Preliminary Performance

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1

Preliminary Performance 2

Preliminary Estimation of Revenue and Traffic 8,000 80 6,000 60 THB M 4,000 40 PCU 2,000 20 0 2566 2567 2568 2569 2570 2571 2572 2573 2574 2575 2576 2577 2578 2579 2580 2581 2582 2583 2584 2585 2586 2587 2588 2589 2590 2591 2592 2593 2594 2595 0 Revenue Traffic (RHS) Civil Work Public 11,140 m Land Acquisition (10 km) 10,500 640 Investment Civil Work (15 km) Construction Supervision Private 21,070 m System Work 19,140 1,260 470 Start-up Cost 200 8.2% FIRR * Discounted at 4% 18,000 m NPV

Definition of PPP Definition of private investments in state undertaking according to section 4 of the Private Investments in State Undertaking Act B.E. 2556 An undertaking which a government agency, state enterprise, other state agency or local administrative organization, either singly or collectively, have a legal obligation to perform; An undertaking which require the utilization of natural resources or properties of one or several government agencies, state enterprises, other state agencies or local administrative organizations, either singly or collectively; Investment means a public private joint investment undertaken by any means, or designation of a unilateral private investment by war of a licence or concession or grant of any kind of right; Project means an investment in state undertaking;

Project Scope Ban Phaeo CCB Samut Sakhon 2 Samut Sakhon 1 Maha Chai 2 Maha Chai 1 Phan Thai Norasing Bang Khun Thian Outer Ring Road km. 36+500 km. 30+675 km. 29+600 km. 27+050 km. 25+125 km. 20+031 km. 16+125 km. 11+825 Land Acquisition Civil Work (Road and Structure Work) System Work Operation & Maintenance Ban Phaeo - Ekachai DOH Private Sector Private Sector Private Sector Ekachai - Bang Khun Thian - - DOH Private Sector Private Sector 10

PPP Schemes for Operation and Maintenance 6

Public Private Partnership Scheme There are three payment mechanism alternatives: PPP Net Cost, PPP Gross Cost, and PPP Modified Gross Cost, each of which is described below. 1 2 3 Net Cost Gross Cost Modified Gross Cost The private sector has the ownership over toll revenue and/or non-toll revenue. The private sector might be required to pay concession fee or revenue sharing to the public sector as agreed. The public sector has the ownership over toll revenue, while the private sector collects and hands over toll revenue to the public sector while receiving availability payment (AP) from the public sector under service quality terms and conditions. The ownership of non-toll revenue is subject to condition as agreed. Similar to the PPP Gross Cost, PPP Modified Gross Cost provides the private sector with additional return, under specified conditions to incentivize its service opportunity. The ownership of non-toll revenue is subject to condition as agreed.

PPP Scheme Comparison 1 Net Cost 2 Gross Cost 3 Modified Gross Cost Revenue Ownership Private Department of Highways Benefits to Public Revenue Sharing and/or Concession Fee Operating Revenue less Availability Payment Operating Revenue less Availability Payment Benefits to Private Operating Revenue less Revenue Sharing Availability Payment Availability Payment plus Extra Payment The DOH s Scope and Ability to set policy Toll Rate The DOH Responsibility Medium - High Determined by concession contract High Determined by The public sector Supervision and monitoring 8

Net Cost Flowchart Government Budget Financial Institutions and Shareholders Concession fee or/and Department of Revenue Sharing roadway Highways and the elevated structure (connecting to the EXAT s Rama III Dao Khanong Western Bangkok Outer Ring Expressway) from the Bang Civil work Land Acquisition construction (10 km) Bang Khun Thian Ekachai Civil work construction (15 km) Ekachai Ban Phaeo Surface courses Super-structure Sub-structure Mechanical and electrical work Toll Canopy Pre-operation System work construction and installation Toll collection system Toll operating and traffic control system Construction of facilities and buildings Maintenance Civil work maintenance Super- and sub- structure maintenance System work maintenance Private Operation Toll operating & management Highway police support Customer service and call center service Traffic surveillance and incident management Vehicle overloading control Open to traffic Toll Revenue Capacity improvement in the future 9

Net Cost Flowchart (cont.) Public Revenue Sharing Toll revenue Private Concession fee Land Acquisition Civil work construction (10 km) O&M Concession fee and/or Revenue Sharing System work construction and installation Civil work construction (15 km) Receive concession fee and/or Revenue Sharing from the private sector Acquire land Construct Bang Khun Thian Ekachai civil works Provide O&M service Receive toll revenue Construct and install system work Construct Ekachai Ban Phaeo civil works Pay concession fee to the public sector and/or revenue sharing to the DOH 10

Gross Cost Flowchart Government Budget Financial Institutions and Shareholders Department of Toll Revenue roadway Highways and the elevated structure (connecting to the Availability EXAT s Payment Rama III Dao Khanong Western Bangkok Outer Ring Expressway) from the Bang Civil work Land Acquisition construction (10 km) Bang Khun Thian Ekachai Civil work construction (15 km) Ekachai Ban Phaeo Surface courses Super-structure Sub-structure Mechanical and electrical work Toll Canopy Pre-operation System work construction and installation Toll collection system Toll operating and traffic control system Construction of facilities and buildings Maintenance Civil work maintenance Super- and sub- structure maintenance System work maintenance Private Operation Toll operating & management Highway police support Customer service and call center service Traffic surveillance and incident management Vehicle overloading control Open to traffic Toll Revenue Capacity improvement in the future 11

Gross Cost Flowchart (cont.) Toll revenues Public Private Availability payment Availability payment Land acquisition Civil work construction (10 km) Receive toll revenue Pay availability payment to the private sector Acquire land Construct Bang Khun Thian Ekachai civil works O&M System work construction and installation Civil work construction (15 km) Provide O&M service Receive availability payment from the public sector Construct and install system work Construct Ekachai Ban Phaeo civil work 12

Modified Gross Cost Flowchart Government Budget Financial Institutions and Shareholders Toll Revenue Department of roadway Highways and the elevated Availability Payment structure (connecting to the + EXAT s Extra Payment Rama III Dao Khanong Western Bangkok Outer Ring Expressway) from the Bang Civil work Land Acquisition construction (10 km) Bang Khun Thian Ekachai Civil work construction (15 km) Ekachai Ban Phaeo Surface courses Super-structure Sub-structure Mechanical and electrical work Toll Canopy Pre-operation System work construction and installation Toll collection system Toll operating and traffic control system Construction of facilities and buildings Maintenance Civil work maintenance Super- and sub- structure maintenance System work maintenance Private Operation Toll operating & management Highway police support Customer service and call center service Traffic surveillance and incident management Vehicle overloading control Open to traffic Toll Revenue Capacity improvement in the future 13

Modified Gross Cost Flowchart (cont.) Public Operating revenues Private Extra Payment (if any) Availability Payment Availability payment Land acquisition Extra payment (if any) Civil work construction (10 km) Receive toll revenue Acquire land Construct Bang Khun Thian Ekachai civil works Pay availability payment and/or extra payment to the private sector O&M System work construction and installation Civil work construction (15 km) Provide O&M service Receive availability payment and/or extra payment per contract from the public sector Construct and install system work Construct Ekachai Ban Phaeo civil works 14

Summary of PPP Schemes Pre-operation Open to Traffic Land Acquisition Civil Work Construction Bang Khun Thian - Maha Chai 1 Maha Chai 1 Ban Phaeo System Work Construction and Installation Maintenance Operation Toll Revenue Financial Conditions Net Cost The private sector pays concession fee and/or share revenue to the public sector. Gross Cost The public sector pays availability payment to the private sector. Modified Gross Cost Public Private The public sector pays availability payment to the private sector plus extra payment. 15

Benefit Sharing Alternatives 16

Net Cost Benefit Sharing 1. Concession Fee The private sector pays concession fee to the public and earns total operating revenue. 2. Revenue Sharing 3. Concession Fee & Revenue Sharing The private sector shares operating revenue to the public. The private sector pays concession fee and shares operating revenue to the public. -2-1 1 2 3 4 5-2 -1 1 2 3 4 5-2 -1 1 2 3 4 5 2.1 Normal Revenue Sharing 2.2 1 2 3 4 5 6 7 8 9 10 Revenue (Public) Revenue (Private) The public sector and private sector shares X% and 1-X% of operating revenue Revenue Threshold Revenue Threshold Sharing EXCESS REVENUE 1 2 3 4 5 6 7 8 9 10 Revenue (Private) Revenue (Public) The private sector receive revenue below threshold while an excess will be shared to the public sector.

Net Cost Benefit Sharing (cont.) One-time Payment Pay during Pre Operation Concession Fee Construction Open to Traffic 1 2 3 4 5 Pay during open to traffic Multiple Payments Construction Open to Traffic Concession Fee Pay during both period 1 2 3 4 5 Construction Open to Traffic 18

Gross Cost/ Modified Gross Cost Benefit Sharing 1.1 Availability Payment (at a constant growth) The public sector pays availability payment, which grows at a constant rate, to the private and earns operating revenue. 2.1 Availability Payment (at a constant growth) & Extra Payment The public sector pays availability payment at a constant growth and extra payment to the private sector and earns operating revenue 1. Gross Cost Availability Payment 1.2 Availability Payment (as % of O&M costs) The public sector pays availability payment, as a percentage of O&M costs, to the private and earns operating revenue. 2. Modified Gross Cost Availability Payment Extra Payment 2.2 Availability Payment (as % of O&M costs) & Extra Payment The public sector pays availability payment as a percentage of O&M costs and extra payment to the private sector and earns total operating revenue Availability Payment O&M Availability Payment O&M Extra Payment

Laws and Regulations 20

Related laws and regulations Public Investments in State Undertakings Act B.E. 2556 (2013) Highway act B.E. 2535 Highway Concession Act, B.E. 2542 Act Fixing Tolls to be Levied on the Use of Highways and Bridges by Motor Vehicles B.E. 2497 Electronic Transactions Act, B.E. 2544 Payment System Act, B.E 2560 Investment Promotion Act, B.E. 2520 Promotion and Conservation of National Environmental Quality Act, B.E. 2535

Stages of PPP process: Project proposal Approximate 90 days DOH studies a project appraisal report. DOH submits the report to Minister of Transport. Approximate time 9-10 months 60 days Minister of Transport considers & approves the project within 60 days*. 90 days Approximate 30-60 days * Remark : Day required by law SEPO requests DOH to amend or revise detail of the project within 30 days*. SEPO complete its consideration within 60 days*. SEPO submits the project to the Committee for consideration and approval. If the project requires an expenditure of state budget, cabinet approval shall be required.

Stages of PPP process: Project Implementation Approximate time 11-12 months Approximate 1 day Approximate 30 days Approximate 45-60 days Not Less Than 60 days* Approximate 30-60 days Approximate 30-60 days 90 days* The Committee / Cabinet approves the project DOH appoints a Selection Committee The Selection Committee prepare draft TOR/Contract DOH publish the project to Private Sector consider a Request For Proposal DOH openly announces the Invitation not less than 60 days before the offer closing date. The Selection Committee meeting compare proposals The Selection Committee select and negotiate with the selected private entities The Selection Committee shall (1) present selection result to SEPO and (2) submit draft contract to the Office of the Attorney General. Minister of Transportation proposes the selection result & draft contract to the Cabinet for approval *Remark : Day required by law

Invitation to Tender Invitation to Tender Term of Reference: TOR Request For Proposal: RFP Request For Technical Proposal Request For Financial Proposal Standard terms for investment contract

between Toll Operators 25

Seamless Toll System Toll is the establishment of system to allow customers to seamlessly crossing between toll operators without barrier and have the appropriate fees deducted from their account. Toll is targeting on connecting toll road with distance-based fee. Toll should be supported by ETC using DSRC Technology and MTC using IC Card

Existing Toll Network Preliminary Performance PPP Schemes Benefit Sharing Alternatives Law and Regulations

Toll Network with with M82 1 4 6 5 2 3 7 8

Motorway Overview Existing Motorway Route No. Description Mode Payment 7 Bangkok - Chonburi Close Cash / DSRC 9 Kanchanaphisek - East Open Cash / DSRC Uttaraphimuk Open Cash Motorway development Plan Route No. Description Mode Payment 6 Bang Pa In - Saraburi - Nakorn Ratchasima Close Cash/DSRC * 81 bangyai-kanchanaburi Close Cash/DSRC * 7 pattaya-map ta phut Close Cash / DSRC 8 Nakhon Pathom-Cha-am Close Cash / DSRC 5 Bang Pa In - Nakhon Sawan Close Cash / DSRC * M6 and M81 may support RFID

Expressway Overview Existing Expressway Route Mode Payment Chaloem Maha Nakhon Open Cash / DSRC Si Rat Open Cash / DSRC Chalong Rat Open Cash / DSRC Burapha Withi Open Cash / DSRC Udon Ratthaya Open Cash / DSRC Si rat Outer ring road Open Cash / DSRC Bang Phli Suk Sawat Close Cash / DSRC Expressway developing Project Northern (N2) Rama III-Outer ring road Chalongrat-Saraburi

Existing Connectivity between the DOH and the EXAT M-Pass Central System Easy Pass Central System GW GW HQ M7 HQ M9 HQ Chaloem Maha Nakhon HQ Si Rat Plaza Plaza Plaza Plaza Plaza Plaza Plaza Plaza Lane Lane Lane Lane Lane Lane Lane Lane