of Alestra's Costs; LTM Source: Company reports; Scotiabank GBM estimates. 52 LatAm Telecom, Media and Software Multiples Exhibit 6 - Comps P/E Recommendation AMX Sector Perform Axtel Sector Underperform Entel Sector Outperform Maxcom Sector Perform Megacable Sector Perform Televisa Sector Underperform Totvs Sector Perform TSU Sector Perform VIV Sector Outperform Target Price USD 19.00 MXN 0.01 CLP 9,200 MXN 3.30 MXN 47.00 USD 28.00 BRL 45.00 USD 21.00 USD 26.00 2014E 13.7x N/A 11.3x N/A 21.7x 57.5x 21.2x 20.4x 12.4x 2015E 14.0x N/A 8.9x N/A 20.5x 34.3x 18.2x 21.3x 15.1x EV/EBITDA 2014E 2015E 6.7x 6.3x 4.0x* 5.2x 5.7x 5.2x 4.2x 4.0x 10.4x 9.6x 11.7x 10.9x 10.0x 8.7x 5.6x 5.8x 5.9x 6.2x Dividend Yield 2014E 2015E 1.5% 1.5% 0.0% 0.0% 4.5% 4.5% 0.0% 0.0% 3.8% 4.2% 0.4x 1.0x 2.9% 3.5% 3.0% 3.0% 9.0% 6.1% Net Debt to EBITDA 2014E 2.1x 2.6x 2.4x 1.4x 0.0x 1.3x -0.2x 0.5x 0.5x Source: Scotiabank GBM estimates. *Based on guidance. ScotiaView Analyst Link 53 Intraday Flash Tuesday, November 18, 2014 @ 1:43:17 PM (ET) (CG-T C$5.88) Centerra Gold Inc. Kumtor JV Agreements Drafted: We Remain Cautiously Optimistic Trevor Turnbull, MBA, MSc - (416) 863-7427 (Scotia Capital Inc. - Canada) [email protected] Rating: Sector Perform Risk Ranking: High Valuation: 0.75x NAV Vitali Mossounov, CPA, CA - (416) 862-3910 (Scotia Capital Inc. - Canada) Alex Watt, MBA - (416) 860-1429 (Scotia Capital Inc. - Canada) Target 1-Yr: C$7.00 ROR 1-Yr: 21.8% Div. (NTM) Div. (Curr.) C$0.16 C$0.16 Yield (Curr.) 2.7% Key Risks to Target: Multiple contraction, commodity prices, technical and operational risks, and geopolitical risk s Event ■ Kyrgyz media are reporting that the government has submitted to Centerra JV agreements necessary for Kumtor gold mine restructuring. Implications ■ In February, the Kyrgyz Parliament approved a non-binding heads of agreement in support of a restructuring whereby the country's 32.7% stake in Centerra would be exchanged for a 50% interest in Kumtor. However, it made recommendations for audits and environmental claims that were incompatible with a mutually agreeable resolution. Following negotiations, Parliament set a December 15 deadline for an agreement. ■ We are encouraged by this progress but remain focused on the upcoming December 10 Moscow Arbitration Court date which will appeal an earlier decision by the arbitration tribunal of the Moscow Chamber of Commerce (MCC). Recall that the MCC decision served as the basis for an October 10 Ontario Superior Court decision to issue an injunction against 47 million Centerra shares in favour of Stans Energy. ■ A positive court resolution should pave the way to proceed with the restructuring, while conversely a seizure of Centerra shares (something we believe Stans may be pursuing) would be negative for the process. Recommendation ■ We maintain our Sector Perform rating due to near-term legal uncertainties surrounding Kumtor restructuring but highlight our estimate of $72 million ($0.45 per share) in FCF in Q4/14 at $1,200/oz gold price. Qtly Adj. EPS (FD) 2013A 2014E 2015E 2016E Q1 $0.21 A $0.00 A $-0.03 $-0.02 (FY-Dec.) Adj Earnings/Share Price/Earnings Cash Flow/Share Price/Cash Flow EBITDA (M) Production (oz) (000) Tot. Cash Cost ($/oz) All-In Sust. Cost ($/oz) Q2 $0.03 A $-0.13 A $0.00 $-0.02 Q3 $-0.01 A $-0.02 A $0.00 $0.01 Q4 $0.45 A $0.21 $0.00 $0.01 Year $0.68 $0.06 $-0.04 $-0.02 P/E 6.0x 84.5x n.m. n.m. 2013A $0.68 6.0x $2.11 1.9x $610 690.7 $404 $913 2014E $0.06 84.5x $1.36 3.8x $252 634.8 $396 $912 2015E $-0.04 n.m. $0.95 5.5x $206 658.6 $548 $923 2016E $-0.02 n.m. $0.99 5.3x $212 677.4 $583 $997 2017E $0.58 8.9x $1.74 3.0x $333 776.2 $400 $902 BVPS14E: $7.21 ROE14E: 0.92% NAVPS: P/NAV: C$9.45 0.62x Capitalization Market Cap (M) Net Debt + Pref. (M) Enterprise Value (M) Shares O/S (M) Float O/S (M) ScotiaView Analyst Link Historical price multiple calculations use FYE prices. Source: Reuters; company reports; Scotiabank GBM estimates. All values in US$ unless otherwise indicated. For Reg AC Certification and important disclosures see Appendix A of this report. Analysts employed by non-U.S. affiliates are not registered/qualified as research analysts with FINRA in the U.S. C$943 $-328 C$572 160 159 54 Exhibit 1 - Operational and Financial Summary 2015E ($6) ($6) ($0.04) n.m. $152 $0.95 5.8x 2016E ($3) ($3) ($0.02) n.m. $157 $0.99 5.6x $788 ($223) ($17) ($57) ($326) ($5) $5 $252 ($74) $166 ($105) 64% $60 ($46) $3 $0.06 $0.06 $856 ($361) ($20) ($45) ($316) ($1) $18 $206 ($110) $132 ($120) 91% $12 ($6) ($6) ($0.04) ($0.04) $881 ($395) ($20) ($40) ($318) $0 $17 $212 ($106) $124 ($120) 97% $4 $5 ($3) ($0.02) ($0.02) $3 $326 ($66) $263 $271 ($36) ($261) ($342) ($107) $1.31 ($6) $316 ($158) $152 $152 ($104) ($130) ($130) ($83) $0.90 ($3) $318 ($159) $157 $157 ($28) ($364) ($364) ($235) $0.93 $472 $824 $529 $1,353 $76 $135 $0 $207 $1,147 $1,353 $690 $389 $741 $501 $1,243 $59 $0 $131 $1,112 $1,243 $683 $154 $506 $705 $1,211 $59 $0 $131 $1,080 $1,211 $448 M&I Inf 5.5 3.7 Average Share Price (C$) S/O (mm) - End of Year Realized Gold Price (US$/oz) Spot Gold Price Forecast (US$/oz) Mine Gold Production and Costs Kumtor Production (koz) Boroo Production (koz) Gatsuurt Production (koz) Total Production ('koz) Average Cash Costs (US$/oz gold) All-in Sustaining Costs (US$/oz) 2013A $5.14 236 $1,630 2014E $7.00 159 $1,271 $1,271 600 90 691 $404 $913 585 50 635 $396 $912 2015E 2016E $7.00 $7.00 159 159 $1,300 $1,300 $1,300 $1,300 659 659 $548 $923 800 660 17 677 $583 $997 $1,100 $1,000 $900 $800 $700 600 $600 . $500 $400 Cash Cost (US$/oz) 2014E $3 $0 $0.09 54x $263 $1.65 3.3x Gold Production (koz) Ratio Analysis 2013A Net Income (US$mm) $158 Net Income Adjusted (US$mm) $163 EPS (f.d.) (US$/sh) $0.67 P/E (x) 7.6x Operating CF bf. ch. in WC (US$mm) $490 CFPS bf. ch. in WC (US$/sh) $2.07 P/CF (bf. ch. in WC) (x) 2.7x Income Statement Items (US$mm) Total Revenue $944 Operating Costs ($250) Exploration ($30) SG&A ($54) Depreciation ($309) Interest Expense ($9) Other - gain (loss) $0 EBITDA $610 EBIT $301 EBT $293 Taxes - recovery (expense) ($127) Effective Tax Rate 43% Earnings bf. Minority Interests $166 Minority Interest $0 Reported Net Earnings $158 Reported EPS (f.d.) (US$/sh) $0.67 Adjusted EPS (f.d.) (US$/sh) $0.68 Cash Flow Statement Items (US$mm) Net Earnings $158 DD&A $309 Deferred Taxes Other $24 Operating CF bf. ch. in WC $490 CF from Operating Activities $484 CF from Financing Activities ($34) CAPEX ($328) CF from Investing Activities ($441) Net Change in Cash $9 CFPS bf. ch. in WC (f.d.) (US$/sh) $2.08 Balance Sheet Items (US$mm) Cash $501 Current Assets $983 Long-term Assets $705 Total Assets $1,688 Short-term Debt $76 Current Liabilities $142 Long-term Debt $0 Total Liabilities $213 Shareholders' Equity $1,474 Total Liabilities & Shareholders' Equity $1,688 Working Capital $841 Mine Reserves/Resources 2P Gold Reserves (Moz) 10.2 $300 400 $200 2013A 2014E Kumtor Production (koz) Gatsuurt Production (koz) All-in Sustaining Costs (US$/oz) Additional Ratio Analysis Net Interest Coverage (x) Gross Margin ROE ROA EV/EBITDA (x) Net Debt/Equity Book Value (US$/sh) Free Cash Flow (US$/sh) NAV Analysis Operating Mining Assets (C$mm) Kumtor Gatsuurt Boroo Exploration Oksut Total Mining Assets Net Debt Working Capital (Net of Cash and ST Debt) In-the-Money Instruments G&A, Expl, Reclamation Net Asset Value 2015E 2016E Boroo Production (koz) Average Cash Costs 2013A 33.3x 1.3 11% 9% 1.3x n.m. $6.24 $0.66 2014E 2015E 2016E -15.0x -168.3x n.m. 1.3 1.4 1.4 0% (1%) (0%) 0% (1%) (0%) 1.6x 2.4x 3.4x n.m. n.m. n.m. $7.21 $6.99 $6.80 $0.06 $0.14 ($1.30) C$M $654 $269 $0 $13 $72 $1,008 $361 $323 $5 ($182) $1,516 C$/Sh $4.08 $1.68 $0.00 $0.08 $0.45 $6.28 % 43% 18% 0% 1% 5% 66% $2.25 $2.02 $0.03 ($1.13) $9.45 24% 21% 0% (12%) 100% Source: Company reports; Scotiabank GBM estimates. ScotiaView Analyst Link 55 Company Comment Wednesday, November 19, 2014, Pre-Market (MILPOC1-LM PEN 2.43) Compañía Minera Milpo SAA Q3/14 Results Highlights Paul Figueroa Mantero, MSc, MBA - +511-211-5918 (Scotia Sociedad Agente de Bolsa SA) [email protected] Rating: Sector Outperform Risk Ranking: High Target 1-Yr: Alfonso Salazar, MSc - +52 (55) 5123 2869 (Scotiabank Inverlat) [email protected] PEN 3.45 ROR 1-Yr: 43.9% Valuation: DCF @ 8% Key Risks to Target: Commodity prices, operational risk, rising of social conflicts, environmental risk, political risk . Div. (NTM) Div. (Curr.) Yield (Curr.) $0.02 $0.02 1.8% Event ■ EPS came in 6.9% below our estimate at $0.0187. Difference was mainly explained by higher than expected mining costs at Cerro Lindo given increasing maintenance and non-recurrent costs. Implications ■ Production of zinc, copper and lead concentrates increased 5%, 14% and 17% YOY. Higher output was due to an increase in ore treated (7%). Silver content expanded 4% YOY, reaching 1.7 million ounces during the period. ■ Milpo posted an EBITDA margin of 33.4%, below our 38.7% estimate. Declining profitability due to non-recurrent expenses at Milpo's flagship project, Cerro Lindo, explains the difference (mining costs increased 23% YOY to $33.7/t from $27.4/t). Milpo has increased maintenance and development costs, anticipating a production expansion capacity at Cerro Lindo from 15,000 tpd to18,000 tpd. ■ The company plans to acquire zinc projects Aripuana and Bongara from its controlling shareholder, Votorantim. The company has not disclosed much information as this transaction has not been completed. Milpo also announced that Ms. Claudia Torres Beltran has been appointed as the new Chief Financial Officer of the company, replacing Persio Morassutti who will continue his career at the Votorantim Group. Recommendation ■ We maintain our Sector Outperform rating and a one-year target price of PEN 3.45. Qtly EBITDA/Share (Basic) 2013A 2014E 2015E 2016E Q1 Q2 Q3 Q4 Year $0.05 A $0.07 A $0.08 $0.09 $0.05 A $0.06 A $0.08 $0.09 $0.05 A $0.05 A $0.08 $0.10 $0.06 A $0.05 $0.08 $0.10 $0.21 $0.23 $0.32 $0.38 EV / EBITDA 4.4x 4.3x 3.5x 3.0x 2012A $0.02 $-0.08 60.9x 3.7x $691 $236.45 1.2x 13.3x 2013A $0.06 $0.21 11.9x 0.7x $720 $270.60 3.0x 15.2x 2014E $0.10 $0.11 8.7x 0.5x $753 $339.30 3.7x 19.1x 2015E $0.10 $0.11 8.3x 0.5x $848 $418.09 4.6x 25.2x 2016E $0.13 $0.13 6.5x 0.4x $935 $483.60 5.7x 30.2x (FY-Dec.) Earnings/Share Cash Flow/Share Price/Earnings Relative P/E Revenues (M) EBITDA (M) Current Ratio EBITDA/Int. Exp BVPS14E: $0.49 ROE14E: 19.11% Capitalization Market Cap (M) Net Debt + Pref. (M) Enterprise Value (M) Shares O/S (M) Float O/S (M) PEN 2,699 $-53 PEN 3,751 ScotiaView Analyst Link Historical price multiple calculations use FYE prices. Source: Reuters; company reports; Scotiabank GBM estimates. All values in US$ unless otherwise indicated. For Reg AC Certification and important disclosures see Appendix A of this report. Analysts employed by non-U.S. affiliates are not registered/qualified as research analysts with FINRA in the U.S. 1,111 556 56 Milpo Q3/14 Results Exhibit 1 - Milpo Q3/14 Results - Actual vs. Estimates Source: Company reports; Scotiabank GBM estimates. Exhibit 2 - Milpo vs. Peers Source: Bloomberg consensus; company reports; Scotiabank GBM. Recommendation ■ We maintain our Sector Outperform rating and one-year target price of PEN 3.45. Our recommendation is based on Milpo’s excellent exposure to zinc, its appealing valuation (EV/EBITDA 2015E of 3.0x vs. peers at 5.4x) and the company’s strong balance sheet (Net Debt to EBITDA of -0.2x vs. peers at 2.3x). ScotiaView Analyst Link 57 Company Comment Wednesday, November 19, 2014, Pre-Market (CNL-T C$2.53) Continental Gold Limited Initial Look at Buriticá PEA Mike Hocking, MSc, P.Geo. - (416) 945-5228 (Scotia Capital Inc. - Canada) [email protected] Rating: Sector Perform Risk Ranking: Speculative Amir Ahmad - (416) 862-3875 (Scotia Capital Inc. - Canada) [email protected] Target 1-Yr: C$4.50 ROR 1-Yr: 77.9% Valuation: 1x NAV Key Risks to Target: Mining dilution, permitting, mineral resource estimate assumptions, commodity prices, exploration risk, financing risk, political risk, multiple contraction Event ■ CNL released a preliminary economic assessment (PEA) for Buriticá. Div. (NTM) Div. (Curr.) $0.00 $0.00 Yield (Curr.) 0.0% Pertinent Revisions Implications ■ The PEA outlined an 18 year mine life with annual production of ~271,000 oz of gold (eq.) at all in sustaining costs of US$502/oz (including by-product Ag); at $1200/oz Au and $17/Ag prices, the project generates an after-tax NPV5% of $1.1B, an IRR of 31.5% and a 2.8 year payback. Our previously published assumptions and the PEA estimates are presented in Exhibit 1. The PEA assumes an average mill head grade of 7.8 g/t Au compared with our estimate of 7.7 g/t Au. The PEA has outlined an initial throughput of 2,000 tpd increasing to 3,500 tpd, a fairly large underground gold mine utilizing long-hole stoping methods. Given the narrow width of the veins, we had assumed a much more limited 750 tpd, increasing to 2,000 tpd over a 3 year period, largely requiring cut and fill methods. It appears CNL used a subset of their resource at a higher COG before dilution to calculate the resourced used in the PEA (and we expect that a significant portion of these tonnes are classified as inferred); thus, the company assumed higher dilution than our estimates (58% vs. 30%) but diluted processing grade was in-line. Our primary concern remains dilution and throughput. The PEA has outlined a very large mine on mineralization hosted largely in narrow veins. We have updated our target price and we will review our recommendation after more technical data is made available. New Target: 1-Yr $4.50 EPS16E US$-0.02 New Valuation: 1x NAV Old Valuation: 0.92x NAV Old $5.30 US$0.75 Recommendation ■ We rate CNL Sector Perform with a $4.50 target price, down from $5.30. Qtly EPS (FD) 2011A 2012A 2013A 2014E Q1 $0.04 A $-0.02 A $-0.02 A $-0.03 (FY-Dec.) Earnings/Share Cash Flow/Share Price/Earnings Relative P/E Revenues (M) Current Ratio Q2 $0.04 A $-0.02 A $-0.02 A $-0.03 Q3 $0.04 A $-0.02 A $-0.02 A $-0.03 Q4 $0.04 A $-0.02 A $-0.02 A $-0.03 Year $0.16 $-0.07 $-0.07 $-0.14 P/E 46.2x n.m. n.m. n.m. 2012A $-0.07 $-0.05 n.m. n.m. $0 68.1x 2013A $-0.07 $-0.02 n.m. n.m. $0 21.1x 2014A $-0.14 $-0.05 n.m. n.m. $0 9.5x 2015A $-0.04 $-0.04 n.m. n.m. $0 30.7x 2016E $-0.02 $-0.02 n.m. n.m. $0 33.4x BVPS14E: $2.09 NAVPS: P/NAV: Historical price multiple calculations use FYE prices. Source: Reuters; company reports; Scotiabank GBM estimates. Capitalization Market Cap (M) Net Debt + Pref. (M) Enterprise Value (M) Shares O/S (M) Float O/S (M) $4.47 0.50x ScotiaView Analyst Link All values in US$ unless otherwise indicated. For Reg AC Certification and important disclosures see Appendix A of this report. Analysts employed by non-U.S. affiliates are not registered/qualified as research analysts with FINRA in the U.S. C$331 $-72 C$249 131 107 58 Initial Impressions ■ Robust headline numbers. CNL and M3 Engineering have produced a PEA with reasonably robust economics. Key PEA metrics along with our previous and updated estimates are presented in Exhibit 1. In general the initial project capital, operating costs and diluted grade were largely in line with our estimates; however, we had assumed a more conservative throughput at a the same mine life for lower total production. ■ Dilution and throughput concerns remain. Our primary concern remains dilution and throughput. The mine plan appears to use a relatively small component (33%) of the resource at a significantly higher cut-off grade than the 3 g/t used for the resource with a substantial portion of tonnes likely coming from the inferred category. The PEA anticipates that long-hole stoping will be the primary mining method. We expect that this method was selected because of the near vertical orientation of the veins and ability to increase the daily throughput relative to other more selective methods (i.e. cut and fill), a common aspiration for many projects; however, given the narrow width of the veins (vein domains average 1.3m) and average mining width of 2.5 – 3.1m (1.6m minimum mining width) we expect that dilution will be harder control than in deposits with broader veins (see Exhibit 2). We also expect that the narrow widths will likely lead to increase operating costs and sustaining capital requirements relative to other projects (see Exhibit 2). The grade of the wall rock is currently unknown and sampling prior to the 2015 PFS will hopefully provide some indication of dilution grades. ■ Model estimates. In Exhibit 2 we compare the Buriticá PEA with three mines in Latin America that utilize bulk underground mining methods to extract ore from wide vein systems with large stope sizes, which leads to low unit costs. Given the narrow widths of the veins of Buriticá we have escalated the mining costs to be more in line with comparable projects. We have escalated the initial capital by 5% and substantially increased the sustaining capital to bring the value closer to the average of underground operation in this throughput range. We have also capped the throughput at 3,000 tpd, as we expect the narrow veins will ultimately require a mix of long-hole stoping and lower throughput cutand-fill mining methods; we have also increased the unit costs to account for the narrow veins. ■ Valuation. Our fully funded NAV8% using our LT gold price of US$1300/oz and LT silver price of $19/oz is presented in Exhibit 3. Our NAV at spot prices is presented in Exhibit 4. ■ Neutral rating. We continue to rate Continental Gold as a Sector Perform. The implied return to our current target price is substantial and we feel that the updated model parameters are reasonable when compared with operating assets; however, we are not currently recommending the stock as we don’t have a clear understanding of a number of the technical risks; we will re-evaluate our rating once more technical information is available. Throughput and Dilution ■ Narrow veins. The mineralized veins at Buriticá are reasonably narrow (veins widths average ~1m with vein domain in the resource model averaging 1.3m). We have a better understanding of the Yaraguá veins as existing small scale mine workings have been excavated on the upper portion of the deposit. In many places the veins are less than a meter in width and have been diluted with wall rock to form a 1m minimum composite intervals. We know less about the mineralization at Veta Sur but channel sampling at Vein 51 and Vein 62 suggests that there are some zones with robust widths and grades that could be amenable to bulk underground mining methods (see our research note from October 28th). ■ Either the cut-off grade or the stated dilution number appears to be incorrect. The PEA news release has outlined a resource of 20.1Mt at a diluted head grade of 7.8 g/t Au and 19.4 g/t Ag at a stated COG of 3 g/t and total dilution of 58% at a nil grade. This implies that the mine plan incorporates a small subset (33%) of the total resource at a much higher cut-off grade than 3g/t used for the resource or that the mill feed has a lower quantity of dilution than the stated 58%. CNL management can’t confirm either way until the technical report is filed 59 on SEDAR. If it is indeed a smaller subset of the resource we estimate that the undiluted ore tonnes total 8.4Mt at 18.6 g/t Au and 46.1 g/t Ag for 5 Moz Au and 12.5 Moz Ag, before recoveries. This implies that the remaining 16.7Mt, containing 2Moz in the resource have an uneconomic undiluted grade of 3.6 g/t Au and 16.5 g/t Ag and will not be included in our valuation, even as near term option value (i.e. on a $/oz basis). ■ Waste tonnes in production schedule table are development ore not dilution waste. A table at the bottom of the news release outlined the production schedule and listed waste tonnes. The ‘waste’ tonnes are not material that are processed through the mill rather they are development tonnes. Exhibit 1 – Key project metrics from the CNL PEA along with previous and current Scotiabank GBM estimates. SGBM Estimate Previous Date LoM. Average Project Basics Ownership Percentage Location Stage Expected Commercial Production Mining Method Capital Costs Pre-production CapEx Sustaining CapEx (+Exploration) Annual sustaining capex CapEx per Daily Throughput CapEx per LOM Production Sustaining CapEx per Annual Throughput Production Metrics Mine Life Assumed Dilution* LOM Recovered Ounces (AuEq) Annual Production (Au Only) Annual Production (AuEq)* Gold:Silver Ratio Initial Throughput Full Throughput Average Throughput Ramp-up Period Diluted mill head grade Gold Recovery Operating Metrics Mining Cost Processing Cost G&A Total Operating Cost Royalty Gold Price Silver Price Operating Cash Cost (net of by-product) Project All-in Sustaing Cost Project Economics NPV5% NPV8% IRR Payback period 100% 2016 CF (US$M) (US$M) (US$M) (US$/tpd) (US$/oz) (US$/t) (yrs) (%) (Koz Au) (Koz Au) (Koz Au) (tpd) (tpd) (tpd) (yrs) (g/t Au) (%) ($/t mined) ($t/milled) ($t/milled) ($t/milled) (%) ($/oz) ($/oz) ($/oz) ($/oz) (US$M) (US$M) % (years) SGBM Estimate New 100% Antioquia, Colombia PEA 2018 CF and LH CNL PEA Nov-17-14 100% n.a. LH $350 $255 $14 $184,211 $122 $20 $412 $547 $26 $152,756 $85 $26 $390 $347 $19 $118,273 $80 $16 18.0 30% 2,861 155 159 65 750 2,000 1,900 3.0 7.7 95.0% 21 59% 4,830 226 231 68 1,500 3,000 2,700 4.0 7.4 95.0% 18.0 58% 4,877 265 271 71 2,000 3,500 3,300 3.0 7.8 95.0% $61.19 $23.46 $18.36 $103.00 4.0% $1,310 $20.19 $402 $491 $51.23 $39.25 $18.29 $108.77 3.2% $1,300 $19.00 $552 $715 $44.55 $37.38 $17.42 $99.35 3.2% $1,200 $17.00 $431 $502 $551 $359 20.0% 2.90 $769 $479 23.0% 5.50 $1,080 na 31.0% 2.80 * Note that CNL appears to have used a subset of of their resources at a higher COG before dilution to calculate their PEA; our dilution number were based on average grades from the resource estimate. Mining Methods: CF = cut and fill, LH = long hole Source: Company reports; Scotiabank GBM estimates. 60 Exhibit 2 - Comparable projects in Latin America utilizing bulk underground mining methods on precious metal bearing veins El Penon Escobal (Tahoe Juancipio (MAG (Yamana) Resources) Silver)** Chile Guatemala Mexico 4,500 4,500 2,330 Average1 SC Estimates for CNL* CNL PEA* Location Throughput Capacity (tpd) 3,777 3,500 3,000 M&I resource grade (g/t) 8.0 346.0 g/t Ag 511.0 g/t Ag 6.8 10.3 10.3 2P Gold Reserve Grade (g/t) 5.8 0.3 1.3 2.5 n.a. n.a. 2P Silver Reserve Grade Current or expected diluted mill head grade Estimated or stated dilution (g/t) (g/t) % 192 g/t Ag 6.2** 55.0% 350 g/t Ag 585.0 31% 416 g/t Ag 416.0 19% 319 g/t Ag 6.9 35% n.a. 7.8 58% n.a. 7.4 59% 2014E Gold (eq) Production (Koz) 407** 18-21M oz Ag n.a. 347 n.a. n.a. Nominal annual prouction (Koz) 440 17 29 162 271 231 Estimated Mining Cost $t/ore $77.00 $37.23 $46.12 $53.45 $44.55 $51.23 Estimated Processing Cost $t/ore $36.92 $22.83 $20.14 $26.63 $37.38 $39.25 Estimated G+A $t/ore $15.00 $15.06 $3.63 $11.23 $17.42 $18.29 Smelting Refining/Transportation $t/ore $26.64 $41.00 $110.89 $99.35 $108.77 Cost per tonne processed technical report 2014E Cost Per Tonne Processed 2014E Total Cash Costs (US$/tonne) (US$/tonne) (US$oz) $128.92 $147.52 537** $101.76 $105.59 5.95/oz Ag (0.36)/oz Ag $113.86 $126.56 537 431 $552 (US$oz) n.a. 9.35/oz Ag 3.80/oz Ag n.a. 502 $715 Sustaining capital - annual (US$Mln) 80** 17 24 40 19 $26 Sustaining capital - LOM (US$Mln) n.a. 326 524 425 347 $547 $/tpd 49 10 28 29 16 $26 <1m to 20m up to 50m wide average = 5m average = 1.3m average = 1.3m Orebody Orientation 2400m lateral by <1-4km strike, 1200m vertical in Dip 60 degrees to 350m down dip, four zones, 60-75 Sw 55-85 degree dip degree dip Subvertical Subvertical Stope dimensions 1-6m wide, 616m high by 15m long 25mx10m x variable to 25m x 10m x variable 2m (min.) x 15m (Vertical) x 24m (long) 2.5 - 3.1m wide 2.5 - 3.1m wide BF LHS, LHTS LHS LHS CF and LHS 2014E AISC Sustaining capital per throughput Orebody Thickness Mining method 2 * Nominal Figure ** - Yamana estimate from Scotiabank GBM Analyst Tanya Jakusconek; MAG Silver estimates from Scotiabank GBM Analyst Trevor Turnbull 1 Gold:Silver Ratio of 68:1 2 BHS = Blast hole stoping; BF = Bench and Fill; C&F = Cut & fill; LHS = Longhole stoping; LHTS = Longhole transversal stoping; LHRS = Longhole retreat stoping Source: Company reports; Scotiabank GBM estimates. 61 Exhibit 3 – Updated NAV at LT Gold and Silver prices Net Asset Value (NAV) based on unlevered after-tax free cash flows After-tax NPV 479 - NPV per share 2.45 - Gross asset value 479 2.45 - Debt + Cash + Cash from project financing +/- Adjustments Net asset value (US$Mln) Fully diluted shares outstanding Fully diluted, fully funded shares Net asset value per share (USD) CAD/USD exchange rate Net asset value per share (CAD) Price/Net asset value 72 262 0.37 0% 9% - 0% Asset Location Ownership Buritica Exploration Colombia Colombia 100% 100% Discount rate 8% In-situ Asset multiple 1.0x $0/oz NPV Corporate % NAV % 100% 59% 0% 0% 100% 59% 813 130.7 195.6 4.16 0.93 4.47 0.59x Source: Scotiabank GBM estimates. Exhibit 4 - Updated NAV at spot metal prices Net Asset Value (NAV) based on unlevered after-tax free cash flows After-tax NPV 361 - NPV per share 1.85 - Gross asset value 361 1.85 - Debt + Cash + Cash from project financing +/- Adjustments Net asset value (US$Mln) Fully diluted shares outstanding Fully diluted, fully funded shares Net asset value per share (USD) CAD/USD exchange rate Net asset value per share (CAD) Price/Net asset value 72 262 0.37 0% 10% - 0% Asset Location Ownership Buritica Exploration Colombia Colombia 100% 100% Discount rate 8% In-situ Asset multiple 1.0x $0/oz NPV Corporate % NAV % 100% 52% 0% 0% 100% 695 130.7 195.6 3.55 0.93 3.82 0.69x Source: Company reports; Scotiabank GBM estimates. ScotiaView Analyst Link 52% 62 Company Comment Tuesday, November 18, 2014, After Close (WN-T C$94.60) George Weston Limited WN: Q3 As Expected; Stock Is Cheap Patricia A. Baker, MBA, PhD - (514) 287-4535 (Scotia Capital Inc. - Canada) [email protected] Rating: Sector Outperform Risk Ranking: Medium Target 1-Yr: Jean Marc Ayas - (514) 287-3626 (Scotia Capital Inc. - Canada) [email protected] C$110.00 ROR 1-Yr: 18.1% Valuation: NAV Key Risks to Target: Ultimate deployment of large cash position, operating performance at Loblaw, commodity price fluctuation s Event ■ WN Q3 EPS in line at $1.54. WN Foods sales $574M, +2.1% YOY, in line with $572M forecast. Adjusted EBITDA flattish YOY at $102M, in line with our $100M estimate. Implications ■ WN saw + volumes across each baking segment. Margins impacted by input and plant start-up costs. Q3 had combined negative impact of pricing and mix shifts. Mix reflects seasonality with higher proportion of pie (frozen) and wafer (biscuit) sales with lower margins than fresh. ■ In general, there is a decelerating impact from headwinds on the business. Q3 decline in EBIT margin of 119bps compares favourably to the nine month trend of a decline of 214bps. ■ With its Q4 release, WF will unveil a new strategic plan for the broader positioning of its business as a result of a lengthy and comprehensive review of the NA baking industry with an eye to determine where best to focus on products and customers for growth. This plan, we believe, will provide a good renewed medium-to-long term strategy for this multi-faceted business. Recommendation ■ WN share price has not kept pace with the nice advance in Loblaw. The implied value of the baking business is near a multi-year low. Challenges evident in F2014 should abate and the strategic work will serve to provide a "fresh" look and bring some promise of growth. Target is revised to $110 and stock rating is maintained SO. Qtly Cash Op EPS (Basic) 2013A 2014E 2015E 2016E Q1 $0.83 A $0.77 A $1.20 $1.38 (FY-Dec.) Cash Op Earnings/Share Dividends/Share Price/Earnings Relative P/E Revenues (M) EBITDA (M) EBITDA Margin Q2 $1.06 A $1.23 A $1.50 $1.69 Q3 $1.32 A $1.54 A $1.74 $1.99 Q4 $1.10 A $1.60 $1.70 $1.93 Year $4.31 $5.14 $6.14 $6.99 P/E 18.0x 18.4x 15.4x 13.5x 2012A $4.17 $1.46 16.9x 0.9x $32,742 $2,347 7.2% 2013A $4.31 $1.63 18.0x 0.6x $33,582 $2,456 7.3% 2014E $5.14 $1.68 18.4x 0.7x $43,882 $3,416 7.8% 2015E $6.14 $1.68 15.4x 0.6x $46,460 $3,998 8.6% 2016E $6.99 $1.68 13.5x 0.5x $47,602 $4,261 9.0% BVPS14E: $58.71 ROE14E: 9.51% Div. (NTM) Div. (Curr.) Yield (Curr.) $1.68 $1.67 1.8% Pertinent Revisions Target: 1-Yr Cash Op EPS14E Cash Op EPS15E Cash Op EPS16E New Old $110.00 $5.14 $93.00 $5.10 $6.14 $6.16 $6.99 $7.01 Capitalization Market Cap (M) Net Debt + Pref. (M) Enterprise Value (M) Shares O/S (M) Float O/S (M) $12,116 $11,815 $32,098 ScotiaView Analyst Link Historical price multiple calculations use FYE prices. Source: Reuters; company reports; Scotiabank GBM estimates. All values in C$ unless otherwise indicated. For Reg AC Certification and important disclosures see Appendix A of this report. Analysts employed by non-U.S. affiliates are not registered/qualified as research analysts with FINRA in the U.S. 128 47 63 Weston Foods Working Towards Positioning for Growth ■ With the release of Q4 results on March 5, 2015, Weston Foods will unveil a new strategic plan for the broader positioning of its business. This comes as a result of a lengthy and comprehensive review of the North American baking industry, with an eye to determine where best for Weston Foods to focus with respect to products, customers and importantly how to capture growth. We believe the plan, once revealed, will provide a solid and renewed medium-to-long term plan for this multi-faceted business. Meanwhile Baking Assets are Significantly Undervalued ■ It is worth noting that WN shares (+22.1% YTD) have not kept pace with the appreciation of L shares (+41.7% YTD) and, as such, we are seeing the implied value of the baking business very near a multi-year low (Exhibit 1). ■ Currently, when both the Loblaw and Choice REIT ownerships are stripped out of the WN share price, the residual baking business looks to be valued at only $4.75 per share. This compares to an average value of $10.57 over the last year and $17.31 over the last five years. At the same time, this implies the baking business is being valued at an EV/EBITDA mutiple of only 4.4x when peers are trading at double-digit mutiples (Exhibit 4). Given its strong margin profile, LFY EBIT was 14.3%; this does suggest the bakery assets are “going cheap” in the context of the current WN share price. Exhibit 1 – Implied Value of Baking Business Near a Low! Weston Foods Stub ValuePer Share $35 $30 $25 5-yr avg. = $17.31 $20 $15 $10 1-yr avg. = $10.57 $5 $4.75 Nov '14 Aug '14 May '14 Feb '14 Nov '13 Aug '13 May '13 Feb '13 Nov '12 Aug '12 May '12 Feb '12 Nov '11 Aug '11 May '11 Feb '11 Nov '10 Aug '10 May '10 Feb '10 Nov '09 $0 Source: Company reports; Scotiabank GBM estimates. ■ It is true the baking business has faced challenges over the past year, particularly on the cost and growth fronts. However, we believe looking forward that challenges evident in F2014 will begin to recede. Indeed that has already commenced. Note the margin decrease in Q3 of 119bps compares favourably to the nine months trend of 214bps. As we move through to F2015 and as the baking margins stabilize, we expect this business to receive a more favourable view. 64 Taking Target Higher ■ While we rate L shares SP ($65 TP) on strong price appreciation and near-term risk, we rate WN shares SO as they have lagged L’s performance significantly (22.1% vs. 41.7% YTD) and the baking business looks undervalued. With L shares trading at $60.07, close to their 52-wk high, WN's stake in Loblaw equates to $88.20 per share. Taking into consideration the value of CHP trust units, this implies a value of $4.75 for the Weston Foods business, near a long-term low. We certainly see a decoupling here and believe WN shares have moved disproportionately YTD to their relative ownership stake in L. Our revised NAV shows WN at $115.63 pre-holdco discount and $109.84 post, supporting a $110 target. Given we expect improved conditions with respect to cost challenges evident in F2014, as well as a positive catalyst to come with the strategic work underway, we are comfortable with the higher target. Exhibit 2 – George Weston NAV Snapshot Weston Foods Segm ent Loblaw Segm ent Choice Properties Segm ent Weston Foods F15E EBITDA (M) $339 L shares ow ned by WN (M) EV / EBITDA multiple 9.5x Scotia's 1-yr Price Target for L Enterprise value (M) $3,216 Less: F15 WF Net Debt (M) Less: F15 WF Preferred Equity (M) WF m arket value (M) WN shares O/S in F15 (M) Market value per share Consolidated 187.8 CHP trust units ow ned by WN (M) 21.1 $65.00 Scotia's 1-yr Price Target for CHP $11.25 (55) (817) $2,344 L MV, ow ned by WN (M) $12,208 127.9 REIT MV, ow ned by WN (M) 127.9 $18.33 Market value per share $95.44 $237 Total m arket value (M) $14,789 WN im plied 1-yr value $115.63 127.9 Market value per share 127.9 $1.85 Holdco. discount WN 1-yr price target 5% $109.84 Source: Company reports; Scotiabank GBM estimates (WN and L by P. Baker, CHP.UN by P. Bir). Exhibit 3 – Bakery Comparable Valuations Ticker Bakeries George Weston Flower Foods Snyder's-Lance Grupo Bimbo Average WN-CA FLO-US LNCE-US BIMBOA Rating Curr. SO NR NR NR CAD USD USD MEX 11/18/2014 EPS (Calendar) Price 2013 2014E 2015E $94.60 $19.45 $29.72 $37.29 4.31 1.21 1.15 1.39 5.10 0.88 1.09 1.28 6.16 0.98 1.21 1.66 P/E (Calendar) EV/EBITDA (Calendar) 2013 2014E 2015E 2013 2014E 2015E 21.9 16.1 25.9 26.7 19.5 18.5 22.0 27.3 29.1 20.8 15.4 19.7 24.5 22.5 17.6 8.3 10.7 12.7 12.2 9.9 8.5 11.6 12.9 11.8 10.1 7.6 10.7 11.7 10.0 9.0 na = not available, nm = not material/meaningful *Indicates companies with non-calendar year-ends Source: Company reports; Scotiabank GBM estimates (WN and L by P. Baker, CHP.UN by P. Bir). Third Quarter Highlights ■ The following discussion relates primarily to the Weston Foods Division of George Weston Ltd. For additional details on the Loblaw division, please refer to our Nov 14th comment on Loblaw Companies Ltd. entitled “Loblaw Q3: In Line, And That’s Fine”. ■ Weston Foods sales increased 2.1% YOY to $574M, in line with our forecast of $572M. Foreign currency translation provided the entirety of the growth, as increased volumes across all categories were offset by the combined negative impact of pricing and changes in sales mix. Note that since Q2/F14, the company no longer breaks down segment sales for Fresh, Frozen and Biscuits. PEG 1.1 nm nm 3.0 Div. Yield 12/31/13 Close Year-to-date Performance 1.8% 2.6% 2.2% 0.6% 1.8% $77.50 $21.47 $28.66 $40.20 22.1% -9.4% 3.7% -7.2% -4.3% 65 ■ Weston Foods adjusted operating income was $81M in Q3, down 5.8% YOY. Adjusted EBIT margin contracted 119bps YOY to 14.1%, attributable to the impact of higher commodity and other input costs, as well as start-up costs related to new Toronto fresh facility (Exhibit 4). On the latter, we see a minimal impact in Q4 and in F2015 going forward. The quarter also saw a combined negative impact from pricing and mix shifts, such as higher sales of lower margin pies (Frozen segment) and wafers (Biscuit segment). These negative impacts were slightly offset by a positive contribution from foreign currency translation. Adjusted EBITDA was down 2.9% YOY to $102M, in line with our $100M forecast, while EBITDA margins were down 91bps YOY to 17.8%, continuing the recent trend but showing a significant slowdown in pace (Exhibit 5). Exhibit 4 – WF Q3 EBIT Variance Analysis in $M Commodity and input costs Fresh facility start-up costs Foreign currency translation (4) (2) 1 $ change YOY in WF adj. EBIT (5) Source: Company reports. Exhibit 5 – Higher Input Costs and Start-Up Expenses Still Weigh on Margin but with Declining Impact Δ WF adj. EBITDA margin (YOY) 450bps 300bps 217bps 199bps 148bps 150bps 113bps 100bps 50bps 0bps (20bps) (38bps) (150bps) (91bps) (116bps) (155bps) (160bps) (239bps) (257bps) (300bps) (358bps) (450bps) Q1 Q2 Q3 Q4 Q1 F11 Q2 Q3 F12 Q4 Q1 Q2 Q3 F13 Q4 Q1 Q2 Q3 F14 Source: Company reports; Scotiabank GBM estimates. ■ WN reported Q3/F14 adjusted EPS of $1.54, up 16.7% from adjusted $1.32 last year. The Street was looking for EPS of $1.50, while our forecast was $1.48 ($1.51 after updating for Loblaw Q3 results). ■ The company expects a slight decline in adjusted EBIT in Q4/F14, before including the positive impact of the 53 rd week. Valuation and Key Risks to Target Loblaw Companies Limited (L - T $60.30) Valuation NAV Key Risks to Target Heightened competitive pricing pressures, prolonged deflation, disruption to ops from Supply Chain & IT overhaul and merger integration ScotiaView Analyst Link 66 Company Comment Wednesday, November 19, 2014, Pre-Market (LUC-T C$2.39) Lucara Diamond Corp. Life After the Special Divvie Craig Johnston, CPA, CA - (416) 860-1659 (Scotia Capital Inc. - Canada) [email protected] Rating: Sector Perform Risk Ranking: High James Steels - (416) 945-4527 (Scotia Capital Inc. - Canada) [email protected] Target 1-Yr: C$2.55 ROR 1-Yr: 8.4% Valuation: 1.23x NAV Key Risks to Target: Diamond prices; development risk; technical and operational risk; multiple contraction; and geopolitical ris k Div. (NTM) Div. (Curr.) Yield (Curr.) C$0.04 C$0.04 1.7% Event ■ We are updating our estimates following Q3/14 results, and the announcement of the $0.04 special dividend. Pertinent Revisions Implications ■ Overall, we believe the Q3/14 results were positive as production and operating costs beat our estimates. Year-to-date proceeds total $241.4 million and therefore the company expects to exceed the higher end of its 2014 revenue guidance ($240-$250 million). ■ The recovery of special stones declined in the quarter to 3.6% of production, from 7.1% of production in Q2/14, as the company mined more material from the North Lobe. Since the beginning of 2013, we calculate 4.48% of production has been recovered via special stones, compared to the feasibility study estimate of below 4%, and our current modelling assumption of 4.2% for the South and Centre Lobes. ■ Our NAV5% has increased 4% to $2.01 per share, as we have reduced our assumed tax payments for Karowe based on a revised interpretation of the variable tax rate in Botswana. We have increased our one-year target price to $2.55 per share (up from $2.50). $2.55 US$0.27 US$0.21 New Target: 1-Yr Adj. EPS14E Adj. EPS15E New Valuation: 1.23x NAV Old Valuation: 1.25x NAV Old $2.50 US$0.26 US$0.19 Recommendation ■ In our opinion, LUC's clean balance sheet, impressive margins, experienced management team, and continued recovery of exceptional stones warrant its premium valuation. Unfortunately, we believe the shares are relatively fair valued at current levels, but would be watching for dips in the share price to opportunistically accumulate shares. Qtly Adj. EPS (FD) 2013A 2014E 2015E 2016E Q1 $0.02 A $0.01 A $0.06 $0.05 (FY-Dec.) Diamond Prod (ct) (000) Diamond Price (/ct) Cash Cost ($/ct) All-In Sustaining Cost ($/ct) Adj Earnings/Share Cash Flow/Share Free Cash Flow/Share Price/Cash Flow Q2 $0.06 A $0.06 A $0.05 $0.05 Q3 $0.04 A $0.10 A $0.05 $0.04 Q4 $0.06 A $0.09 $0.05 $0.04 Year $0.17 $0.27 $0.21 $0.18 P/E 9.6x 8.0x 10.2x 11.7x 2013A 441 $411 $100 $178 $0.17 $0.26 $0.24 6.2x 2014E 417 $657 $129 $264 $0.27 $0.40 $0.24 5.3x 2015E 472 $523 $169 $310 $0.21 $0.28 $0.17 7.6x 2016E 440 $519 $199 $365 $0.18 $0.25 $0.14 8.3x 2017E 428 $495 $224 $394 $0.15 $0.23 $0.12 9.2x BVPS14E: $0.72 ROE14E: 42.50% NAVPS: P/NAV: C$2.01 1.19x Capitalization Market Cap (M) Net Debt + Pref. (M) Enterprise Value (M) Shares O/S (M) Float O/S (M) ScotiaView Analyst Link Historical price multiple calculations use FYE prices. Source: Reuters; company reports; Scotiabank GBM estimates. All values in US$ unless otherwise indicated. For Reg AC Certification and important disclosures see Appendix A of this report. Analysts employed by non-U.S. affiliates are not registered/qualified as research analysts with FINRA in the U.S. C$906 $-133 C$773 379 311 67 NAV Breakdown and Target Price Generation ■ Our net asset valuation has increased 4% to $2.01 per share as we have reduced our assumed tax rate at Karowe based on a revised interpretation of the variable tax rate in Botswana. We now estimate the government of Botswana will receive 49% (55% previously) of the FCF from Karowe over the life of the mine. We made other minor adjustments to our modelling assumptions. ■ We have also reduced our target multiple on Karowe to 1.25x, from 1.30x, as we believe the premium associated (in our opinion) with the much anticipated inaugural special dividend, will be slightly reduced now that the announcement has taken place. That being said, we continue to believe Lucara shares warrant a premium to its net asset valuation given its very clean balance sheet, impressive high margins, experienced management team and continued recovery of special diamonds. Exhibit 1 - NAV Breakdown and Target Price Generation Karowe (@5% discount rate) Mothae Exploration Mining Assets Cash and Cash Equivalents Working Capital - (Non-Mining) Cash from exercise of options Debt Corporate G&A Corporate Adjustments Current Q3/15E NAV (US$M) NAV (US$M) $674 $637 $21 $21 $5 $5 $700 $663 $133 $152 ($29) ($14) $2 $2 $0 $0 ($105) ($97) $2 $43 Net Asset Value Forecast USD/CAD Projected Value (C$M) Fully Diluted (ITM) Shares (M) Projected Value (C$/sh) One-year Target Price (C$) $702 $706 1.09 $765 381.4 $2.01 1.12 $793 381.4 $2.08 % NAV 90% 3% 1% 94% 22% -2% 0% 0% -14% 6% 100% Project Projected Multiple Value (US$M) 1.25x $796 1.00x $21 1.00x $5 1.24x $822 1.00x $152 1.00x ($14) 1.00x $2 1.00x $0 1.00x ($97) 1.00x $43 1.23x $865 1.12 $972 381.4 $2.55 $2.55 Source: Company reports; Scotiabank GBM estimates. ■ In Exhibit 2, we illustrate net asset valuation sensitivities based on % changes to our current diamond prices, and in Exhibit 3, we illustrate net asset valuation sensitivities to annual real diamond price escalation (we currently assume 2% LOM and 5% in 2014). Exhibit 2 - NAV Sensitivities to Change in Diamond Prices -4% 3% $2.23 $2.13 5% $2.01 $1.91 8% $1.73 $1.65 -3% -2% -1% 0% 1% 2% 3% 4% $2.15 $2.18 $2.21 $2.23 $2.26 $2.29 $2.31 $2.34 $1.94 $1.96 $1.98 $2.01 $2.03 $2.05 $2.07 $2.10 $1.67 $1.69 $1.71 $1.73 $1.75 $1.77 $1.79 $1.81 NAV Source: Company reports; Scotiabank GBM estimates. Exhibit 3 - NAV Sensitivities to Real Price Escalation NAV 0% 1% 2% 3% 4% 5% 6% 7% 8% 3% $2.23 $1.90 $2.06 $2.23 $2.42 $2.62 $2.83 $3.06 $3.31 $3.57 5% $2.01 $1.72 $1.86 $2.01 $2.16 $2.33 $2.51 $2.70 $2.91 $3.13 Source: Company reports; Scotiabank GBM estimates. 8% $1.73 $1.51 $1.62 $1.73 $1.85 $1.99 $2.13 $2.28 $2.44 $2.61 68 Appendix 1 - Lucara Diamond Corp. Income Statement (US$000) - December Year-End Diamond Revenue Cost of Sales Costs of Sales Royalty expenses Sales and marketing Depletion, Depreciation & Amortization Total Production Cost Gross Profit 2013A $180,507 2014E $268,755 2015E $246,538 2016E $228,285 2017E $211,878 2018E $214,103 $43,835 $18,051 $3,523 $14,979 $80,388 $50,627 $26,875 $3,845 $15,166 $96,513 $58,729 $24,654 $3,945 $22,173 $109,501 $58,321 $22,829 $3,653 $23,670 $108,472 $64,743 $21,188 $3,390 $26,583 $115,904 $66,331 $21,410 $3,426 $29,369 $120,536 $100,119 $172,242 $137,037 $119,813 $95,973 $93,567 Expenses Administration expenses Exploration expenses Share-based payment Accretion expense on decommissioning liability Loss (gain) on sale of assets Foreign exchange loss (gain) Total Expenses $11,429 $1,323 $0 $0 ($584) $3,953 $16,121 $10,888 $1,102 $20 $300 $0 $6,228 $18,538 $10,600 $2,600 $80 $1,200 $0 $0 $14,480 $10,600 $2,600 $80 $1,200 $0 $0 $14,480 $10,600 $2,600 $80 $1,200 $0 $0 $14,480 $10,600 $600 $80 $1,200 $0 $0 $12,480 Income from operations $83,998 $153,704 $122,557 $105,333 $81,493 $81,087 Other Income (expenses) Finance expenses Interest and other income Total Other Income ($3,785) $0 ($3,785) $31 $133 $164 $0 $515 $515 $0 $713 $713 $0 $867 $867 $0 $1,001 $1,001 Income (loss) before taxes Current income tax Deferred income tax $80,213 $96 $14,895 $153,868 $29,575 $26,528 $123,073 $40,779 $3,639 $106,046 $34,105 $2,935 $82,361 $22,723 $1,311 $82,088 $21,118 $1,326 Net Income $65,222 $97,765 $78,655 $69,006 $58,327 $59,643 Adjustments (FX, One-time items) Adjusted Net Income $0 $65,222 $3,179 $100,944 $0 $78,655 $0 $69,006 $0 $58,327 $0 $59,643 $102,930 $0.17 $177,514 $0.27 $144,730 $0.21 $129,003 $0.18 $108,077 $0.15 $110,457 $0.16 2017E 2018E Adj. EBITDA Adjusted EPS (FD) Source: Company reports; Scotiabank GBM estimates. Appendix 2 - Lucara Diamond Corp. Cash Flow Statement (US$000) - December Year-End 2013A 2014E 2015E 2016E Cash Provided From Operations Net Income Amortization Deferred income tax expense (recovery) Finance expense Share-based payment Other, incl. foreign exchange Operating Cash Flow $65,222 $15,402 $14,895 $3,527 $517 $0 $99,563 $97,765 $15,452 $26,528 $138 $296 $10,434 $150,912 $78,655 $22,173 $3,639 $0 $80 $485 $106,232 $69,006 $23,670 $2,935 $0 $80 $287 $97,178 $58,327 $26,583 $1,311 $0 $80 $133 $87,634 $59,643 $29,369 $1,326 $0 $80 ($1) $91,618 Changes in non-cash working capital Net Operating Cash Flow ($1,000) $98,563 ($4,291) $146,621 ($5,113) $101,118 ($9,675) $87,503 ($6,429) $81,205 ($1,825) $89,793 Cash Provided From Investing Acquisition of PP&E and mineral properties Interest income Other Net Cash Used in Investing Activities ($7,865) $0 $54 ($7,811) ($55,829) $133 $0 ($55,696) ($35,780) $515 $0 ($35,264) ($33,352) $713 $0 ($32,638) ($34,938) $867 $0 ($34,070) ($39,491) $1,001 $0 ($38,490) $530 ($54,500) $0 $0 ($53,970) $1,548 $0 ($27,616) ($2,495) ($28,563) $0 $0 ($13,568) $0 ($13,568) $0 $0 ($13,643) $0 ($13,643) $0 $0 ($13,795) $0 ($13,795) $0 $0 ($13,795) $0 ($13,795) ($679) $36,103 $13,261 $49,364 ($1,608) $60,754 $49,364 $110,118 $0 $52,286 $110,118 $162,405 $0 $41,221 $162,405 $203,626 $0 $33,340 $203,626 $236,966 $0 $37,508 $236,966 $274,473 Cash Provided From Financing Share issuance (net of transaction costs) Long-term debt (net of costs) Dividend payments Other Net Cash Provided by Continuing Financing Activities Foreign exchange (loss)/gain Increase (decrease) in cash Cash at beginning of period Cash at end of period Source: Company reports; Scotiabank GBM estimates. 69 Appendix 3 - Lucara Diamond Corp. Balance Sheet (US$000) - December Year-End 2013A Current Assets Cash and cash equivalents Investments Accounts Receivable Prepaid expenses Inventory Other - current Total Current Assets 2014E 2015E 2016E 2017E 2018E $49,364 $90 $3,593 $0 $21,132 $0 $74,179 $110,118 $66 $5,611 $199 $29,456 $0 $145,451 $162,405 $66 $4,728 $236 $36,298 $0 $203,733 $203,626 $66 $4,378 $259 $44,039 $0 $252,368 $236,966 $66 $4,063 $274 $48,765 $0 $290,134 $274,473 $66 $4,372 $269 $52,557 $0 $331,737 Long-Term Assets Mineral properties, incl. PPE Future income taxes Other Total Long-Term Assets $172,947 $0 $62 $173,009 $204,264 $0 $2,475 $206,739 $216,670 $0 $2,475 $219,145 $225,152 $0 $2,475 $227,627 $232,306 $0 $2,475 $234,781 $241,228 $0 $2,475 $243,703 TOTAL ASSETS $247,188 $352,190 $422,878 $479,995 $524,916 $575,440 Current Liabilities Accounts payable Income tax liability Total Current Liabilities $0 $15,491 $0 $15,491 $0 $11,951 $13,605 $25,557 $0 $14,147 $12,291 $26,438 $0 $15,568 $8,610 $24,177 $0 $16,434 $5,741 $22,175 $0 $16,147 $8,298 $24,445 Long-Term Liabilities Long-term debt Deferred income taxes Asset retirement obligation Total Long-Term Liabilities $0 $14,258 $14,515 $28,773 $0 $39,150 $15,092 $54,242 $0 $42,789 $16,292 $59,081 $0 $45,724 $17,492 $63,216 $0 $47,035 $18,692 $65,727 $0 $48,361 $19,892 $68,253 TOTAL LIABILITIES $44,264 $79,798 $85,519 $87,393 $87,902 $92,698 SHAREHOLDERS' EQUITY Share capital Contributed surplus Accumulated other comprehensive income Retained earnings TOTAL SHAREHOLDERS' EQUITY Non-controlling interests TOTAL EQUITY $283,609 $5,108 ($41,820) ($45,516) $201,381 $1,543 $202,924 $285,784 $4,777 ($44,193) $24,686 $271,054 $1,338 $272,392 $285,784 $4,857 ($44,193) $89,773 $336,221 $1,138 $337,359 $285,784 $4,937 ($44,193) $145,136 $391,664 $938 $392,602 $285,784 $5,017 ($44,193) $189,668 $436,276 $738 $437,014 $285,784 $5,097 ($44,193) $235,516 $482,204 $538 $482,742 TOTAL LIABILITIES & SHAREHOLDER'S EQUITY $247,188 $352,190 $422,878 $479,995 $524,916 $575,440 Source: Company reports; Scotiabank GBM estimates. ScotiaView Analyst Link 70 Company Comment Tuesday, November 18, 2014, After Close (NAL-T C$21.46) Newalta Corporation A Closer Look at Possible Valuation Rerating Vladislav C. Vlad, MBA, P.Eng. - (403) 213-7759 (Scotia Capital Inc. - Canada) [email protected] Rating: Sector Outperform Risk Ranking: High Target 1-Yr: Sam Devlin, CFA - (403) 213-7332 (Scotia Capital Inc. - Canada) [email protected] C$27.00 ROR 1-Yr: 28.1% Valuation: 9.7x our 2015 EV/EBITDA estimate. Key Risks to Target: Customer acceptance of onsite, commodities, labour, regulatory, weather, and FX. Div. (NTM) Div. (Curr.) Yield (Curr.) $0.50 $0.50 2.3% Event ■ Previously, once the Industrial division was officially for sale, we were of the opinion the process would take time and that a partial sale of the division was more likely. Eight months later, the review process is nearing its conclusion. Given management's tone and comments regarding possible U.S. acquisition, we are inclined to believe that the entire division may get sold. In this piece, we provide a framework on these transactions and do the math on possible valuation rerating. Implications ■ First off, we suspect the sale of industrial division might leave 2015E EV/EBITDA unchanged at 8.2x. This suggests there is valuation upside as NAL repositions itself as an energy services company. We do not anticipate NAL will trade at SES' level of 10.6x (currently), but a 9x handle is possible, implying roughly 10% upside. See pages 2 and 3. ■ U.S. acquisition could provide additional upside. While no guidance on target size was given, we run a case where the bulk of the Industrial proceeds are used for the purchase; we believe 2015E EV / EBITDA could trend to 7.7x. See pages 4 and 5. ■ 2016 price target rollover could also have a meaningful impact. Unlike most OFS providers, NAL is not materially exposed to drill-bit related activities as 75% of its processing volumes come from production waste, which is less sensitive to volatility in commodities. Recommendation ■ SO rating maintained; we see upside to our PT. Execution risk remains. Qtly EBITDA (M) 2012A 2013A 2014E 2015E Q1 Q2 Q3 Q4 Year $36 A $28 A $28 A $47 $30 A $38 A $44 A $48 $43 A $51 A $58 A $64 $33 A $33 A $47 $57 $142 $150 $177 $216 EV / EBITDA 8.5x 9.2x 9.8x 8.2x 2013A $121 $171 $-50 19.2% 7.5% 3.0x $0.89 $0.43 2014E $142 $180 $-38 20.6% 8.0% 3.3x $0.96 $0.48 2015E $186 $190 $-4 22.7% 11.2% 2.7x $1.40 $0.50 2016E $206 $196 $10 23.1% 11.1% 2.5x $1.51 $0.50 2017E $228 $212 $16 23.6% 12.2% 2.3x $1.80 $0.50 (FY-Dec.) CF from Ops (M) Capex (M) Free Cash Flow (M) Adj EBITDA Margin Return on Equity Net Debt/Cash Flow Adj Earnings/Share Dividends/Share Curr. BVPS: $11.49 ROE14E: 7.98% Capitalization Market Cap (M) Net Debt + Pref. (M) Enterprise Value (M) Shares O/S (M) Float O/S (M) ScotiaView Analyst Link Historical price multiple calculations use FYE prices. Source: Reuters; company reports; Scotiabank GBM estimates. All values in C$ unless otherwise indicated. For Reg AC Certification and important disclosures see Appendix A of this report. Analysts employed by non-U.S. affiliates are not registered/qualified as research analysts with FINRA in the U.S. $1,274 $450 $1,724 59 59 71 Valuation Re-Rating Story in the Making ■ Below is how we could see NAL’s story unfold should the Industrial strategic review process result in the sale of the entire division by year-end. We provide sensitivities where applicable. 1. If we assume Industrial is sold as one unit at a 6.0x multiple on $50M 2014 EBITDA, we arrive at $300M of proceeds. We suspect proceeds could be in a range of $250M to $400M. ■ Our Industrial EBITDA assumption is based on our $75M 1 estimate less $25M of G&A. Below is a sensitivity of proceeds on EBITDA and purchase multiple: ■ Exhibit 1 - Sensitivity - Industrial Sale Proceeds EBITDA ($M) Purchase Price Multiple 5.0x 5.5x 6.0x 6.5x 7.0x 7.5x 8.0x $40 $200 $220 $240 $260 $280 $300 $320 $45 $225 $248 $270 $293 $315 $338 $360 $50 $250 $275 $300 $325 $350 $375 $400 $55 $275 $303 $330 $358 $385 $413 $440 $60 $300 $330 $360 $390 $420 $450 $480 Source: Company reports; Scotiabank GBM estimates. ■ However, if the Industrial division is not sold as one unit, proceeds would obviously be less. See our analysis on the sale of VSC and North Van from March (link). Given management’s tone, we get the sense the entire division could be sold, which would be preferred as it would remove the valuation overhang, in theory. 2. We now build up to 2015 EBITDA assuming sale of the Industrial division: ■ 2014E EBITDA = NAL EBITDA Guidance 2 – Industrial EBITDA = $187M – $50M = $137M Looking forward to 2015, management expects to see $40M to $50M of incremental EBITDA contribution from their planned $145M growth spending: ■ 2015E EBITDA = 2014E EBITDA + Midpoint NAL Growth Guidance = $137M + $45M = $182M3 1 $75M divisional EBITDA includes $9.4M of add-back for one-time restructuring charges. Based on guidance for 20% EBITDA growth adjusted for one-time restructuring charges. SGBM estimate of $177M plus $9.4M of one-time charges to arrive at $187M. 3 Result is 10% higher than our current model, which would imply $165M EBITDA post-Industrial sale. Current model is based on the lower end of 15% to 20% EBITDA growth guidance. 2 72 3. Stepping back to enterprise value, if we assume full sale at $300M we arrive at 2015E net debt of $212M: ■ 2015E Net Debt = 2014E Net Debt + 2015E Capex – 2015E CF 4 – Sale Proceeds = $462M + $200M – $150M – $300M = $212M ■ 2015E EV = 2015E Market Cap (at $21.46/share) + 2015E Net Debt (New) = $1,281M + $212M = $1,493M 4. We estimate 2015E EV / EBITDA could be unchanged at 8.2x post-industrial sale (versus our current model); this suggests there is valuation upside as NAL repositions itself into energy services. NAL trades at a 2.4x discount to Secure, a competitor that would arguably be a close comparable following removal of the Industrial business line. While we acknowledge Secure has demonstrated a higher level of performance and execution historically, a 2.4x discount appears overly punitive in our view, particularly with NAL’s leverage position set to improve to ~1.2x ND / EBITDA in this scenario (vs. Secure at 1.4x). Furthermore, unlike most OFS providers, we do not expect earnings to be significantly impacted by lower commodity prices. Recall, management noted potential for a $10M impact to EBITDA if they applied current Q4/14 commodity price estimates through 2015. 5. Taking a closer look at the numbers reveals capital efficiencies are in line with NAL’s guidance for their New Markets (NM) and Oilfield (OFS) divisions. Management plans to add roughly five satellite facilities per year going forward. ■ These facilities have been pegged at a capital cost of $8M to $10M per facility, yielding similar annualized revenue and a three-year payback period, implying 35% margins; this suggests annualized EBITDA contribution of $15M, or $3M per facility. At five facilities per year this would require $45M capex. We currently model $200M capex in 2015, including $35M for maintenance. This suggests $120M of growth spending to get the remaining $30M EBITDA growth, or four-year payback (via Heavy Oil onsite, MFT); recall, $45M targeted growth less $15M expected from satellites. Management return expectations seem feasible given the recent results from its NM and OFS business lines. ■ To recap, by 2014 year-end, NAL will have 13 satellites operating, which provides them with confidence regarding return expectations for planned capital spending. In the U.S., NAL has three satellite facilities in operation (one Eagle Ford facility established in Q3/13 and two Bakken facilities established in Q1/14). The company plans to add four to five satellites over the next 18 months, and roughly three per year thereafter. In OFS, NAL has 10 satellites and plans to add two per year (all in Canada). 4 Assumes 0.82:1 ratio of CF to EBITDA. 73 6. Potential U.S. acquisition provides additional upside to our valuation re-rating story. While we do not know what the purchase could ultimately look like from a size perspective, we believe it could be accretive from a multiple perspective given valuations outside of Canada (see below). The concept is to add value by bringing NAL’s technologies / processes (i.e., centrifuges, thermomechanical cuttings cleaners [TCC], etc.) to waste streams that are currently being underserviced. Exhibit 2 – Comparable Company Analysis GBM Share 1 Company Ticker Exchange Analyst Rating Price Waste & Environmental Newalta NAL TSX VV SO $21.46 Secure Energy Services SES TSX VV SO $18.91 Gibson Energy GEI TSX MA SP $31.01 Nuverra Environmental NES NYSE 10 $8.24 Clean Harbors CLH NYSE 10 $49.01 US Ecology ECOL NASDAQ 6 $39.42 Veolia Environmental VIE EURONEXT 18 € 14.14 Average - Waste & Environmental Average - SGBM OFS Coverage** Target Price Total Return $27.00 $28.00 $36.00 28% 49% 20% 2 Div. Mkt Cap EV/EBITDA Yield ($M) 2014E 2015E 2.3% 1.1% 3.9% 0.0% 0.0% 1.8% 5.0% 2.0% 4.2% $1,281 $2,435 $3,850 $225 $2,938 $853 € 7,951 9.8x 13.0x 10.5x 8.0x 7.6x 7.3x 7.9x 9.2x 6.9x 8.2x 10.6x 9.4x 6.4x 6.9x 5.5x 6.6x 7.7x 5.8x Notes: 1. Number of analysts who make up consensus (i.e., Scotiabank GBM does not cover the name) or our rating. 2. Adjusted for stock-based compensation and non-recurring items. 3. Figures for U.S.-listed companies are in U.S. dollars. **Excludes GFS. Analyst legend: VV = Vladislav Vlad, MA = Matthew Akman. Ratings legend: FS = Focus Stock, SO = Sector Outperform, SP = Sector Perform, SU = Sector Underperform. Source: Bloomberg; Company reports; FactSet; Scotiabank GBM estimates for NAL, SES, GEI (rating and target only for GEI). In Exhibit 3, we highlight potential U.S. acquisition metrics under a number of EBITDA and purchase multiple scenarios, while in Exhibit 4 we provide NAL’s valuation sensitivity. Exhibit 3 - Sensitivity – Acquisition Metrics EBITDA ($M) Purchase Price Multiple 5.5x 6.0x 6.5x 7.0x 7.5x 8.0x $35 $193 $210 $228 $245 $263 $280 $40 $220 $240 $260 $280 $300 $320 $45 $248 $270 $293 $315 $338 $360 $50 $275 $300 $325 $350 $375 $400 $55 $303 $330 $358 $385 $413 $440 Source: Company reports; Scotiabank GBM estimates. P/CF 74 Exhibit 4 - Sensitivity – NAL Valuation Under Acquisition Scenarios 8.0x 7.9x Implied 2015E EV / EBITDA 7.8x 7.7x 7.6x 7.5x 7.4x 7.3x 5.5x 6.0x 6.5x Purchase Multiple $25M EBITDA $35M EBITDA $45M EBITDA $55M EBITDA Source: Company reports; Scotiabank GBM estimates. 7. As a sensitivity, if we assume NAL uses the bulk of proceeds from the Industrial sale to make a purchase in the U.S., we arrive at 2015E EBITDA and EV as follows: ■ New 2015E EBITDA = 2015E EBITDA + Acquired EBITDA = $182M + $45M = $227M ■ New 2015E EV = 2015E EV + Acq. Cost – Acq. CF 5 = $1,493M + $293M – $37M = $ 1,749M The result is a compelling valuation of 7.7x 2015E EV/EBITDA on a more strategically aligned company with greater growth potential. The transaction would essentially amount to a swap of the underperforming industrial division for increased U.S. exposure in NAL’s core business lines. 5 Assumes 0.82:1 ratio of CF to EBITDA. 75 Company Comment Wednesday, November 19, 2014, Pre-Market (PWT-T C$4.76) (PWE-N US$4.21) Penn West Exploration Long-Term Plan Focused on Core Assets Patrick Bryden, CFA - (403) 213-7750 (Scotia Capital Inc. - Canada) [email protected] Riley Hicks, CA, MBA - (403) 213-7760 (Scotia Capital Inc. - Canada) Justin Strong, MBA - (403) 213-7328 (Scotia Capital Inc. - Canada) Rating: Sector Perform Target 1-Yr: Risk Ranking: High Valuation: 0.4x our 2P NAV plus risked upside. C$6.50 ROR 1-Yr: 48.3% Div. (NTM) Div. (Curr.) Yield (Curr.) $0.56 $0.56 11.8% Key Risks to Target: Crude oil and natural gas prices; CAD/USD exchange rate; drilling program succes s Event ■ Penn West formally released its 2015 capital budget and guidance. Implications ■ 2015 guidance announced. The Penn West board of directors has approved a 2015 capital budget of $840 mm and expects average production to be in the range of 95,000-105,000 boe/d. Our estimates include an $840 mm 2015E capital budget and production of 95,635 boe/d. ■ Development in core areas to drive 2015 production. Total budgeted development capital for 2015 is $750 mm. Approximately $585 mm of this budgeted development capital is focused on light oil in the company's three core plays, including $370 mm directed to the Cardium, $125 mm to the Viking, and $90 mm to the Slave Point play. The company plans to spud approximately 225 wells during the year, consisting of 78 Cardium, 107 Viking, and 14 Slave Point wells. ■ Waterflood programs to help moderate corporate decline rate. Penn West has announced plans to invest in the advancement of the company's waterflood programs, which, in our view, will help to moderate the overall decline rate of the company as new production is added and may help to improve its sustainability metrics. Recommendation ■ We maintain our Sector Perform rating and one-year price target of $6.50/share. Qtly CFPS (FD) 2013A 2014E 2015E 2016E Q1 $0.52 A $0.52 A $0.40 $0.41 (FY-Dec.) Cash Flow/Share Dividends/Share Price/Cash Flow Pre-tax Cash Yield Q2 $0.56 A $0.59 A $0.39 $0.41 Q3 $0.55 A $0.44 A $0.39 $0.42 Q4 $0.27 A $0.41 $0.39 $0.43 Year $1.89 $1.97 $1.68 $1.78 P/CF 4.7x 2.4x 2.8x 2.7x 2012A $2.29 $1.08 4.7x 10.0% 2013A $1.89 $0.82 4.7x 9.2% 2014E $1.97 $0.56 2.4x 11.8% 2015E $1.68 $0.56 2.8x 11.8% 2016E $1.78 $0.56 2.7x 11.8% Capitalization Market Cap (M) Net Debt + Pref. (M) Enterprise Value (M) Shares O/S (M) Float O/S (M) BVPS14E: $14.92 ROE14E: 1.28% Historical price multiple calculations use FYE prices. Source: Reuters; company reports; Scotiabank GBM estimates. All values in C$ unless otherwise indicated. ScotiaView Analyst Link For Reg AC Certification and important disclosures see Appendix A of this report. Analysts employed by non-U.S. affiliates are not registered/qualified as research analysts with FINRA in the U.S. $2,363 $2,221 $4,585 496 496 76 Update on Operational Performance ■ Well performance of key plays is varied. We have included a brief review of well pulls from the company’s three plays, which we have summarized below. ■ Viking performance looks good. Exhibit 1 - PWT Dodsland Viking Well Performance Production from the Dodsland area is ahead of our type curve assumption and management has become more favourable of the area given positive performance and economics. Exhibit 1 depicts the well performance in the Dodsland Viking area. 80 Oil (bbl/d; calendar day) 70 60 50 40 30 20 ■ Pembina Cardium on Track. From our standpoint, these area wells appear to be on track and reasonable versus our type curve. Exhibit 2 reflects the well performance of the company’s Pembina Cardium wells. 10 0 4 7 10 13 3,000 Raw boe (boe/d; calendar day) 2,500 GOR (scf/bbl) 2,000 ■ Williseden Green Cardium. The 2014 wells also appear to be consistent with our curves and more in line versus 2013 outperformance that was based on a smaller set. Exhibit 3 depicts the well performance of the Willisden Green Cardium wells. 1,500 1,000 500 16 19 Month 22 25 90 80 80 70 70 60 60 40 4 7 10 13 16 19 22 Month SC Type Curve (54 mboe) 25 28 31 34 1 Month 6 Months 12 Months 40 30 18 Months 20 20 24 Months 10 0 0 1 31 30 10 0 28 50 50 Wells 1 1 34 Total (296 wells) 4 7 10 13 16 19 22 Month 2014 (73 wells) 25 28 31 2011 34 2013 (62 wells) 2012 2012 (26 wells) 2013 2014 2011 (72 wells) Source: Company reports; GeoScout; Scotiabank GBM estimates. Exhibit 2 - PWT Pembina Cardium Well Performance Exhibit 3 - PWT Willisden Green Cardium Well Performance 160 300 140 Oil (bbl/d; calendar day) Oil (bbl/d; calendar day) 250 120 100 80 60 200 150 100 40 50 20 0 10 13 16 19 Month 22 25 180 2,500 28 31 1 Month 1,000 500 20 140 6 Months 4 7 10 15 100 80 12 Months 10 18 Months 60 40 5 24 Months 350 14,000 300 0 0 1 4 7 10 13 16 19 22 Month SC Type Curve (211 mboe) 25 28 31 34 37 Total (67 wells) 16 19 Month 22 25 28 31 34 1 4 7 10 13 2014 (16 wells) 16 19 22 Month 25 28 31 2013 (12 wells) 34 2011 37 2012 2013 2014 10,000 8,000 6,000 4,000 2011 (6 wells) 150 10 13 16 19 22 Month 25 28 31 34 Total (61 wells) 18 Months 5 0 7 12 Months 10 100 0 4 6 Months 15 200 50 SC Type Curve (360 mboe) Source: Company reports; GeoScout; Scotiabank GBM estimates. 20 250 2,000 1 2012 (23 wells) 25 1 Month 20 0 13 16,000 12,000 120 Wells Raw boe (boe/d; calendar day) GOR (scf/bbl) 1,500 1 25 160 2,000 0 34 Wells 7 Raw boe (boe/d; calendar day) 4 GOR (scf/bbl) 1 24 Months 0 1 4 7 10 13 2014 (14 wells) 16 19 22 Month 25 28 31 2013 (4 wells) 2011 34 2012 (23 wells) Source: Company reports; GeoScout; Scotiabank GBM estimates. ■ Slave Point wells show mixed results. Performance of the Slave Point wells in the Red Earth, Sawn Lake and Evi/Otter areas have shown mixed results to date, with well 2012 2013 2014 2011 (14 wells) 77 performance ranging from below our type curve to a slight type curve outperformance. We will continue to monitor Exhibit 4 - PWT Sawn Lake Slave Point Well Performance the performance of these wells as production in the area increases. Exhibits 4-6 depict the well performance in the Slave Point area. Oil (bbl/d; calendar day) 250 ■ Management has made significant efforts to reposition the company with staff levels reduced 55% from peak levels and approximately $1 bn in assets sold to date. We continue to monitor operational execution and refer our readers to our third quarter research comment for sensitivity analysis to lower commodity price assumptions. Exhibit 5 - PWT Red Earth Slave Point Well Performance 100 50 0 1 4 7 10 13 1,400 300 1,200 250 16 19 Month 22 25 28 31 34 9 1 Month 8 800 600 400 7 6 Months 6 200 5 Wells 1,000 GOR (scf/bbl) ■ Investment thesis remains the same. We maintain our Sector Perform rating and one-year price target of $6.50 per share. Our price target represents a 2015E EV/DACF of 6.0x, which compares to the peer group at 9.3x. Penn West currently trades at a 2015E EV/DACF of 5.3 versus the peer group at 7.4x. Please refer to Exhibit 7 for our financial and operating forecast. 150 Raw boe (boe/d; calendar day) Investment Recommendation 200 150 2 50 7 10 13 16 19 22 Month 25 28 SC Type Curve (230 mboe) 31 0 1 34 24 Months 1 0 0 4 18 Months 3 100 200 1 12 Months 4 4 Total (25 wells) 7 10 13 16 19 22 Month 2014 (7 wells) 25 28 31 2011 34 2013 (8 wells) 2012 2012 (6 wells) 2013 2014 2011 (4 wells) Source: Company reports; GeoScout; Scotiabank GBM estimates. Exhibit 6 - PWT Evi/Otter Slave Point Well Performance 300 400 350 Oil (bbl/d; calendar day) Oil (bbl/d; calendar day) 250 300 250 200 150 200 150 100 100 50 50 0 0 10 13 19 Month 22 25 400 300 28 31 3 150 100 50 4 7 10 300 6 Months 250 2 200 12 Months 1 150 100 18 Months 1 24 Months 13 16 19 Month 22 25 1,200 300 30 1,000 250 25 200 20 28 31 34 1 Month 1 Month 2 Wells Raw boe (boe/d; calendar day) 200 1 34 350 250 GOR (scf/bbl) 16 800 600 400 200 6 Months Wells 7 Raw boe (boe/d; calendar day) 4 GOR (scf/bbl) 1 150 12 Months 15 100 10 50 5 0 0 18 Months 24 Months 50 0 0 1 4 7 10 13 16 19 22 Month SC Type Curve (135 mboe) 25 28 31 34 Total (6 wells) 0 0 1 4 7 10 13 2014 (2 wells) 16 19 22 Month 25 28 31 2013 (0 wells) 2011 34 2012 (1 wells) Source: Company reports; GeoScout; Scotiabank GBM estimates. 2012 2013 2011 (2 wells) 2014 1 4 7 10 13 16 19 22 Month SC Type Curve (135 mboe) 25 28 31 34 Total (55 wells) 1 4 7 10 13 2014 (7 wells) 16 19 22 Month 25 28 2013 (3 wells) 31 34 2011 2012 (24 wells) Source: Company reports; GeoScout; Scotiabank GBM estimates. 2012 2013 2014 2011 (15 wells) 78 Exhibit 7 - Financial and Operating Forecast Fiscal Year End - December 31 2011A 2012A restated 2013A restated Q1/14A restated Q2/14A Q3/14A Q4/14E 2014E 2015E 2016E Price Deck Assumptions WTI Edmonton Par WCS Nymex Natural Gas AECO 30-Day Spot Exchange Rate US$/B C$/B C$/B US$/Mcf C$/Mcf US$/C$ $94.72 $95.37 $73.73 $4.01 $3.64 $1.01 $94.09 $87.12 $70.55 $2.76 $2.39 $1.00 $98.01 $93.42 $75.11 $3.72 $3.17 $0.97 $98.65 $99.51 $83.18 $5.06 $5.49 $0.91 $103.15 $106.67 $90.47 $4.53 $4.69 $0.92 $97.69 $98.31 $83.84 $3.93 $4.03 $0.92 $92.00 $96.39 $81.78 $4.10 $4.22 $0.90 $97.85 $100.21 $84.81 $4.40 $4.60 $0.91 $92.00 $95.56 $81.78 $4.00 $4.00 $0.90 $91.00 $94.44 $80.89 $4.00 $4.00 $0.90 Daily Production Total Oil & Liquids Natural Gas Total Production Change in Total Production Percentage Natural Gas B/d Mmcf/d Boe/d % % 103,208 359.3 163,094 -1% 37% 104,144 342.3 161,195 -1% 35% 85,097 300.0 135,092 -16% 37% 71,639 239.0 111,472 -10% 36% 69,408 224.0 106,741 -4% 35% 64,687 216.9 100,839 -6% 36% 64,651 198.3 97,703 -3% 34% 67,569 219.4 104,142 -23% 35% 65,096 183.2 95,635 -8% 32% 65,635 187.1 96,823 1% 32% Financial Estimates Cash Flow from Operations Investment Cash Flows - Internal Investment Cash Flows - M&A Financing Cash Flows Dist/Div (actuals net of DRIP) [$mm] [$mm] [$mm] [$mm] [$mm] $1,456.0 -$1,846.0 $100.0 $226.0 -$328.0 $1,090.0 -$1,752.0 $1,615.0 -$822.0 -$395.0 $919.0 -$816.0 $525.0 -$633.0 -$360.0 $256.0 -$195.0 $213.0 -$234.0 -$54.0 $291.0 -$65.0 -$1.0 -$93.0 -$54.0 $219.0 -$225.0 $3.0 -$180.0 -$55.0 $203.1 -$325.0 $355.0 -$233.1 -$69.4 $969.1 -$810.0 $570.0 -$740.1 -$232.4 $786.0 -$840.0 $0.0 $54.0 -$279.7 $845.0 -$1,000.0 $0.0 $155.0 -$283.0 Cash Flow Per Share - FD EBITDA EPS Distribution - Basic $/Share $/Share $/Share $/Share $3.08 $3.81 $1.35 $1.08 $2.29 $4.06 $0.26 $1.08 $1.89 $2.29 -$1.20 $0.82 $0.52 $0.35 ($0.18) $0.14 $0.59 $0.82 $0.29 $0.14 $0.44 $0.47 ($0.03) $0.14 $0.41 $0.57 $0.11 $0.14 $1.97 $2.22 $0.19 $0.56 $1.68 $2.01 $0.23 $0.56 $1.78 $2.11 $0.31 $0.56 Netbacks Revenue (pre-hedging) Hedging Gains (Losses) Royalties Operating Costs Transportation Costs Field Netback After-Tax Netback [C$/boe] [C$/boe] [C$/boe] [C$/boe] [C$/boe] [C$/boe] [C$/boe] $61.02 -$1.06 -$11.10 -$17.40 -$0.49 $30.96 $25.14 $53.60 $1.77 -$8.37 -$20.10 -$0.49 $26.41 $19.90 $57.71 $0.16 -$8.23 -$20.79 -$0.59 $28.26 $20.51 $68.59 -$1.99 -$10.17 -$20.33 -$0.60 $35.50 $26.83 $69.75 -$2.99 -$11.53 -$15.13 -$0.62 $39.48 $30.52 $63.49 -$0.65 -$8.95 -$20.80 -$0.65 $32.44 $24.79 $63.78 -$2.32 -$10.07 -$19.54 -$0.62 $31.23 $23.89 $66.50 -$2.00 -$10.20 -$18.93 -$0.62 $34.76 $26.58 $63.60 -$2.04 -$10.10 -$19.72 -$0.58 $31.16 $23.82 $62.64 $0.00 -$9.92 -$19.68 -$0.59 $32.45 $25.21 Valuation Measures EV/DACF EV/EBITDA P/E D/P EV per Boe/d x x x % $/Boe/d 8.2 7.5 3.4 23% 82,497 6.3 4.2 17.6 23% 50,017 6.4 6.4 n/a 18% 52,485 4.1 7.0 n/a 12% 43,775 3.5 2.9 4.0 12% 43,677 4.6 5.0 n/a 12% 46,842 4.8 4.0 10.3 12% 46,212 4.0 4.1 24.0 12% 43,349 5.3 5.1 20.2 12% 50,365 5.4 5.2 15.0 12% 53,941 Credit Capacity Credit facility % Drawn [$mm] % $2,750 45% $3,000 27% $3,000 18% $3,000 12% $1,700 22% $1,700 6% $1,700 -4% $1,700 -4% $1,700 28% $1,200 94% Net Debt & Debentures Net Debt & Debentures EBITDA Cash Flow Net Debt, Debentures & Equity EV $/Share x x x % $8.35 2.2 2.7 0.3 29% $6.02 1.5 2.6 0.3 36% $5.63 2.5 3.0 0.3 39% $5.33 3.8 2.6 0.3 54% $4.80 1.5 2.0 0.2 51% $4.92 2.6 2.8 0.2 52% $4.47 2.0 2.7 0.2 49% $4.47 2.0 2.3 0.2 49% $4.97 2.7 3.2 0.3 52% $5.66 2.9 3.4 0.3 55% Sustainability Payout Ratio - Simple Payout Ratio - Effective Capital Expenditures / Cash Flow % % % 35% 161% 127% 47% 208% 161% 43% 132% 89% 27% 103% 76% 24% 46% 22% 32% 134% 103% 34% 194% 160% 29% 112% 84% 36% 142% 107% 33% 152% 118% Hedging Percentage of Light & Medium Oil Percentage of Heavy Crude Oil Percentage of Natural Gas Production Percentage of Total Production % % % % ----- ----- ----- ----- ----- ----- 86% 0% 64% 66% 28% 0% 88% 45% 0% 0% 38% 12% 0% 0% 38% 12% Source: Company reports; Scotiabank GBM estimates. 79 Company Comment Wednesday, November 19, 2014, Pre-Market (RSI-T C$4.78) Rogers Sugar Inc. Tightening Its Belt Christine Healy, CPA, CA - (416) 863-7902 (Scotia Capital Inc. - Canada) [email protected] Rating: Sector Perform Risk Ranking: Medium Alexandru Palivan - (416) 863-7940 (Scotia Capital Inc. - Canada) [email protected] Target 1-Yr: C$5.00 ROR 1-Yr: 12.1% Valuation: 9.0x FTM EBITDA (one-year forward) Key Risks to Target: Competition, changes in government regulation/foreign trade policies, rise in natural gas prices, weather Event ■ RSI reported better-than-expected Q4/14 results, with higher realized gross margin per tonne more than offsetting the impact of higher SG&A costs. An initial outlook for F2015 was provided. Implications ■ In F2015, we expect belt tightening to offset weaker volumes. Beginning in F2015, RSI expects to save ~$5M/year from recent workforce reductions and ~$1.8M/year in energy costs through a new contract. Ongoing capital investments and lower natural gas costs (~25% of volume is unhedged) could also result in further savings. RSI expects the impact of lower costs to be largely offset in F2015 by lower liquid and export sales volume, and lower realized margin. In F2015, we forecast adjusted EBITDA to grow 5% to $66.8M. ■ We see improved earnings post-2016. RSI is focused on securing additional export sales, but we expect this could take a couple of years to achieve. We see potential for more material earnings growth beyond F2015 if major trade agreements (e.g., CETA, TPP) are ratified. ■ No near-term changes expected to dividend. While we forecast a dividend payout of 98% in F2015, RSI expects this to be short term. The RSI Board looks out several years. In the long term, RSI targets a payout of 90%-95% (we forecast 95% in F2016). ■ Earnings revisions. We made minor revisions to our F2015 estimates. Div. (NTM) Div. (Curr.) Yield (Curr.) $0.36 $0.36 7.5% Pertinent Revisions Adj EBITDA15E Adj EBITDA16E New $66.8 Old $65.8 $68.6 N/A Recommendation ■ We maintain our one-year target price of $5.00 per share and SP rating. Qtly Adj EBITDA (M) 2013A 2014A 2015E 2016E Q1 Q2 Q3 Q4 Year $25.7 A $21.0 A $22.4 $16.0 A $11.4 A $13.2 $12.1 A $12.9 A $13.4 $15.4 A $18.3 A $17.7 $69.2 $63.6 $66.8 $68.6 EV/Adj EBITDA 11.3x 9.6x 9.1x 8.9x 2012A $0.49 $0.35 13.7x $86.8 2013A $0.35 $0.36 11.5x $69.2 2014A $0.32 $0.36 13.8x $63.6 2015E $0.33 $0.36 8.5x $66.8 2016E $0.34 $0.36 8.8x $68.6 (FY-Sep.) Adj Earnings/Share Dividends/Share Price/Cash Flow Adjusted EBITDA (M) BVPS15E: ROE15E: $2.28 13.17% Historical price multiple calculations use FYE prices. Source: Reuters; company reports; Scotiabank GBM estimates. All values in C$ unless otherwise indicated. Capitalization Market Cap (M) Net Debt + Pref. (M) Enterprise Value (M) Shares O/S (M) Float O/S (M) ScotiaView Analyst Link For Reg AC Certification and important disclosures see Appendix A of this report. Analysts employed by non-U.S. affiliates are not registered/qualified as research analysts with FINRA in the U.S. $522 $192 $715 109 82 80 Earnings Outlook ■ Rogers Sugar is focused on cost reduction to defend margins. In fiscal 2014, Rogers Sugar was faced with increased margin pressure given a less favourable sales mix (lower export volumes) and a very competitive marketplace. Management expects these conditions to continue into fiscal 2015 and has taken actions to defend margins through cost cutting and increased capital investments. As a result of an ongoing review of the cost structure of its Montreal plant by a process improvement consulting firm (expected to be completed by the end of Q1/F15), Rogers Sugar reduced its workforce in September. This is expected to result in annual savings of approximately $5.0 million starting in fiscal 2015. On the capital investment front, Rogers Sugar installed an automatic palletizer at its Vancouver refinery, which is expected to deliver cost savings starting in Q2/F15. Furthermore, Rogers Sugar is installing a new special packaging machine at its Vancouver refinery (expected to generate modest savings beginning in fiscal 2016) and has expanded its refined sugar storage capacity at its Montreal facility (expected to lower use of external storage). Lastly, management recently signed a firm gas supply contract, which is expected to yield approximately $1.8 million in savings relative to fiscal 2014 by assuring there are no more cold weather interruptions. ■ We expect modest earnings improvement in fiscal 2015. In fiscal 2014, Rogers Sugar’s volumes declined slightly year-over-year and gross margins per tonne remained fairly flat despite strong realized margins per tonne in Q4/F14 given lower export volumes (higher margin), retail competitive pressures, and one-time costs. In fiscal 2015, we forecast sales volumes to fall slightly by 1% as a result of lower expected sugar exports and liquid volumes, partially offset by higher forecast consumer volumes. We expect minimal exports to Mexico given abundant local supplies and lower exports to the U.S. due to an ongoing sugar trade dispute between the U.S. and Mexico, which management expects will constrain exports (see Exhibit 1). In fiscal 2015, we expect that benefits from cost savings and the non-recurrence of certain one-time costs in fiscal 2014 (e.g., unplanned maintenance costs) will largely be offset by lower volumes and margins. We expect lower margins per tonne given a less favourable sales mix (less export volumes) and lower consumer margins due to expected lower negotiated contracts. In fiscal 2015, we forecast adjusted EBITDA to grow 5% to $66.8 million (see Exhibit 2). ■ Modestly improved results expected in fiscal 2016. In fiscal 2016, we forecast volumes and margins to improve slightly due to a modest expected recovery in exports volumes given the intensified focus of Rogers Sugar to penetrate new markets. Rogers Sugar is pursuing new sales in niche speciality products, which typically generate much higher margins than regular sugar export sales. We forecast adjusted EBITDA to grow by 3% to $68.6 million. Exhibit 2 - Rogers Sugar EBITDA Forecast 3.5 600 400 3.0 200 2.5 0 2011 2012 2013 U.S. 2014E Mexico Source: USDA; Scotiabank GBM. 2015E Mexico (M tonnes) U.S. (M tonnes) Exhibit 1 – Refined Sugar Exports to the U.S. and Mexico 100 75 69.2 66.8 63.6 68.6 670 660 50 650 25 640 0 630 F2013 F2014A Adj. EBITDA ($M) F2015E F2016E RSI Sugar Volumes (000 tonnes) Source: Company reports; Scotiabank GBM estimates. Valuation and Recommendation ■ We maintain our target price. We kept our one-year target price of $5.00 per share, which continues to be based on applying a 9.0x multiple to our FTM EBITDA estimate (one-year forward) less net debt. ■ We rate the shares Sector Perform. We maintain our rating of Sector Perform given a sluggish earnings outlook driven by tough industry conditions (highly competitive retail sector, lower export opportunities). We continue to view the dividend yield of 7.5% as attractive and believe that Rogers Sugar is highly motivated to maintain it. 81 Q4/F14 Results Summary ■ Q4/F14 earnings beat. Rogers Sugar reported Q4/F14 adjusted EBITDA of $18.3 million and adjusted EPS of $0.10, which was above our estimates of $14.2 million and $0.07, respectively. We adjusted EBITDA and EPS to exclude the one-time impact of consulting fees and severance costs totalling $2.5 million. The beat was driven largely by higher adjusted gross margins per tonne, as well as a lower tax rate, but partially offset by higher administrative expenses (higher marketing costs and a non-cash pension adjustment charge). Adjusted gross margin per tonne of $140.47 was 39% higher than we expected, in part due to a “one-time” profit of $1.9 million ($11.13 per tonne) booked for an early sugar vessel shipment and a more favourable sales mix (lower liquid volumes and higher consumer volumes). Margins were also 41% above prior year given that Q4/F13 margins were impacted by a higher cost of raw material at Taber, an equipment breakdown at its Vancouver plant, and a pension charge. In F2014, adjusted gross margin per tonne of $126.76 was relatively in line with F2013. ■ Lower volumes. Sugar sales volumes in Q4/F14 were slightly lower than our forecast and 3% below Q3/13 largely as a result of lower liquid volumes (declined 4,800 tonnes yearover-year due to the end of a HFCS substitutable contract in March 2014) and lower industrial volumes (declined 2,000 tonnes year-over-year due mainly to timing of sales). This was partially offset by an increase in consumer volumes due to the timing of customer promotions. Total sugar volumes in F2014 were fairly flat with F2013 given higher industrial and consumer volumes (new customer contracts) largely offset a decline in exports to Mexico. ■ Exhibit 3 summarizes the fourth fiscal quarter results of Rogers Sugar and provides a comparison with our estimates and prior year. Exhibit 3 - Rogers Sugar Q4/F14 Financial Results Summary ($000's) Q4/F14 Actuals Estimates % change Q4/F13A % change Total Sugar Volume (MT) 170,767 171,342 0% 176,641 -3% Revenue Adj. COGS 1 Adj. Gross Margin 1 % margin Adj. margin / MT 139,688 115,700 23,988 17.2% $140.47 140,131 122,805 17,325 12.4% $101.11 0% -6% 38% 145,840 128,083 17,757 12.2% $99.31 -4% -10% 35% 6,738 2,133 3,139 18,256 13.1% 3,941 2,227 3,055 14,212 10.1% 71% -4% 3% 28% 3,379 2,166 3,152 15,364 10.5% 99% -2% 0% 19% $0.10 $0.07 35% $0.07 39% Administration & Selling Distribution Add: D&A Adjusted EBITDA 1 % margin Adjusted EPS 1 1 Adjusted for hedging Source: Company reports; Scotiabank GBM estimates. 39% 41% 82 Earnings Revisions ■ We made minor revisions to our F2015 forecast. In F2015, we increased our adjusted EPS estimate slightly to $0.33 from $0.32 previously, and increased our adjusted EBITDA estimate by 1% to reflect slightly higher expected margins per tonne. This change was made to reflect lower expected energy costs given the signing of an uninterruptable gas contract in Quebec, and a higher margin assumption for the fourth quarter to reflect an expected normalized margin. Lower forecast volumes partially offset the impact of higher forecast margins. ■ We introduce our F2016 estimates. In F2016, we forecast Rogers Sugar to realize adjusted EBITDA of $68.6 million and and adjusted EPS of $0.34, which would represent slight growth of 3% and 4%, respectively, from F2015. ■ We summarize the revisions we made to our earnings estimates in Exhibit 4. Exhibit 4 - Rogers Sugar Earnings Revisions Summary F2015 F2016 Current % change Current ($000's) Previous Total Sugar Volume (MT) 645,204 637,356 -1% 639,268 Revenue Adj. Gross Margin 1 Adj. margin / MT 542,903 79,473 $123.2 532,461 79,890 $125.3 -2% 1% 2% 560,181 81,476 $127.5 Adjusted EBITDA 1 % margin Adjusted EPS 1 1 65,846 12.1% $0.32 Adjusted for hedging Source: Company reports; Scotiabank GBM estimates. 66,769 12.5% $0.33 1% 3% 0% 68,592 12.2% $0.34 83 Exhibit 5 - Rogers Sugar Financial Summary Rogers Sugar Inc. Rating: Risk: Price (11/18/2014): Avg. Volume (000): Sector Perform Medium $4.78 250 1-yr Target: 1-yr Return: Ticker: Basic Shares Outstanding (M): Fully Diluted Shares Outstanding (M): Market Cap FD ($M): Enterprise Value ($M): $5.00 12% RSI 94.0 109.3 522 715 All figures in $M, unless otherwise stated Financial Summary FY Sept. 30 Current Capitalization 2013A 2014A 2015E Income Statement Revenues COGS Adj. Gross Margin SG&A + Distribution D&A (incl. in COGS) Adj. EBITDA1 Other D&A Adj. EBIT1 Interest expense Adj. EBT1 Taxes Net Income (reported) Hedging impact Non-recurring Adj. Net Income1 558.4 475.7 82.8 26.2 12.6 69.2 56.6 9.1 47.5 13.1 37.0 2.7 (0.8) 33.6 532.3 450.4 81.9 33.1 12.2 63.6 51.3 9.8 41.5 10.0 32.4 1.0 0.5 32.0 532.5 452.6 79.9 26.1 12.9 66.8 53.8 10.1 43.7 10.9 32.8 32.8 560.2 478.7 81.5 26.0 13.1 68.6 55.5 10.0 45.5 11.4 34.1 34.1 Balance Sheet Cash & S.T. Inv. Working Capital PP&E Short-term + Long-term Debt Convertible Debentures Net Debt Shareholders' Equity 3.2 86.9 177.4 75.0 105.9 177.7 254.9 0.1 89.7 177.0 85.0 106.7 191.6 250.1 1.3 85.9 177.1 80.0 106.7 185.4 249.0 3.8 81.7 174.0 75.0 106.7 177.9 249.3 Cash Flow Operating CF Financing CF Capex Free Cash Flow 37.7 (53.2) (9.1) 28.5 32.0 (23.5) (11.6) 20.4 53.0 (38.9) (13.0) 40.0 51.4 (38.9) (10.0) 41.4 Per Share Estimates FY Sept. 30 2013A 2014A 2015E 2016E 0.35 0.28 0.72 0.32 0.20 0.36 0.33 0.37 0.36 0.34 0.38 0.36 Adj. EPS1 FCFPS Dividends/share 2015 Quarterly Financial Summary FY Sept. 30 Q1E Revenues Adj. Gross Margin1 Adj. EBITDA1 Adj. Net Income1 Adj. EPS1 1 128.0 25.8 22.4 12.5 0.12 Market cap. Plus: Net debt Enterprise value 125.9 16.9 13.2 5.5 0.06 Q3E 133.1 16.9 13.4 5.7 0.06 Adjusted income statement items exclude any hedging impact Source: Bloomberg; Company reports; Scotiabank GBM estimates. 522 192 715 Valuation Metrics FY Sept. 30 2013A 2014A 2015E 2016E Adj. EV/EBITDA P/E P/CF P/BV Dividend yield Dividend payout ratio FCF yield 8.8x 13.7x 17.0x 2.0x 7.5% nmf 5.9% 9.6x 14.9x 23.8x 2.1x 7.5% nmf 4.2% 9.1x 14.7x 13.0x 2.1x 7.5% 98% 7.7% 8.9x 14.1x 12.6x 2.1x 7.5% 95% 7.9% Performance Metrics FY Sept. 30 2013A 2014A 2015E 2016E Profitability (%) ROA ROE 6.1% 13.2% 5.6% 12.8% 5.8% 13.2% 6.1% 13.7% (9.7%) (20.3%) (4.7%) (8.1%) 0.0% 5.1% 5.2% 2.7% Margin (%) Gross margin EBITDA margin 14.8% 12.4% 15.4% 11.9% 15.0% 12.5% 14.5% 12.2% Credit Metrics FY Sept. 30 2013A 2014A 2015E 2016E 2.6x 2.6x 7.6x 42% 3.0x 3.0x 6.5x 43% 2.8x 2.8x 6.6x 43% 2.6x 2.6x 6.8x 42% 2013A 2014A 2015E 2016E Growth (%) Sales EBITDA Total debt / EBITDA Net debt / EBITDA EBITDA / interest exp. Debt / book cap. Key Assumptions FY Sept. 30 Q2E Q4/F14A 2016E Q4E 145.5 20.2 17.7 9.1 0.09 Total Volume (MT) 649,274 #11 Raw Sugar (US$/MT) $397 Avg. margins per tonne $126.48 646,376 $370 $126.76 637,356 $372 $125.35 639,268 $419 $127.45 84 Company Comment Wednesday, November 19, 2014, Pre-Market (SU-T C$39.17) (SU-N US$34.69) Suncor Energy Inc. Holding Steady Jason Bouvier, CFA - (403) 213-7345 (Scotia Capital Inc. - Canada) [email protected] Ryan Galloway, CFA, CMA - (403) 213-7768 (Scotia Capital Inc. - Canada) Jason McDougall, MBA, P.Eng. - (403) 213-7329 (Scotia Capital Inc. - Canada) Rating: Sector Outperform Target 1-Yr: C$54.00 ROR 1-Yr: Risk Ranking: Medium Valuation: 1.0x our risked 2P+RU (Risked Upside) NAV less annual dividends 40.7% Div. (NTM) Div. (Curr.) Yield (Curr.) $1.12 $1.12 2.9% Key Risks to Target: Commodity prices, crack spreads, timing of projects, and project execution. Event Pertinent Revisions ■ Suncor's 2015 budget was announced, mostly in line with expectations. Implications ■ Capex of $7.2B-$7.8B (+10% from 2014 guidance) was in line with our $7.6B estimate and SU's prior long-term outlook. General trends vs. 2014 included a 33% increase oil sands growth capex, which was expected given the multitude of projects moving ahead. Canadian E&P spending (primarily offshore) was 3% higher. SU's corporate capex reduction of 26% was driven by reduced discretionary investments and appears to show favourable capital discipline. ■ Production guidance of 540-585 mbbl/d excluded potential volumes from Libya given the challenging political environment (despite having successfully sold 4.1 mbbl/d in Q3/14). Our prior estimates, excluding Libya, saw 582 mboe/d, which was in line across most producing segments. However, we had rosier projections for the North Sea (63.4 mboe/d) than in SU's guidance (45-51 mboe/d) on account of a faster ramp-up of Golden Eagle and better Buzzard performance. We have pulled down our 2015 production estimates accordingly. ■ Other factors were largely in line, with 1%-2% improvements in oil sands cash costs, and favourable reductions in royalties and taxes versus our estimates due to SU's $85 Brent and $78 WTI price assumptions. CFPS14E CFPS15E New $6.32 $7.10 Old $6.36 $7.30 Recommendation ■ We maintain our Sector Outperform rating and $54 target price (to be reviewed with the commodity price deck in the next few weeks.) Qtly CFPS (Basic) 2012A 2013A 2014E 2015E Q1 $1.55 A $1.50 A $1.96 A $1.67 (FY-Dec.) Prod-Equiv (mboe/d) Natural Gas Cash Flow (M) Net Cap Exp (M) Free Cash Flow (M) Net Debt/Cash Flow Earnings/Share Price/Earnings Q2 $1.50 A $1.49 A $1.63 A $1.79 Q3 $1.78 A $1.69 A $1.56 $1.78 Q4 $1.46 A $1.58 A $1.17 $1.85 Year $6.30 $6.26 $6.32 $7.10 P/CF 5.2x 5.9x 6.2x 5.5x 2011A 544 13% $9,746 $-6,876 $2,870 0.6x $3.61 8.1x 2012A 549 9% $9,745 $-6,598 $3,147 0.5x $3.16 10.4x 2013A 562 6% $9,412 $-6,777 $2,635 0.6x $2.71 13.7x 2014E 541 1% $9,274 $-6,800 $2,474 0.7x $3.36 11.7x 2015E 568 0% $10,308 $-7,528 $2,780 0.6x $3.81 10.3x Capitalization Market Cap (M) Net Debt + Pref. (M) Enterprise Value (M) Shares O/S (M) Float O/S (M) $57,053 $6,617 $63,670 ScotiaView Analyst Link Historical price multiple calculations use FYE prices. Source: Reuters; company reports; Scotiabank GBM estimates. All values in C$ unless otherwise indicated. For Reg AC Certification and important disclosures see Appendix A of this report. Analysts employed by non-U.S. affiliates are not registered/qualified as research analysts with FINRA in the U.S. 1,457 1,457 85 Exhibit 1 - 2014 versus 2015 Guidance Capital Expenditures ($MM) Oil Sands Oil Sands Ventures Oil Sands Total E&P Downstream Corporate Total Production (mboe/d) Oil Sands Syncrude E&P Canada E&P International Total Oil Sands Cash Opex ($/bbl) 2014 Guidance Sustaining Growth $1,995 $320 $240 $1,290 $2,235 $1,610 $65 $1,675 $770 $190 $130 $125 $3,200 $3,600 Total $2,315 $1,530 $3,845 $1,740 $960 $255 $6,800 2014 Guidance Low Mid 400 415 32 34 53 56 40 43 525 548 High 430 36 58 46 570 Low 410 32 53 45 540 $34.50 $31.00 $31.50 Excludes Capitalized Interest Source: Company reports; Scotiabank GBM estimates. $33.00 2015E (Midpoint) Sustaining Growth $2,200 $550 $178 $1,598 $2,378 $2,148 $90 $1,710 $889 $99 $66 $122 $3,422 $4,078 Total $2,750 $1,775 $4,525 $1,800 $988 $188 $7,500 Sustaining 10% -26% 6% 38% 15% -50% 7% Y/Y Change Growth 72% 24% 33% 2% -48% -3% 13% Total 19% 16% 18% 3% 3% -26% 10% 2015E Mid 425 34 56 48 563 High 440 36 58 51 585 Low 2% 0% 0% 13% 3% Y/Y Change Mid 2% 0% 0% 12% 3% High 2% 0% 0% 11% 3% $32.50 $34.00 -2% -2% -1% 86 Exhibit 2 - NAVPS Sensitivity $100 Downstream $90 International $80 East Coast 1-Year Target $70 $60 Fort Hills $50 Other SAGD $40 Syncrude $30 Share Price Upgraders $20 Firebag $10 $0 Mines ($10) Unrisked Risked Low Case -$20/bbl WTI, -$1.00/mcf Henry Hub Source: Company reports; Scotiabank GBM estimates. Unrisked Risked Scotiabank GBM Current Price Deck Unrisked Risked High Case +$20/bbl WTI, +$1.00/mcf Henry Hub Net Debt & Other 87 Exhibit 3 - NAVPS Details Source: Company reports; Scotiabank GBM estimates. 88 Exhibit 4 - Financial & Operating Summary Source: Company reports; Scotiabank GBM estimates. 89 Intraday Flash Tuesday, November 18, 2014 @ 2:15:21 PM (ET) (WZR-V C$0.64) WesternZagros Resources Ltd. Rights Offering Closes Gavin Wylie - (403) 213-7333 (Scotia Capital Inc. - Canada) [email protected] Rating: Sector Perform Risk Ranking: Speculative Jenna Halwa, M. Econ - (403) 213-7762 (Scotia Capital Inc. - Canada) [email protected] Target 1-Yr: C$1.25 ROR 1-Yr: 95.3% Valuation: Based on our risked NAV of $1.24/share. Key Risks to Target: Commodity prices, exploration, project execution, political/regulatory. Event ■ WesternZagros announced the successful completion of its equity financing with gross proceeds of $200M, which should help advance the company's development plans at Garmian and Kurdamir. Implications ■ Overall, we see the offering as challenged by regional turmoil and weak oil market fundaments, which led proceeds to come in at the lower end of initial expectations. ■ With production expected to come on line from Sarquala-1 and potentially Hasira-1 over the next three months, we see WesternZagros' story as gaining some additional momentum and could evolve into a more compelling investment thesis. ■ We reaffirm our Sector Perform rating and trimmed our one-year price target to $1.25 (vs. $1.65) based on our revised risked NAVPS of $1.24 (vs. $1.69). Recommendation ■ We continue to see WesternZagros as attractively valued and offering significant upside although regional tensions with Baghdad and ISIS could act as an overhang on the stock in the near term. Qtly CFPS (FD) 2012A 2013A 2014E 2015E Q1 $-0.01 A $-0.01 A $-0.01 A $0.00 (FY-Dec.) Earnings/Share Cash Flow/Share Debt-Adj CF Multiple/Share Price/Earnings Prod-Oil (mbbl/d) Prod-Nat Gas (mmcf/d) Operating Cash Flow (M) Net Cap Exp (M) Q2 $0.00 $-0.01 A $-0.01 A $0.00 Q3 $-0.01 $0.00 A $-0.01 $0.01 Q4 $-0.01 A $-0.01 A $-0.01 $0.01 Year $-0.02 $-0.02 $-0.04 $0.02 P/CF n.m. n.m. n.m. 35.5x 2011A $-0.02 $-0.02 n.m. n.m. 0.0 0.0 $-6 $72 2012A $-0.03 $-0.02 n.m. n.m. 2.2 0.0 $-8 $-32 2013A $0.00 $-0.02 n.m. n.m. 0.0 0.0 $-10 $165 2014E $-0.05 $-0.04 n.m. n.m. 0.4 0.0 $-19 $127 2015E $0.01 $0.02 20.3x 67.1x 3.6 0.0 $13 $135 NAVPS: P/NAV: C$2.25 0.28x Div. (NTM) Div. (Curr.) C$0.00 C$0.00 Yield (Curr.) 0.0% Pertinent Revisions New Old Target: 1-Yr $1.25 $1.65 New Valuation: Based on our risked NAV of $1.24/share. Old Valuation: Based on our risked NAV of $1.69/share. Capitalization Market Cap (M) Net Debt + Pref. (M) Enterprise Value (M) Shares O/S (M) Float O/S (M) ScotiaView Analyst Link Historical price multiple calculations use FYE prices. Source: Reuters; company reports; Scotiabank GBM estimates. All values in US$ unless otherwise indicated. For Reg AC Certification and important disclosures see Appendix A of this report. Analysts employed by non-U.S. affiliates are not registered/qualified as research analysts with FINRA in the U.S. C$503 $-14 C$390 787 544 90 Rights Offering Closes ■ WesternZagros announced the successful completion of its equity financing with gross proceeds of $200M, which should help advance the company’s development plans at Garmian and Kurdamir. Overall, we see the offering as challenged by regional turmoil and weak oil market fundaments, which led proceeds to come in at the lower end of initial expectations. That said, with production expected to come on line from Sarquala-1 and potentially Hasira-1 over the next three months, we see WesternZagros’ story as gaining some additional momentum and could evolve into a more compelling investment thesis. The company’s initial development focus will be centered on Garmian, where testing is scheduled to wrap up at Hasira-1 in December. We see these results as important not only to give initial indications for incremental production, but to further demonstrate the overall potential of the block. As we move into 2015, we will be looking for gross production to track the facility size of 15,000 bbl/d, although we recognize there may be some learning involved with initial volumes. Regarding Kurdimar, we are more cautious given the KRG plans to further review the development plan, which led WesternZagros to defer drilling Kurdamir-4 and potentially could lead to delays to initial production (originally expected in late 2015). A detailed summary of WesternZagros’ Development Plans and Estimated Expenditures is provided in Exhibit 1. ■ WesternZagros plans to report Q3/14 financial results on November 27 prior to market open, which will also include a more comprehensive operations update. ■ We continue to see WesternZagros as attractively valued and offering significant upside although regional tensions with Baghdad and ISIS could act as an overhang on the stock in the near term. We see WesternZagros as fully funded through 2015 in the context of estimated capital expenditures of $135M and the company’s estimated Q4/2014E balance sheet of $188M in cash (including net proceeds from the rights offering). The funds should also allow WesternZagros to accelerate plans at Kurdamir once the KRG approve the development plan. That said, we will be looking for consistent sales / payments to allow the company to build cash flow and maintain a strong balance sheet. ■ We reaffirm our Sector Perform rating and trimmed our one-year price target to $1.25 (vs. $1.65) based on our revised risked NAVPS of $1.24 (vs. $1.69). ■ NAV impact - ~27% dilutive. We estimate the impact of the equity raise is 27% dilutive to our risked NAVPS and 33% dilutive to our unrisked NAVPS. That said, we believe the story is now fully contingent upon the company’s ability to execute and gain back some of the valuation discount we see. ■ Upcoming catalysts –First Production/Sales. We see WesternZagros’ ability to book first sales and grow production as the most important upcoming catalyst. Pending final approval of the Garmain development plan, the company should be able to start-up production with initial capacity expected to be around 15,000 bbl/d. We have taken a more conservative view on production at Garmian and estimate production will average 1,500 bbl/d and 3,630 bbl/d (net) in Q4/2014E and 2015E, respectively. That said, our estimates might prove conservative with Sarquala-1 testing >10,000 bbl/d (gross) and Hasira-1 potentially to be tied-in prior to year-end. ■ Outside of operations updates, we see improved geo-political tensions as the most important catalysts particularly as it relates to the ability to export Kurdistan crude. With substantial amounts of volume expected to come on line in Kurdistan over the nextone to two years, we see moves towards export agreements between the Iraqi government and the KRG as increasingly important. Recently, Baghdad and the KRG announced an agreement where the Iraqi state marketing entity (SOMO) will sell 150,000 bbl/d of Kurdistan crude at the Port of Ceyhan. In exchange, Baghdad will resume budget payments to the KRG starting with $500M in October and further payments in November. Not only do we see further agreements on exports as necessary to find additional investor support, we see the agreements as essential to ensure oil companies are able to achieve consistent sales and payments. Further, without the backdrop of Iraq threatening legal action against buyers of the crude, we see the potential for realized prices to converge toward international averages, although we recognize this will take some time to achieve. 91 Exhibit 1 - WZR - Use of Proceeds Source: Company reports. 92 Exhibit 2 - WZR - NAVPS Summary $/Share P/NAV $6.00 60% 54% $5.22 52% $4.00 40% Unbooked Upside 34% 28% $2.00 20% 15% 12% $0.00 Crude Project 5 Crude Project 5 Crude 4 Kurdamir (Oligocene Gas) Prospect (P50 + 2C) Mil Qasim (Upper Fars Gas) Prospect (P50) Garmian Block - Hasira Prospect (P50) Garmian Block - Mil Qasim Prospect (P90) Garmian Block - Sarqala Prospect (P90) Garmian Block - Mil Qasim Prospect (P50) Sarqala (Jeribe Gas) Prospect (P50 + 2C) Kurdamir Block - Kurdamir (Bawanoor) Prospect (P50 + 2C) Garmian Block - Sarqala (Kalar) Prospect (P50 + 2C) Kurdimir Block - Kurdamir Prospect (P90 + 1C) Balance Sheet/Land/Fx Current Price Target Price P/NAV Source: Company reports; Scotiabank GBM estimates. Base Strip Base P90 NAV $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.02 $0.01 $0.22 $0.14 $0.00 $0.00 $0.00 $0.00 Base Strip $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.35 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.35 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $1.80 $0.22 $0.64 $1.25 28% $0.00 $1.50 $0.22 $0.64 $1.25 34% $0.00 $0.67 $0.22 $0.64 $1.25 52% $0.00 $0.62 $0.22 $0.64 $1.25 54% $0.00 $3.13 $0.22 $0.64 $1.25 12% $0.00 $2.75 $0.22 $0.64 $1.25 15% Risked NAV Base Strip All-In Identified Projects (P50) $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.14 $0.13 $0.00 $0.00 $0.74 $0.46 $0.00 $0.00 $0.76 $0.67 $0.16 $0.10 $0.06 $0.05 0% 93 Exhibit 3 - WZR - Snapshot 2008 2009 2010 2011 2012 2013 2014E 2015E Crude Oil & NGLs (bbl/d) 0 0 0 0 2,238 0 378 3,629 Natural Gas (mcf/d) 0 0 0 0 0 0 0 0 Equivalent (boe/d) 0 0 0 0 2,238 0 378 3,629 % BOE growth 0% 0% 0% 0% 0% 0% 0% 860% % Natural Gas 0% 0% 0% 0% 0% 0% 0% 0% % Crude Oil 0% 0% 0% 0% 100% 0% 100% 100% Price Assumptions ($/boe) 0.00 0.00 0.00 0.00 0.00 0.00 60.00 77.92 Operating Netbacks ($/bbl) 0.00 0.00 0.00 0.00 0.00 0.00 38.00 55.41 2P Reserves (gross) mmboe N/A N/A N/A N/A N/A N/A 5.0 N/A Cash balance US$M 90.0 76.7 31.5 64.5 146.8 140.7 188.1 65.8 US$000's unless otherwise noted Production Operating Cash Flow US$M (8.6) (2.4) (3.4) (6.5) (7.6) (10.1) (19.0) 12.6 Financing Cash Flow US$M 37.5 40.0 0.0 88.1 57.5 169.7 192.7 0.0 ($0.04) ($0.01) ($0.02) ($0.02) ($0.02) ($0.02) ($0.04) $0.02 -33% -72% 43% 32% -9% 9% 69% -144% CFPS (D) CFPS growth Net Capital spending (US$M) $44 $54 $43 $72 ($32) $165 $127 $135 Free cash flow (US$M) ($53) ($57) ($46) ($78) $24 ($175) ($146) ($122) ROACE (%) -5% -2% -3% -3% -3% 1% -2% 3% P/CF n.m. n.m. n.m. n.m. n.m. n.m. -17.0x 38.6x Debt Adjusted Cash Flow (US$M) -8.56 -2.40 -3.42 -6.50 -7.65 -3.39 -6.00 25.45 Debt-adj CF multiple n.m. n.m. n.m. n.m. n.m. n.m. -65.5x 20.3x D/CF 14.6x 28.1x 11.0x 6.3x 10.4x 1.3x 4.8x 2.5x Net Debt/Cap -124% -43% -21% -16% -29% -3% -18% 5% Shares Outstanding (000) 207464 207464 207464 371209 412101 475099 786650 786650 Net Debt (Year End) (US$M) -124.72 -67.44 -37.65 -41.01 -79.64 -13.53 -91.29 31.07 Valuation Source: Company reports; Scotiabank GBM estimates. ScotiaView Analyst Link Equity Event Wednesday, October 15, 2014 Xs 2 Xs2 Equity Event: Mining Conference 2014 Insert graphic here 95 Equity Event XXX, XXX XX, XXXX 96 Disclosures and Disclaimers Wednesday, November 19, 2014 Appendix A: Important Disclosures Company AGF Management Limited Agrium Inc. America Movil Aston Hill Financial Inc. Axtel Centerra Gold Inc. Choice Properties REIT CI Financial Corp. Compañía Minera Milpo SAA Continental Gold Limited DH Corporation Element Financial Corporation Entel Chile Equitable Group Inc. Fiera Capital Corporation First National Financial Corporation Genworth MI Canada Inc. George Weston Limited Gibson Energy Inc. Gluskin Sheff + Associates Inc. Grupo Televisa, SAB Home Capital Group Inc. IGM Financial Inc. Intact Financial Corporation Intrepid Potash, Inc. K+S AG Loblaw Companies Limited Maxcom Telecomunicaciones Megacable Holdings Newalta Corporation Potash Corporation of Saskatchewan, Inc. Power Corporation of Canada Power Financial Corporation Rogers Sugar Inc. Secure Energy Services Inc. Sociedad Quimica y Minera de Chile Sprott Inc. Telefonica Brasil SA The Mosaic Company TIM Participações SA TMX Group Ltd. Totvs SA Verde Potash plc WesternZagros Resources Ltd. Yara International ASA Ticker AGF.B AGU AMX AHF AXTEL CPO CG CHP.UN CIX MILPOC1 CNL DH EFN ENTEL EQB FSZ FN MIC WN GEI GS TV HCG IGM IFC IPI SDF L MAXCOM CPO MEGA CPO NAL POT POW PWF RSI SES SQM SII VIV MOS TSU X TOTS3 NPK WZR YAR Disclosures (see legend below)* S T M12, M4, T I M12, M4 P, T B40, G, I, U G, I, S, U M14, M6, M9 VS18, VS148 I, T G, I, U I, M12, M4 G, I, U I, J G, I, U G, I, T, U G, I, S, U G, I, N1, P, T, U I, J M12, M4, T I, J S S P, T T B27, I, T M12, M4 M12, M4 G, I, U, VS33, VS158 G, I, N1, T, U I, S G, I, S, U I, T G, I, U G, N1, P, T, U G, I, U M12, M4 I, N1, T M12, M4 D28, I, S15 M12, M4 T P, T T 97 Disclosures and Disclaimers Wednesday, November 19, 2014 Each Research Analyst named in this report or any subsection of this report certifies that (1) the views expressed in this report in connection with securities or issuers that he or she analyzes accurately reflect his or her personal views; and (2) no part of his or her compensation was, is, or will be directly or indirectly, related to the specific recommendations or views expressed by him or her in this report. This research report was prepared by employees of Scotia Capital Inc. and/or its affiliates who have the title of Analyst. All pricing of securities in reports is based on the closing price of the securities’ principal marketplace on the night before the publication date, unless otherwise explicitly stated. All Equity Research Analysts report to the Head of Equity Research. The Head of Equity Research reports to the Managing Director, Head of Institutional Equity Sales, Trading and Research, who is not and does not report to the Head of the Investment Banking Department. Scotiabank, Global Banking and Markets has policies that are reasonably designed to prevent or control the sharing of material non-public information across internal information barriers, such as between Investment Banking and Research. The compensation of the research analyst who prepared this report is based on several factors, including but not limited to, the overall profitability of Scotiabank, Global Banking and Markets and the revenues generated from its various departments, including investment banking. Furthermore, the research analyst’s compensation is charged as an expense to various Scotiabank, Global Banking and Markets d epartments, including investment banking. Research Analysts may not receive compensation from the companies they cover. Non-U.S. analysts may not be associated persons of Scotia Capital (USA) Inc. and therefore may not be subject to FINRA Rule 2711 restrictions on communications with subject company, public appearances and trading securities held by the analysts. For Scotiabank, Global Banking and Markets Research analyst standards and disclosure policies, please visit http://www.gbm.scotiabank.com/disclosures Scotiabank, Global Banking and Markets Research, 40 King Street West, 33rd Floor, Toronto, Ontario, M5H 1H1. * Legend B27 Thomas C. O'Neill is a director of Loblaw Companies Limited and is Chairman of the Board of The Bank of Nova Scotia. B40 Thomas C. O'Neill is a director of Loblaw Companies Limited and is Chairman of the Board of The Bank of Nova Scotia. Choice Properties Real Estate Investment Trust is a subsidiary of Loblaw Companies. D28 Jeffrey Heath, Executive Vice President & Group Treasurer of The Bank of Nova Scotia, is a member of the Board of Directors of TMX Group Limited. G Scotia Capital (USA) Inc. or its affiliates has managed or co-managed a public offering in the past 12 months. I Scotia Capital (USA) Inc. or its affiliates has received compensation for investment banking services in the past 12 months. J Scotia Capital (USA) Inc. or its affiliates expects to receive or intends to seek compensation for investment banking services in the next 3 months. M12 Ivan Hernandez, an analyst, prepared this report and is an employee of the Research Department of Scotiabank Inverlat S.A., which forms a part of Grupo Financiero Scotiabank Inverlat. M14 Christian Castillo Landi, an analyst, prepared this report and is an employee of the Research Department of Scotiabank Inverlat S.A., which forms a part of Grupo Financiero Scotiabank Inverlat. M4 Andres Coello, an analyst, prepared this report and is an employee of the Research Department of Scotiabank Inverlat S.A., which forms a part of Grupo Financiero Scotiabank Inverlat. M6 Paul Figueroa Mantero, an analyst, prepared this report and is an employee of the Research Department of Scotia Sociedad Agente de Bolsa S.A., which is a fully owned subsidiary of Scotiabank Peru. 98 Disclosures and Disclaimers Wednesday, November 19, 2014 M9 Alfonso Salazar, an analyst, prepared this report and is an employee of the Research Department of Scotiabank Inverlat S.A., which forms a part of Grupo Financiero Scotiabank Inverlat. N1 Scotia Capital (USA) Inc. had an investment banking services client relationship during the past 12 months. P This issuer paid a portion of the travel-related expenses incurred by the Fundamental Research Analyst/Associate to visit material operations of this issuer. S Scotia Capital Inc. and its affiliates collectively beneficially own in excess of 1% of one or more classes of the issued and outstanding equity securities of this issuer. S15 Scotia Capital Inc. or an affiliate thereof owns or controls an equity interest in TMX Group Limited and in excess of 1% of the issued and outstanding equity securities thereof. In addition, an affiliate of Scotia Capital Inc. is a lender to TMX Group L imited under its credit facilities. As such, Scotia Capital Inc. may be considered to have an economic interest in TMX Group Limited. T The Fundamental Research Analyst/Associate has visited material operations of this issuer. U Within the last 12 months, Scotia Capital Inc. and/or its affiliates have undertaken an underwriting liability with respect to equity or debt securities of, or have provided advice for a fee with respect to, this issuer. VS148 Our Research Associate visited the Buritica site, a gold mine development project, on May 15-16, 2014. Partial payment was received from the issuer for the travel-related expenses incurred by the Research Associate to visit this site. VS158 Our Research Associate visited the MacKay River SAGD Onsite Project, SAGD operations with onsite waste processing, on June 10, 2014. Partial payment was received from the issuer for the travel-related expenses incurred by the Research Associate to visit this site. VS18 Our Research Analyst visited the Buritica mine/exploration site and company core shack, an exploration and development site for a larger gold mining project, on March 23-24, 2013. Partial payment was received from the issuer for the travel-related expenses incurred by the Research Analyst to visit this site. VS33 Our Research Analyst visited Drayton Valley Facility and Niton Junction Facility, oilfield waste processing facilities, on June 11, 2013. Partial payment was received from the issuer for the travel-related expenses incurred by the Research Analyst to visit this site. 99 Disclosures and Disclaimers Wednesday, November 19, 2014 Definition of Scotiabank, Global Banking and Markets Equity Research Ratings & Risk Rankings We have a four-tiered rating system, with ratings of Focus Stock, Sector Outperform, Sector Perform, and Sector Underperform. Each analyst assigns a rating that is relative to his or her coverage universe or an index identified by the analyst that includes, but is not limited to, stocks covered by the analyst. Our risk ranking system provides transparency as to the underlying financial and operational risk of each stock covered. Stat istical and judgmental factors considered are: historical financial results, share price volatility, liquidity of the shares, credit ratings, analyst foreca sts, consistency and predictability of earnings, EPS growth, dividends, cash flow from operations, and strength of balance sheet. The Director of Research and the Supervisory Analyst jointly make the final determination of all risk rankings. The rating assigned to each security covered in this report is based on the Scotiabank, Global Banking and Markets rese arch analyst’s 12-month view on the security. Analysts may sometimes express to traders, salespeople and certain clients their shorter-term views on these securities that differ from their 12-month view due to several factors, including but not limited to the inherent volatility of the marketplace. Ratings Risk Rankings Focus Stock (FS) The stock represents an analyst’s best idea(s); stocks in this category are expected to significantly outperform the average 12-month total return of the analyst’s coverage universe or an index identified by the analyst that includes, but is not limited to, stocks covered by the analyst. Low Low financial and operational risk, high predictability of financial results, low stock volatility. Sector Outperform (SO) The stock is expected to outperform the average 12-month total return of the analyst’s coverage universe or an index identified by the analyst that includes, but is not limited to, stocks covered by the analyst. Sector Perform (SP) The stock is expected to perform approximately in line with the average 12month total return of the analyst’s coverage universe or an index identified by the analyst that includes, but is not limited to, stocks covered by the analyst. Sector Underperform (SU) The stock is expected to underperform the average 12-month total return of the analyst’s coverage universe or an index identified by the analyst that includes, but is not limited to, stocks covered by the analyst. Medium Moderate financial and operational risk, moderate predictability of financial results, moderate stock volatility. High High financial and/or operational risk, low predictability of financial results, high stock volatility. Speculative Exceptionally high financial and/or operational risk, exceptionally low predictability of financial results, exceptionally high stock volatility. For risk-tolerant investors only. Other Ratings Tender – Investors are guided to tender to the terms of the takeover offer. Under Review – The rating has been temporarily placed under review, until sufficient information has been received and assessed by the analyst. Scotiabank, Global Banking and Markets Equity Research Ratings Distribution* Distribution by Ratings and Equity and Equity-Related Financings* Percentage of companies covered by Scotiabank, Global Banking and Markets Equity Research within each rating category. Percentage of companies within each rating category for which Scotiabank, Global Banking and Markets has undertaken an underwriting liability or has provided advice for a fee within the last 12 months. Source: Scotiabank GBM. For the purposes of the ratings distribution disclosure FINRA requires members who use a ratings system with terms different than “buy,” “hold/neutral” and “sell,” to equate their own ratings into these categories. Our Focus Stock, Sector Outperform, Sector Perform, and Sector Und erperform ratings are based on the criteria above, but for this purpose could be equated to strong buy, buy, neutral and sell ratings, respectively. 100 Disclosures and Disclaimers Wednesday, November 19, 2014 General Disclosures This report has been prepared by analysts who are employed by the Research Department of Scotiabank, Global Banking and Marke ts. Scotiabank, together with “Global Banking and Markets”, is a marketing name for the global corporate and investment banking and capital markets businesses of The Bank of Nova Scotia and certain of its affiliates in the countries where they operate, including Scotia Capital Inc. All other trademarks are acknowledged as belonging to their respective owners and the display of such trademarks is for informational use only. 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