Legislature(2013 - 2014)SENATE FINANCE 532

02/19/2014 05:00 PM Senate FINANCE


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05:07:35 PM Start
05:08:49 PM Presentation: Alaska Natural Gas, Federal Perspective and State Participation
05:59:29 PM Presentation: Review of Royalty Study and State Equity Position
07:01:50 PM Adjourn
* first hearing in first committee of referral
+ teleconferenced
= bill was previously heard/scheduled
+ OVERVIEW TELECONFERENCED
Federal Perspective and State Participation
Larry Persily, Federal Coordinator, Alaska
Natural Gas Transportation Projects
Review of Royalty Study and State Equity Position
Deepa Poduval, Principal Consultant, Natural Gas
and Power Fuels Group, Black and Veatch
Management Consulting
+ Bills Previously Heard/Scheduled TELECONFERENCED
                 SENATE FINANCE COMMITTEE                                                                                       
                     February 19, 2014                                                                                          
                         5:07 p.m.                                                                                              
                                                                                                                                
5:07:35 PM                                                                                                                    
                                                                                                                                
CALL TO ORDER                                                                                                                 
                                                                                                                                
Co-Chair Kelly  called the Senate Finance  Committee meeting                                                                    
to order at 5:07 p.m.                                                                                                           
                                                                                                                                
MEMBERS PRESENT                                                                                                               
                                                                                                                                
Senator Pete Kelly, Co-Chair                                                                                                    
Senator Kevin Meyer, Co-Chair                                                                                                   
Senator Anna Fairclough, Vice-Chair                                                                                             
Senator Click Bishop                                                                                                            
Senator Mike Dunleavy                                                                                                           
Senator Lyman Hoffman                                                                                                           
Senator Donny Olson                                                                                                             
                                                                                                                                
MEMBERS ABSENT                                                                                                                
                                                                                                                                
None                                                                                                                            
                                                                                                                                
ALSO PRESENT                                                                                                                  
                                                                                                                                
Larry  Persily,  Federal  Coordinator,  Alaska  Natural  Gas                                                                    
Transportation    Projects;    Deepa   Poduval,    Principal                                                                    
Consultant,  Natural Gas  and Power  Fuels Group,  Black and                                                                    
Veatch Management Consulting.                                                                                                   
                                                                                                                                
PRESENT VIA TELECONFERENCE                                                                                                    
                                                                                                                                
Jason De  Stigter, Senior Consultant, Natural  Gas and Power                                                                    
Fuels Group, Black and Veatch Management Consulting.                                                                            
                                                                                                                                
SUMMARY                                                                                                                       
                                                                                                                                
PRESENTATION:  ALASKA NATURAL  GAS, FEDERAL  PERSPECTIVE and                                                                    
STATE PARTICIPATION                                                                                                             
                                                                                                                                
PRESENTATION:  REVIEW  OF  ROYALTY STUDY  and  STATE  EQUITY                                                                    
POSITION                                                                                                                        
                                                                                                                                
Co-Chair Kelly  stated that  the presentations  were related                                                                    
to SB 138, which was not currently in committee.                                                                                
                                                                                                                                
^PRESENTATION: ALASKA NATURAL GAS, FEDERAL PERSPECTIVE and                                                                    
STATE PARTICIPATION                                                                                                           
                                                                                                                                
5:08:49 PM                                                                                                                    
                                                                                                                                
LARRY PERSILY, FEDERAL COORDINATOR, ALASKA NATURAL GAS                                                                          
TRANSPORTATION PROJECTS, read verbatim from a prepared                                                                          
statement (copy on file):                                                                                                       
                                                                                                                                
     For  the  record,  I  am Larry  Persily,  head  of  the                                                                    
     federal Alaska gas line project office.                                                                                    
                                                                                                                                
     Thank you for the opportunity  to testify today. I hope                                                                    
     my  comments  are  useful for  your  deliberations  and                                                                    
     answer some of your questions.                                                                                             
                                                                                                                                
     I'd  like  to  explain  why  this  time  may  turn  out                                                                    
     differently  than all  the other  attempts  at a  North                                                                    
     Slope gas line.                                                                                                            
                                                                                                                                
     But  first, I  have two  examples of  Washington taking                                                                    
     notice of what's happening in Alaska.                                                                                      
                                                                                                                                
     I know  normally Alaskans don't  like to hear  that the                                                                    
     federal   government    is   watching    our   resource                                                                    
     development - but trust me, this time it's OK.                                                                             
                                                                                                                                
     I presented  an update on  the Alaska LNG  project last                                                                    
     week  at the  Department of  Interior, speaking  to the                                                                    
     Alaska  Interagency  Working  Group  which  created  by                                                                    
     presidential executive order almost  three years ago to                                                                    
     track and help coordinate  the work of federal agencies                                                                    
    for onshore and offshore energy projects in Alaska.                                                                         
                                                                                                                                
     As I started talking about  the Alaska gas line, people                                                                    
     actually  paid  attention  and  asked  good  questions.                                                                    
     They've heard  about Alaska gas many  times before. And                                                                    
     their agencies  have spent  a lot of  time on  the many                                                                    
     false starts in years past.                                                                                                
                                                                                                                                
     But they  had heard  and read that  this time  might be                                                                    
     different  -  and they  were  eager  to know  what  was                                                                    
     happening.                                                                                                                 
                                                                                                                                
     They  had heard  that all  of the  players are  working                                                                    
     together  on  the  same project  and  spending  serious                                                                    
     money to determine if Alaska's time finally has come.                                                                      
                                                                                                                                
     Between  budget cuts,  retirements  and other  staffing                                                                    
     reductions,  however, federal  resource management  and                                                                    
     regulatory  agencies  don't  have any  spare  time  for                                                                    
     another  false start  - like  they went  through a  few                                                                    
     years  ago  with a  proposed  pipeline  from Alaska  to                                                                    
     serve North American markets.                                                                                              
                                                                                                                                
     Though sponsors of that project  tried in good faith to                                                                    
     make it  work, shale  gas put  an end to  it -  but not                                                                    
     before  federal agencies  had spent  a lot  of time  on                                                                    
     permitting issues, rights of  way, scoping meetings and                                                                    
     reviewing draft  resource reports for  an environmental                                                                    
     impact statement.                                                                                                          
                                                                                                                                
     The  Federal Energy  Regulatory Commission,  Department                                                                    
     of  Energy, Bureau  of Land  Management, Army  Corps of                                                                    
     Engineers  and others  have more  than enough  files on                                                                    
     their desks without the Alaska gas line.                                                                                   
                                                                                                                                
     FERC alone  has several  Lower 48 LNG  export terminals                                                                    
     on its work list for environmental review.                                                                                 
                                                                                                                                
     The  Department  of Energy  has  two  dozen LNG  export                                                                    
     applications    waiting     for    review,    including                                                                    
     applications from the  existing ConocoPhillips plant at                                                                    
     Nikiski.                                                                                                                   
                                                                                                                                
     Federal agencies are the same  as Alaskans - they don't                                                                    
     want another false start.                                                                                                  
                                                                                                                                
     But every  one of  those agencies is  ready to  work on                                                                    
     the Alaska LNG  project just as soon  as an application                                                                    
     hits  their desk.  They would  just like  to know  that                                                                    
     this time it has a real shot at making it.                                                                                 
                                                                                                                                
     I told  them last week what  I am going to  tell you --                                                                    
     and this is  coming from someone who  is generally very                                                                    
     cynical and skeptical.                                                                                                     
                                                                                                                                
     This time  very well may  be different. If  the markets                                                                    
     perform  as expected,  if the  companies and  the state                                                                    
     can keep  the costs down,  if the financial  terms look                                                                    
     good to all  parties, you could see gas  flowing in the                                                                    
     2020s.                                                                                                                     
                                                                                                                                
     The   latest   non-skeptic   in  Washington   is   Adam                                                                    
     Sieminski,    head    of   the    Energy    Information                                                                    
     Administration at the Department of Energy.                                                                                
                                                                                                                                
     "We   think  the   economics   ultimately  will   favor                                                                    
     construction of  an LNG facility in  Alaska," Sieminksi                                                                    
     said in an energy newsletter interview this week.                                                                          
                                                                                                                                
     So why this time?                                                                                                          
                                                                                                                                
     Global LNG demand is the  strongest growth industry for                                                                    
     energy. Between  nuclear plant  shutdowns in  Japan and                                                                    
     Korea; choking coal pollution  in China; population and                                                                    
     economic  growth  in  India,  China  and  elsewhere  in                                                                    
     Southeast Asia; high oil prices  that can make LNG look                                                                    
     affordable by  comparison - they  all add up  to strong                                                                    
     demand build for LNG in the Asian market.                                                                                  
                                                                                                                                
     The International Energy  Agency predicts global demand                                                                    
     for natural gas to grow more  than twice as fast as oil                                                                    
     over the  next 20  years. Others predict  even stronger                                                                    
     growth rates for gas.                                                                                                      
                                                                                                                                
     Most of the  world's gas trade is by  pipeline, but LNG                                                                    
     is building. And  building at an even  faster pace than                                                                    
     pipeline deliveries.                                                                                                       
                                                                                                                                
     Many analysts talk  of a 5 percent to  6 percent annual                                                                    
     growth rate  for LNG demand through  2020, then slowing                                                                    
     down to the 2 percent to 3 percent range through 2035.                                                                     
                                                                                                                                
     That  would mean  the equivalent  of a  new, good-sized                                                                    
     LNG export terminal will need  to start up almost every                                                                    
     year to meet that demand growth.                                                                                           
                                                                                                                                
     And  in addition  to market  growth,  older LNG  supply                                                                    
     contracts  are  expiring  - and  some  of  those  older                                                                    
     export plants are running low on reserves.                                                                                 
                                                                                                                                
     Just  this  week Egypt,  an  LNG  exporter since  2005,                                                                    
     announced  it will  need  to import  LNG  for the  next                                                                    
     several  years as  gas production  has fallen  short of                                                                    
     domestic demand.                                                                                                           
                                                                                                                                
     All  of  which  means  export  project  developers  are                                                                    
     chasing not  only new demand but  replacement contracts                                                                    
     for declining reserves.                                                                                                    
                                                                                                                                
     Someone is going  to win that new business.  It will be                                                                    
     the lowest-cost, stable, predictable suppliers.                                                                            
     The potential competitors to Alaska  LNG have their own                                                                    
     strengths and weaknesses, as does Alaska.                                                                                  
                                                                                                                                
5:15:53 PM                                                                                                                    
                                                                                                                                
     Australia?                                                                                                                 
                                                                                                                                
     Seven LNG  export projects  are under  construction and                                                                    
     set to open  over the next three years.  But a majority                                                                    
     of  that gas  is already  sold on  long-term contracts.                                                                    
     Those  projects   are  not  Alaska's   competition  for                                                                    
     deliveries to start in the 2020s.                                                                                          
                                                                                                                                
     New  terminals or  expansions in  Australia face  tough                                                                    
     hurdles.  Cost overruns  on the  current projects  have                                                                    
     got companies worried about repeating history.                                                                             
                                                                                                                                
     Domestic  consumers  are  seeing  price  increases  for                                                                    
     natural  gas,  which  is being  drawn  from  the  local                                                                    
     market to higher-priced export markets.                                                                                    
                                                                                                                                
     Dow Chemical  claims it cannot  get the new  gas supply                                                                    
     contracts it needs for investments in Australia.                                                                           
                                                                                                                                
     Some   local   jurisdictions  have   imposed   drilling                                                                    
     restrictions  on  coal-bed  gas  reserves,  which  feed                                                                    
     three of the export terminals under construction.                                                                          
                                                                                                                                
     Russia?                                                                                                                    
                                                                                                                                
     The country  has just one  operating export  plant, but                                                                    
     there's talk of expanding  it. Russia has another plant                                                                    
     under construction, and thoughts of two more.                                                                              
                                                                                                                                
     The expansion  talk at Sakhalin-2, led  by Gazprom with                                                                    
     partner Shell, is dependent  on sufficient gas reserves                                                                    
     to justify the work.                                                                                                       
                                                                                                                                
     Gazprom is also talking  about building an LNG terminal                                                                    
     at Vladivostok.                                                                                                            
                                                                                                                                
     Yes,  a good  location  for marketing  -  it's a  short                                                                    
     tanker  trip  from  there to  Japan,  Korea,  China  or                                                                    
     Taiwan - four of the biggest LNG buyers.                                                                                   
                                                                                                                                
     But it will take a  2,500-mile pipeline to move the gas                                                                    
     from  Russia's   interior  to  the  coast.   The  field                                                                    
     development  costs and  pipeline are  estimated at  $40                                                                    
     billion - not counting the LNG terminal.                                                                                   
                                                                                                                                
     To really make the economics  work, Russia will need to                                                                    
     extend the pipeline and sell gas to China.                                                                                 
                                                                                                                                
     The  two countries  have agreed  on everything  but the                                                                    
     price for  the gas. You could  say that about a  lot of                                                                    
     hopeful projects.                                                                                                          
                                                                                                                                
     Separately, Rosneft and ExxonMobil  are doing their due                                                                    
     diligence  for an  LNG  plant  called Sakhalin-I.  They                                                                    
     have issued a contract for initial FEED work.                                                                              
                                                                                                                                
     In   Russia's   distant   Arctic,  a   terminal   under                                                                    
     construction is  called Yamal  LNG. It's  about halfway                                                                    
     between Iceland and Nome.                                                                                                  
                                                                                                                                
     Estimated at  $27 billion, the sponsors  talk of making                                                                    
     their first deliveries in three or four years.                                                                             
                                                                                                                                
     The  tricky part  for Yamal  is that  the Northern  Sea                                                                    
     Route to Asia  will be passable for LNG  tankers only a                                                                    
     few  months   each  year,  and  even   then  only  with                                                                    
     government-funded   nuclear-powered    icebreakers   as                                                                    
     escorts.                                                                                                                   
                                                                                                                                
     The  rest of  the year,  the plan  is to  ship the  LNG                                                                    
     aboard ice-class  tankers to European ports,  where the                                                                    
     LNG  would be  transferred to  less expensive  standard                                                                    
     tankers for  the long voyage  down the  European coast,                                                                    
     across the  Mediterranean Sea, through the  Suez Canal,                                                                    
     across the Indian Ocean and into Asia.                                                                                     
                                                                                                                                
     Look at  the map  and you  see the  economic challenges                                                                    
     Yamal faces. Plus its main  sponsor, Novatek, has never                                                                    
     built or operated an LNG terminal.                                                                                         
                                                                                                                                
     Canada?                                                                                                                    
                                                                                                                                
     There  are  multiple  proposals; none  have  all  their                                                                    
     government   authorizations  or   a  final   investment                                                                    
     decision.                                                                                                                  
                                                                                                                                
     None have  cleared the consultation process  with every                                                                    
     First Nation in the area and along the pipeline route.                                                                     
     The  developers  that  are   talking  about  price  are                                                                    
     emphatic  that  they  need oil-linked  LNG  pricing  or                                                                    
     something   comparable    to   cover    their   sizable                                                                    
     development costs.                                                                                                         
                                                                                                                                
     There is no Prudhoe  Bay production facility in British                                                                    
     Columbia's Horn River and Montney  shale gas plays that                                                                    
     would  feed the  LNG  terminals at  Kitimat and  Prince                                                                    
     Rupert. They have to build it. Gas has to pay for it.                                                                      
                                                                                                                                
     The pipelines  that would  move that  gas to  the coast                                                                    
     are  as long  as  525  miles and  must  go through  two                                                                    
     mountain ranges.                                                                                                           
                                                                                                                                
     One  possible  route  into   Prince  Rupert  takes  the                                                                    
     pipeline offshore for up to  75 miles and across either                                                                    
     an  old  mine tailings  disposal  site  or mollusk  bed                                                                    
     important to First Nations people.                                                                                         
                                                                                                                                
     Meanwhile,   the   British   Columbia   government   is                                                                    
     negotiating  a   new  LNG   export  tax   with  project                                                                    
     sponsors.  The  legislation  been delayed  until  fall,                                                                    
     with companies  saying no project decisions  until they                                                                    
     know the tax.                                                                                                              
                                                                                                                                
     Tanzania and Mozambique?                                                                                                   
                                                                                                                                
     An awful  lot of gas but  minimal infrastructure; still                                                                    
     developing their  oil and gas laws  and fiscal regimes;                                                                    
     and local poverty could become  an issue for developers                                                                    
     and political leaders.                                                                                                     
                                                                                                                                
     Closer to home, the U.S. Lower 48 states?                                                                                  
                                                                                                                                
     It's a  tough political battle, pitting  oversupply and                                                                    
     low prices at  home vs. the free market  and exports to                                                                    
     trade partners.                                                                                                            
                                                                                                                                
     The  Department  of  Energy  has  approved  six  export                                                                    
     licenses,  totaling  8.5 bcf  a  day.  That's equal  to                                                                    
     almost 12 percent of current U.S. gas production.                                                                          
                                                                                                                                
     The unknown  is if and  when and under  what conditions                                                                    
     the  department might  start to  close down  or further                                                                    
     delay its export approvals.                                                                                                
                                                                                                                                
     And  regardless  of  what  government  does,  the  only                                                                    
     terminals  to  be built  will  be  the ones  that  have                                                                    
     buyers  and  can  get  financing.  Just  one  is  under                                                                    
     construction so far, in Louisiana.                                                                                         
                                                                                                                                
5:23:22 PM                                                                                                                    
                                                                                                                                
     Other  issues   for  Lower  48  exports   include  cost                                                                    
     overruns  at  the  Panama  Canal  expansion,  which  is                                                                    
     essential  for getting  tankers out  of the  Gulf Coast                                                                    
     and into the Pacific.                                                                                                      
                                                                                                                                
     One of the  Gulf Coast project sponsors  said this week                                                                    
     that  Asian  buyers  are   putting  off  new  long-term                                                                    
     contracts for U.S. gas because  of the delay in knowing                                                                    
     just how much  it will cost to use  the expanded Panama                                                                    
     Canal.                                                                                                                     
                                                                                                                                
     Local   opposition   over  environmental   and   safety                                                                    
     concerns  is   not  very  noticeable  for   Gulf  Coast                                                                    
     terminals  but  is   extremely  visible  for  terminals                                                                    
     proposed for the Oregon and Maryland coasts.                                                                               
                                                                                                                                
     My point  is: Like Alaska, every  proposed project, has                                                                    
     its  own  problems,  its  own  disadvantages,  its  own                                                                    
     issues to solve.                                                                                                           
                                                                                                                                
     The winners, the  terminals that get built  will be the                                                                    
     ones  that solve  the problems,  hold  down costs,  and                                                                    
     convince buyers  that they will  start up on  time with                                                                    
     competitive prices.                                                                                                        
                                                                                                                                
     The pre-FEED and FEED work  - front-end engineering and                                                                    
     design - is a key part  of that effort. The more you do                                                                    
     up  front, the  better the  odds of  avoiding surprises                                                                    
     during construction.                                                                                                       
                                                                                                                                
     And in a brief advertisement  for our office's work, we                                                                    
     issued a  report today  on just  what are  pre-FEED and                                                                    
     FEED and why  they are so important.  It's available on                                                                    
     our website arcticgas.gov.                                                                                                 
                                                                                                                                
     ALASKA LNG ADVANTAGES                                                                                                      
                                                                                                                                
          These are substantial and meaningful.                                                                                 
                                                                                                                                
          Shorter  tanker run  from  Nikiski  to Japan;  one                                                                    
         week vs. three weeks from the Gulf Coast                                                                               
                                                                                                                                
               Tanker charter rates are running $75,000 to                                                                      
               $100,000 a day. Time is money. Big money at                                                                      
               those rates.                                                                                                     
                                                                                                                                
               Or less capital tied up in fewer ships if                                                                        
               owner-operated tankers.                                                                                          
                                                                                                                                
          Proven gas  reserves already being  produced. It's                                                                    
          important to  buyers to know that  the gas they're                                                                    
          committing  to  buy  for  15 or  20  or  25  years                                                                    
          actually exists.                                                                                                      
                                                                                                                                
          Low  production   costs  compared   to  greenfield                                                                    
         projects in B.C., Australia, East Africa.                                                                              
                                                                                                                                
         Oil will carry the infrastructure costs.                                                                               
                                                                                                                                
          Almost 40 years experience  producing on the North                                                                    
          Slope.                                                                                                                
                                                                                                                                
          Liquefaction    compressors    run    much    more                                                                    
          efficiently at cold temperatures.                                                                                     
                                                                                                                                
               Up to 15 percent more efficient (less gas                                                                        
               consumed) than in warm-climate LNG sites                                                                         
                                                                                                                                
     ALASKA LNG DISADVANTAGES                                                                                                   
                                                                                                                                
          These also are substantial and meaningful.                                                                            
                                                                                                                                
          High construction costs in Alaska.                                                                                    
                                                                                                                                
          Seasonal   construction    limitations   (pipeline                                                                    
          trenching during the winter only).                                                                                    
                                                                                                                                
          Summer-only  sealifts  of  material to  the  North                                                                    
          Slope.                                                                                                                
                                                                                                                                
          Environmental   considerations    (wetlands,   air                                                                    
         quality standards, mitigation expenses).                                                                               
                                                                                                                                
          The cost of an 800-mile pipeline to tidewater                                                                         
          that competing LNG projects don't have.                                                                               
                                                                                                                                
          And the need for fiscal certainty is a hard sell                                                                      
          in the world of Alaska oil and gas politics.                                                                          
                                                                                                                                
     The  federal government  is  ready  for the  permitting                                                                    
     work,  but  making  the  finances work  is  up  to  the                                                                    
     project sponsors and the state.                                                                                            
                                                                                                                                
     The  rewards  to  the state  of  a  successful  project                                                                    
     include public  revenues, the lowest  cost to  move gas                                                                    
     to Alaskans,  and an industry commitment  to keep North                                                                    
     Slope gas and oil flowing for decades.                                                                                     
                                                                                                                                
     The risks  of state  investment are cost  overruns that                                                                    
     require more cash during years  of budget deficits, and                                                                    
     the possibility that the project  will not make as much                                                                    
     money as projected or as people want.                                                                                      
                                                                                                                                
     I  can't help  you there,  other  than to  say the  LNG                                                                    
     world  is  a  competitive   market.  But  it's  not  an                                                                    
     impossible market.                                                                                                         
                                                                                                                                
5:29:04 PM                                                                                                                    
AT EASE                                                                                                                         
                                                                                                                                
5:29:58 PM                                                                                                                    
RECONVENED                                                                                                                      
                                                                                                                                
Co-Chair Meyer  wondered who  would oversee  the regulations                                                                    
the gasline.  Mr. Persily responded that  FERC would oversee                                                                    
the  environmental and  safety review.  He stated  that FERC                                                                    
would  conduct the  environmental  impact  study (EIS),  but                                                                    
that  FERC would  not  regulate the  tariffs  or the  tariff                                                                    
regulations of the liquefaction plant.                                                                                          
                                                                                                                                
Senator Olson wondered if FERC  would still not get involved                                                                    
in   the   regulatory  issues,   even   though   it  is   an                                                                    
international  project.  Mr.  Persily responded  that  those                                                                    
issues could not be regulated.                                                                                                  
                                                                                                                                
Co-Chair  Meyer noted  that  the  cost of  gas  in the  open                                                                    
market  ranged widely.  He queried  the cost  of AKLNG,  and                                                                    
wondered  if  Alaska  would  make  any  money.  Mr.  Persily                                                                    
responded  that   there  were   some  projects   in  various                                                                    
countries  where gas  was sold  fairly cheaply.  He stressed                                                                    
that the most  dependable buyer would get the  best price of                                                                    
gas.                                                                                                                            
                                                                                                                                
5:34:52 PM                                                                                                                    
                                                                                                                                
Co-Chair Meyer wondered  what Alaska would need  to make the                                                                    
project economical.  Mr. Persily  responded that he  did not                                                                    
know  the cost  of running  the gas  through a  liquefaction                                                                    
plant. He  felt that all  of the numbers proved  that Alaska                                                                    
could be competitive in the current market.                                                                                     
                                                                                                                                
Co-Chair  Meyer  felt  that  there  had  been  very  similar                                                                    
presentations in the  past. He wondered why  Mr. Persily was                                                                    
optimistic  about  this   particular  project.  Mr.  Persily                                                                    
responded that  the current  market was  in the  right place                                                                    
for this project.                                                                                                               
                                                                                                                                
Co-Chair  Meyer  wondered  if   the  project  was  different                                                                    
because  it was  a partnership  with the  industry. He  felt                                                                    
that the  project was risky,  because the oil  companies may                                                                    
discover other options.  He stressed that the  state did not                                                                    
have any  other options.  Mr. Persily agreed,  and furthered                                                                    
that  the federal  government understood  that this  project                                                                    
was different, because the three  main oil and gas companies                                                                    
seemed to  be working together.  He felt that  the companies                                                                    
could  book   the  natural  gas   on  the  North   Slope  as                                                                    
"reserves."                                                                                                                     
                                                                                                                                
5:40:02 PM                                                                                                                    
                                                                                                                                
Co-Chair Kelly wondered if Mr.  Persily felt that Alaska was                                                                    
"ahead" in  the market. Mr.  Persily stated that  Alaska was                                                                    
behind because  it would take  longer to build  the gasline.                                                                    
He  felt that  there were  many different  issues that  were                                                                    
encouraging and discouraging for AKLNG development.                                                                             
                                                                                                                                
Co-Chair  Kelly   noted  that   many  other   projects  were                                                                    
maturing, but  may not be considered  competitors because of                                                                    
their current  long-term contracts. Mr. Persily  stated that                                                                    
60 percent of  Australia's supply was already  sold in long-                                                                    
term contracts.  He stated  that Alaska's  competitors would                                                                    
be other non-sanctioned projects.                                                                                               
                                                                                                                                
Co-Chair Kelly wondered if there  was a possibility that the                                                                    
Australian  projects  would  not  be able  to  deliver.  Mr.                                                                    
Persily replied  in the negative,  and explained  that those                                                                    
projects would  be extremely profitable. He  stated that the                                                                    
sponsors  of those  projects would  not  immediately make  a                                                                    
profit, because there would be more capital to recover.                                                                         
                                                                                                                                
In response to  a question from Co-Chair  Kelly, Mr. Persily                                                                    
replied that Japan purchased more  LNG than China. He stated                                                                    
that  China had  other options,  and received  approximately                                                                    
half of its LNG through a gasline directly.                                                                                     
                                                                                                                                
5:45:03 PM                                                                                                                    
                                                                                                                                
Co-Chair Kelly queried  any insights on how  the project may                                                                    
be  financed. Mr.  Persily replied  that once  the contracts                                                                    
were  binding,   the  financing   would  be   available.  He                                                                    
furthered that no one company would incur the entire risk.                                                                      
                                                                                                                                
Senator  Dunleavy  wondered  if  any  Australia  and  Alaska                                                                    
customers   would  overlap.   Mr.  Persily   responded  that                                                                    
Australia and  Alaska were  competitors, because  Alaska may                                                                    
be providing more gas than  Australia. Companies may want to                                                                    
be a part of the  entire market, because they like diversity                                                                    
in their portfolios.                                                                                                            
                                                                                                                                
Senator  Dunleavy   queried  the  physical   description  of                                                                    
Alaska's gas. Mr.  Persily replied that the  current gas was                                                                    
perfectly  suited for  Japan. He  remarked that  the methane                                                                    
and ethane  gas was a high  BTU, and was higher  than the US                                                                    
market.                                                                                                                         
                                                                                                                                
                                                                                                                                
Senator Dunleavy  wondered if the  Australia gas  was mainly                                                                    
coal-bed methane,  or a  combination. Mr.  Persily responded                                                                    
that, of the six  land-based projects in Australia, one-half                                                                    
were  conventional  gas and  the  other  half were  coal-bed                                                                    
methane gas. He  stressed that the coal-bed  methane gas did                                                                    
not have a high enough  BTU content for the Japanese market.                                                                    
He explained that they would  either "spike it" with propane                                                                    
or other  gas liquid to  increase the BTU value,  or burners                                                                    
would need to be adjusted.                                                                                                      
                                                                                                                                
Mr. Persily remarked that the  federal government was immune                                                                    
to litigation.                                                                                                                  
                                                                                                                                
5:51:30 PM                                                                                                                    
AT EASE                                                                                                                         
                                                                                                                                
5:57:24 PM                                                                                                                    
RECONVENED                                                                                                                      
                                                                                                                                
^PRESENTATION:  REVIEW OF  ROYALTY  STUDY  and STATE  EQUITY                                                                  
POSITION                                                                                                                      
                                                                                                                                
5:59:29 PM                                                                                                                    
                                                                                                                                
Co-Chair  Kelly noted  that  Senator  Bishop and  Vice-Chair                                                                    
Fairclough would absent for the second half of the meeting.                                                                     
                                                                                                                                
DEEPA PODUVAL,  PRINCIPAL CONSULTANT, NATURAL GAS  AND POWER                                                                    
FUELS  GROUP,   BLACK  AND  VEATCH   MANAGEMENT  CONSULTING,                                                                    
discussed  the  PowerPoint  presentation,  "Observations  on                                                                    
Heads   of  Agreement,   Presentation   to  Senate   Finance                                                                    
Committee"  (copy on  file). She  stated that  she would  be                                                                    
discussing a  royalty study, and incorporating  the Heads of                                                                    
Agreement (HOA) within the context of the study.                                                                                
                                                                                                                                
Ms. Poduval  looked at slide  3, "Long-Term North  Slope Oil                                                                    
and Gas Revenues  are Driven by AKLNG  Project Success." She                                                                    
explained  that the  graph showed  forecasted revenues  from                                                                    
North  Slope  oil  gas,  both with  and  without  the  AKLNG                                                                    
project. The blue line showed  the revenue forecast that was                                                                    
based on  DOR's estimate of  oil production. The  green line                                                                    
showed  the AKLNG  project  coming online  in  2024, and  it                                                                    
showed  that  the  project  would bring  in  revenue  of  $4                                                                    
billion to $4.5 billion above  the current forecast based on                                                                    
North Slope  oil production. The  slide was intended  to put                                                                    
the opportunity in context.                                                                                                     
                                                                                                                                
Ms. Poduval discussed  slide 4, "Putting the  HOA Within the                                                                    
Context  of  AKLNG Timeline."  The  timeline  for the  AKLNG                                                                    
project was  outlined on  the slide. The  first step  of the                                                                    
timeline  was the  Pre-FEED. The  Pre-FEED  was the  initial                                                                    
version  of the  frontend engineering  and design  work. The                                                                    
Pre-FEED phase would get more  and better information on the                                                                    
project's design  and cost. She announced  that the Pre-FEED                                                                    
phase would  take approximately 18 months.  Depending on the                                                                    
outcome  of the  legislative session,  Pre-FEED could  begin                                                                    
mid-2014 and  end 2015.  The next phase  of the  project was                                                                    
the  FEED process,  which is  when the  detailed engineering                                                                    
would be planned. The FEED  process will also determine more                                                                    
granular cost  estimates. The  FEED process  was anticipated                                                                    
to  take  two   to  three  years,  including   some  of  the                                                                    
permitting. She  stated that  the final  investment decision                                                                    
would occur  at the end  of the Pre-FEED  process. Somewhere                                                                    
between  now and  the end  of  the FEED  phase, the  parties                                                                    
would have  finalized the  commercial agreements,  the costs                                                                    
of  the  project, and  estimated  revenue  streams. At  that                                                                    
point, the companies will make  the investment decision. She                                                                    
stated  that the  construction phase  could take  about five                                                                    
years.  She announced  that the  Pre-FEED phase  saw a  very                                                                    
small proportion  of the  total project  cost was  at stake,                                                                    
because  it was  only approximately  1 to  2 percent  of the                                                                    
overall cost.  The FEED stage only  required approximately 3                                                                    
percent of  the totally  investment. The  largest investment                                                                    
occurred after FEED, with about  96 percent of the cost. She                                                                    
explained  that  the  HOA contemplated  taking  the  process                                                                    
through the Pre-FEED. A staged  gated approach was generally                                                                    
used in project  development, and at each  stage the parties                                                                    
made  commitments  for  spending  the dollars  in  the  next                                                                    
phase. The  HOA was  consistent with that  approach, because                                                                    
it  committing each  parties to  complete  certain tasks  to                                                                    
move the project through the Pre-FEED stage.                                                                                    
                                                                                                                                
Co-Chair Kelly  wondered if the percentage  of investment on                                                                    
the slide  represented the  state's investment.  Ms. Poduval                                                                    
replied in the  affirmative, and explained that  it was also                                                                    
proportional to the total project's investment.                                                                                 
                                                                                                                                
6:05:32 PM                                                                                                                    
                                                                                                                                
Ms. Poduval  highlighted slide 5, "Royalty  Study Highlights                                                                    
and  Recommendations." The  slide  showed  the key  findings                                                                    
from  the  North  Slope  Royalty  Study  for  DNR,  and  its                                                                    
recommendations. The findings included the following:                                                                           
                                                                                                                                
     Global LNG market is growing and competitive                                                                               
                                                                                                                                
     Government take and cost structure for AKLNG projects                                                                      
     are high                                                                                                                   
                                                                                                                                
     AKLNG is expected to be a large, complex, high cost                                                                        
     project                                                                                                                    
                                                                                                                                
     Project structure is likely to be producer-owned                                                                           
     integrated                                                                                                                 
                                                                                                                                
     Various   risks   inherent   in   project   and   state                                                                    
     participation                                                                                                              
                                                                                                                                
Ms.  Poduval announced  that  the  recommendations were  the                                                                    
following:                                                                                                                      
                                                                                                                                
     Improve commercial attractiveness of project                                                                               
                                                                                                                                
     Retain value to the state                                                                                                  
                                                                                                                                
     Create Alignment between state and producers                                                                               
                                                                                                                                
     Recognize and manage risks actively                                                                                        
                                                                                                                                
Ms. Poduval felt that the  combination of the study findings                                                                    
and  the  recommendations  would   result  in  state  equity                                                                    
participation.                                                                                                                  
                                                                                                                                
Senator Dunleavy wondered if  the presentation would include                                                                    
LNG different models  that were currently in  the world. Ms.                                                                    
Poduval responded  that the information was  included in the                                                                    
Royalty  Study.  She  stated  that  there  were  three  main                                                                    
structures. The integrated structure  was a single ownership                                                                    
through the entire  value chain, which was  the GDP Pipeline                                                                    
and  LNG   plant.  The  second  structure   was  a  merchant                                                                    
structure, and  could work by having  the Upstream producers                                                                    
sell the natural  gas to the LNG plant which  would be owned                                                                    
by a third party. The LNG  plant would buy the gas, and sell                                                                    
the  LNG. The  third  structure was  a tolling  arrangement,                                                                    
which was  similar to what  was used in  pipeline contracts.                                                                    
It required a  service fee to provide a  certain service. It                                                                    
could be set up to pay  the GDP, pipeline, and the LNG plant                                                                    
a  tariff  to  pass  through;  but  the  producers  did  not                                                                    
necessarily need ownership of those three points.                                                                               
                                                                                                                                
Senator Dunleavy asked if he could  get a print out of those                                                                    
three models  with various provinces, states,  or areas that                                                                    
utilize the different models. Ms.  Poduval agreed to provide                                                                    
that information.                                                                                                               
                                                                                                                                
Senator Dunleavy  stated that an integrated  model was being                                                                    
considered in Alaska. Ms. Poduval agreed.                                                                                       
                                                                                                                                
6:11:11 PM                                                                                                                    
                                                                                                                                
Senator Dunleavy queried why the  model best suited Alaska's                                                                    
particular circumstance. Ms.  Poduval announced that project                                                                    
control  was  one  of  the most  important  reasons  why  an                                                                    
integrated  project  structure  worked for  large,  complex,                                                                    
high cost  projects, because the sponsors  were very careful                                                                    
about managing  costs and schedules. The  integrated project                                                                    
structure gave the  sponsors the ability to  see the project                                                                    
through  to fruition.  She also  stated  that the  producers                                                                    
preferred the integrated project structure.                                                                                     
                                                                                                                                
Co-Chair Kelly  queried the  definition of  "alignment." Ms.                                                                    
Poduval  responded the  "alignment" referred  to all  of the                                                                    
parties  having their  incentives  lined  up similarly.  She                                                                    
remarked  that the  producers'  desires  could be  different                                                                    
from the state's desires.                                                                                                       
                                                                                                                                
6:16:28 PM                                                                                                                    
                                                                                                                                
Co-Chair Kelly  asked for  information regarding  the "black                                                                    
box."  Ms.  Poduval  responded  that  Trans-Alaska  Pipeline                                                                    
System  (TAPS)  was a  producer  owned  oil pipeline,  which                                                                    
created a  number of disputes  with producers at  every step                                                                    
of  the way  of  how  it was  values  and  the tariffs.  She                                                                    
explained that  the disputes occurred  because it  created a                                                                    
relationship where  there is  opposition. She  stressed that                                                                    
those  disputes created  project inefficiencies.  Some other                                                                    
objectives  of  the  state for  the  project  included  open                                                                    
access, allowing  third parties  to develop  oil and  gas on                                                                    
the North  Slope to bring  more oil  and gas revenue  to the                                                                    
state.  She   announced  that  those  objectives   were  not                                                                    
necessarily  the  same  as the  producer's  objectives.  She                                                                    
stressed  that  the state  would  be  at  the mercy  of  the                                                                    
producers, if the state was not a part of the project.                                                                          
                                                                                                                                
Senator Dunleavy  remarked that there were  different models                                                                    
for various reasons. Ms. Poduval agreed.                                                                                        
                                                                                                                                
Senator  Dunleavy  surmised   that  the  integrated  project                                                                    
structure was  appropriate for Alaska, because  of the scale                                                                    
of the project.  Ms. Poduval stated that  it was appropriate                                                                    
for the scale and complexity of the project.                                                                                    
                                                                                                                                
Senator Dunleavy remarked that  there were other projects in                                                                    
the world  that used  the integrated project  structure, and                                                                    
the  concept of  alignment was  imbedded in  that structure.                                                                    
Ms.  Poduval  responded  that his  summation  was  generally                                                                    
true.                                                                                                                           
                                                                                                                                
Senator Dunleavy  wondered if  there were  integrated models                                                                    
that  were not  in  alignment. Ms.  Poduval  stated that  an                                                                    
integrated  model created  alignment, but  stressed that  it                                                                    
depended on the  parties who were a part  of that integrated                                                                    
project. She stated that  sometimes the integrated structure                                                                    
only included the sponsors, with no state involvement.                                                                          
                                                                                                                                
Co-Chair  Kelly  stated  that Senator  Dunleavy's  questions                                                                    
would be part of a very detailed presentation.                                                                                  
                                                                                                                                
6:21:13 PM                                                                                                                    
                                                                                                                                
Ms.  Poduval  addressed  slide   6,  "Criteria  Applied  for                                                                    
Evaluation of HOA Tie in to Royalty Study Recommendations."                                                                     
                                                                                                                                
     Improve Commercial Attractiveness                                                                                          
                                                                                                                                
     Preserve Value to the State                                                                                                
                                                                                                                                
     Manage Associated Risks                                                                                                    
                                                                                                                                
     Create Alignment Through Equity                                                                                            
                                                                                                                                
Ms.  Poduval  displayed   slide  7,  "HOA-Alignment  through                                                                    
Equity Participation." She shared  that there were different                                                                    
ways  that   the  HOA   created  alignment   through  equity                                                                    
participation. She shared the  different elements in the HOA                                                                    
to create alignment:                                                                                                            
                                                                                                                                
     Royalty Gas and Tax as Gas = State Gas Share                                                                               
                                                                                                                                
     State Gas Share = State Equity Share                                                                                       
                                                                                                                                
     State Equity Share Impacts State Investment and State                                                                      
     Revenues                                                                                                                   
                                                                                                                                
     State Holds Equity Along the Entire Supply Chain                                                                           
                                                                                                                                
     Commitments made in a Stage-gated Manner                                                                                   
          Current decisions focused on enabling pre-FEED                                                                        
                                                                                                                                
6:23:21 PM                                                                                                                    
                                                                                                                                
Ms.  Poduval   looked  at   slide  8,   "Improve  Commercial                                                                    
Attractiveness  of  AKLNG  Project." The  slide  showed  the                                                                    
impact on  the producer rate  of return on the  project. The                                                                    
blue bar  represented the producer  return under  the status                                                                    
quo. She  explained that "modified status  quo" assumed that                                                                    
there would be  something that needed to be  changed for gas                                                                    
from  a  fiscal  perspective,  before the  project  had  any                                                                    
chance of  progressing. She stated that  modified status quo                                                                    
assumed  that the  production credit,  similar  to what  was                                                                    
currently  applied on  oil, was  provided to  gas. The  blue                                                                    
portion assumed  a $5 per  barrel of oil  equivalent credit,                                                                    
and was also applied to  gas. She stressed that the modified                                                                    
status quo  was the "watermark" by  which the presentation's                                                                    
measurements were taken.                                                                                                        
                                                                                                                                
Ms. Poduval  highlighted slide 9,  "Preserve Value  to State                                                                    
from Royalty and Taxes."                                                                                                        
                                                                                                                                
     Obtain value in return for the state's incentives to                                                                       
     the project                                                                                                                
                                                                                                                                
     Preserve the state's expected revenues from the AKLNG                                                                      
     Project relative to an RIVE world without State equity                                                                     
     participation                                                                                                              
                                                                                                                                
Ms.  Poduval addressed  slide 10,  "Preserve Value  to State                                                                    
from Royalty and Taxes." She  explained that the slide was a                                                                    
forecast  of the  state's revenues  from the  AKLNG project,                                                                    
under  the modified  status quo.  It  showed SB  21, with  a                                                                    
production credit  for gas. She  pointed out the  total cash                                                                    
flows  on the  bottom of  the graph.  Under the  assumptions                                                                    
that were  built into the  graph, the state would  have made                                                                    
approximately $70  billion from  the LNG project.  The right                                                                    
side of  the chart  showed the breakdown  of the  cash flows                                                                    
and total revenues  to the state. She stated  that there was                                                                    
approximately  30 percent  of royalty;  approximately 40  of                                                                    
production  tax;  and the  remainder  was  property tax  and                                                                    
state corporate income tax.                                                                                                     
                                                                                                                                
6:29:42 PM                                                                                                                    
                                                                                                                                
Ms.  Poduval discussed  slide 11,  "Preserve Value  to State                                                                    
from Royalty  and Taxes."  She stated that  the slide  was a                                                                    
model  of what  the state's  revenues would  be with  equity                                                                    
participation.  She  remarked that  there  was  a period  of                                                                    
negative revenues,  which was the equity  participation. She                                                                    
stated that  the equity participation  meant that  the state                                                                    
was  investing in  the  project. She  pointed  out that  the                                                                    
bottom  line showed  that the  state made  approximately $72                                                                    
billion with the equity participation  over the time period.                                                                    
She announced  that the state  would make  approximately the                                                                    
same  amount that  it  would  without equity  participation,                                                                    
although it  was slightly different. She  explained that the                                                                    
make-up  of  the  revenue changed.  She  remarked  that  the                                                                    
royalty  value was  preserved, and  increased. The  property                                                                    
tax decreased,  because 25  percent of  the project  did not                                                                    
pay  property tax.  She pointed  out that  the property  tax                                                                    
decrease  was  compensated  by   the  project  ownership  of                                                                    
midstream revenues, which were  the returns that were earned                                                                    
from the investment in the mid-stream.                                                                                          
                                                                                                                                
Ms. Poduval  highlighted slide 12, "Preserve  Value to State                                                                    
from  Royalty   and  Taxes."  She  stated   that  the  slide                                                                    
represented  what might  be a  good range  for the  state to                                                                    
discuss equity participation in  the project: where it makes                                                                    
sense for the producers and  the state. She pointed out that                                                                    
there  were  so  many   uncertainties  associated  with  the                                                                    
project, so  it was difficult  to determine the  number that                                                                    
should  be  met.  She  remarked that  capital  cost  of  the                                                                    
project  and  the market  prices  impacted  the royalty  and                                                                    
production  tax earnings  to  the state.  The  point of  the                                                                    
chart was  to establish  a "ballpark"  of the  percentage of                                                                    
earnings  to the  state. This  was a  representation of  how                                                                    
much  equity  and  how  much  gas  was  needed  to  have  an                                                                    
arrangement  with  the producers  where  the  state was  not                                                                    
losing  value.  She  stated that  the  slide  had  different                                                                    
scenarios  of capital  costs and  market  prices. The  graph                                                                    
tried to solve for the  equity participation level where the                                                                    
revenues the  state would make without  equity participation                                                                    
would  match the  revenues that  the state  would make  with                                                                    
equity participation. She pointed out  the 24 percent at the                                                                    
center of  the graph. She  remarked that the  previous slide                                                                    
assumed 25  percent equity participation, and  the number at                                                                    
the bottom  was slightly better  than the status  quo number                                                                    
of $68  billion. If there was  a model of 24  percent equity                                                                    
participation,  those numbers  should have  been equal.  She                                                                    
stressed  that   the  chart  of   slide  12   reflected  the                                                                    
percentage of equity where the  status quo and revenues were                                                                    
equal. She  stressed that 20  to 30 percent seemed  like the                                                                    
right area for  the state to participate with  equity in the                                                                    
project.                                                                                                                        
                                                                                                                                
6:35:49 PM                                                                                                                    
                                                                                                                                
Ms. Poduval  displayed slide  13, "Gross  Tax Rate  Sets the                                                                    
Total State  Gas Share and Equity  Participation." The level                                                                    
of  equity participation  would be  determined by  the gross                                                                    
tax  that the  legislature would  decide. She  stressed that                                                                    
the royalty was somewhat fixed  at or around 13 percent. The                                                                    
share of  the gas was equal  to the share of  equity, so the                                                                    
variable  was how  much  tax gas  was  taken. The  different                                                                    
levels of  gas tax  determined the  percentages of  share of                                                                    
equity  in the  project.  The  gross gas  share  must be  14                                                                    
percent  to  achieve  a  25  percent  equity  share  in  the                                                                    
project.                                                                                                                        
                                                                                                                                
Ms.  Poduval looked  at  slide 14,  "Manage  Risks -  Equity                                                                    
Investment  Helps  to  Hedge   Price  Exposure."  The  first                                                                    
highlighted  risk  was  price exposure.  She  stressed  that                                                                    
price was the first and  biggest risk factor to the project.                                                                    
It was a main driver of  the revenues that the project would                                                                    
incur.  The  graph showed  the  different  levels of  market                                                                    
variables and  uncertainties. She stated that  the slide was                                                                    
intended to  understand the total  cash flows to  the state.                                                                    
She  pointed out  the far  left bars  corresponded to  a low                                                                    
price environment.  She stressed  that the state  would earn                                                                    
more   with  equity   participation   than  without   equity                                                                    
participation under a low price  scenario. She stressed that                                                                    
equity  participation  dampened  the state's  risk  exposure                                                                    
under a  low price environment.  She stressed that,  under a                                                                    
high price environment, the state's  revenues would be lower                                                                    
with state  participation than without  state participation.                                                                    
She  announced   that,  in  general,   equity  participation                                                                    
flattened the state's revenue profile.  It was driven by the                                                                    
fact that  part of  the state's  revenues were  dependent on                                                                    
what  was earned  in the  midstream, and  the return  on the                                                                    
investment.  She stressed  that those  driving factors  were                                                                    
not price sensitive.                                                                                                            
                                                                                                                                
6:40:31 PM                                                                                                                    
                                                                                                                                
Ms.  Poduval displayed  slide 15,  "Manage  Risks -  Capital                                                                    
Cost Exposure Reduced through TC Participation."                                                                                
                                                                                                                                
     Highest risk exposure is prior to project start when                                                                       
     cash calls are not supported by project revenues                                                                           
                                                                                                                                
     TransCanada (TC) participation allows State to retain                                                                      
     20 to 25 percent of gas share while being responsible                                                                      
     for only 13 to 18 percent of the upfront costs                                                                             
                                                                                                                                
     This is especially important if cost overruns occur on                                                                     
     project                                                                                                                    
                                                                                                                                
Ms.  Poduval addressed  slide 16,  "Manage  Risks -  Capital                                                                    
Cost Exposure  Reduced through TC Participation."  The slide                                                                    
showed  what the  state's total  investment  in the  project                                                                    
would be, if  it went alone and  partnered with TransCanada.                                                                    
She stated that the left  side showed the midway estimate of                                                                    
the project  at $45  million. She stated  that participation                                                                    
with TransCanada  reduced the  deal upfront  cash investment                                                                    
by approximately  $3 billion.  The right  side of  the graph                                                                    
assumed a cost overrun, and  showed that it would reduce the                                                                    
state's investment in the project by $4 billion.                                                                                
                                                                                                                                
Ms.  Poduval  discussed slide  17,  "Manage  Risks -  Reduce                                                                    
Potential Loss of Value through RIK."                                                                                           
                                                                                                                                
     HOA includes intent of producers  to offer to negotiate                                                                    
     separately   to  market   State's   share   of  gas   -                                                                    
     proportional  to  each  producer's  share  of  producer                                                                    
     capacity                                                                                                                   
                                                                                                                                
     SOA only obligated to elect RIK if the producers make                                                                      
     "satisfactory arrangements for disposition of the                                                                          
     state's share of LNG"                                                                                                      
                                                                                                                                
     SOA would benefit from producers marketing expertise                                                                       
     rather than competing with them                                                                                            
                                                                                                                                
          Could recreate marketing benefit of RIV                                                                               
                                                                                                                                
6:46:54 PM                                                                                                                    
                                                                                                                                
Ms. Poduval  looked at slide  18, "Manage Risks  - Structure                                                                    
of Participation."  She stressed  that, in theory,  it seems                                                                    
like   a  good   idea   for  the   state   to  have   equity                                                                    
participation, because  everyone has  an equal share  of the                                                                    
gas and equity.  She remarked that the details  of the terms                                                                    
could either  help the state achieve  its various objectives                                                                    
or  not. She  stated  that the  state's objectives  included                                                                    
enabling  access,  enabling  project expansion,  and  having                                                                    
access to  information. The HOA included  different elements                                                                    
that  focus  on  how  to achieve  the  objectives.  The  HOA                                                                    
contemplated  a framework  of a  project  within a  project,                                                                    
where  the  state's   share  of  the  project   could  be  a                                                                    
considered  a  separate  project.  The  state,  through  its                                                                    
negotiations with  TransCanada, can  set its own  tariff for                                                                    
that part of  the project. The state can expand  its part of                                                                    
the project,  and the  pro-expansion principles  outlined in                                                                    
the  HOA state  that any  party can  expand the  project, as                                                                    
long as it's not to the  detriment of what the other parties                                                                    
achieve   from  the   project.   She   announced  that   the                                                                    
combination  of the  state and  TransCanada  can solicit  an                                                                    
expansion in the project.                                                                                                       
                                                                                                                                
Senator Dunleavy looked at slide  4, and remarked that there                                                                    
was capital commitment at various  steps of the project. Ms.                                                                    
Poduval agreed.                                                                                                                 
                                                                                                                                
6:50:56 PM                                                                                                                    
                                                                                                                                
Senator  Dunleavy stressed  that  each step  costs money  to                                                                    
keep the  project going. Ms.  Poduval explained that  it was                                                                    
consistent with  how these types of  large projects develop.                                                                    
The state's  investment was  part of  what made  the project                                                                    
attractive   to  producers.   She  pointed   out  that   the                                                                    
producers'  participation  was  significant,  and  would  be                                                                    
contributing 75  to 80 percent  of the project  cost through                                                                    
each  stage of  the process.  She stressed  that all  of the                                                                    
elements of the HOA should  be considered principles, so the                                                                    
project was currently a work in progress.                                                                                       
                                                                                                                                
Senator  Dunleavy wondered  if there  were four  partners or                                                                    
five partners  in the project.  He specifically  wondered if                                                                    
TransCanada   and  the   state  were   sharing  a   singular                                                                    
partnership.  Ms. Poduval  replied that  the parties  in the                                                                    
HOA were  ConocoPhillips, ExxonMobil,  BP, the  state, AGDC,                                                                    
and TransCanada.                                                                                                                
                                                                                                                                
Senator Dunleavy asked  for her to restate  that answer. Ms.                                                                    
Poduval responded  with ConocoPhillips, ExxonMobil,  BP, the                                                                    
state, AGDC, and TransCanada.                                                                                                   
                                                                                                                                
Senator  Dunleavy  surmised  that there  were  six  separate                                                                    
partners in the arrangement. Ms. Poduval agreed.                                                                                
                                                                                                                                
Co-Chair Kelly wondered if the  state, AGDC, and TransCanada                                                                    
were considered  a collective  partner. Ms.  Poduval replied                                                                    
that   the  six   parties  that   she  mentioned   were  the                                                                    
signatories to the HOA. She  stated that the arrangement was                                                                    
that each  producer would  have their own  share of  the gas                                                                    
and midstream;  the state would  have its own  share through                                                                    
AGDC; and TransCanada would  participate through the state's                                                                    
equity   participation.   The   state  would   bequeath   to                                                                    
TransCanada a portion of its equity in GDP and pipeline.                                                                        
                                                                                                                                
Senator Bishop  felt that  the participation  of TransCanada                                                                    
should  be   considered  a  "joint  venture."   Ms.  Poduval                                                                    
responded that  she did not  want to misrepresent  the legal                                                                    
terms that were used for the project.                                                                                           
                                                                                                                                
Senator   Dunleavy    surmised   that   there    were   four                                                                    
participants,  but   possibly  six  entities.   Ms.  Poduval                                                                    
agreed.                                                                                                                         
                                                                                                                                
Vice-Chair Fairclough  asked for more  information regarding                                                                    
the use of  the word "bequeath." Ms.  Poduval responded that                                                                    
the  state  will assign  a  portion  of the  equity  through                                                                    
TransCanada.                                                                                                                    
                                                                                                                                
Vice-Chair Fairclough  asked for more  information regarding                                                                    
the value to the state.                                                                                                         
                                                                                                                                
6:56:27 PM                                                                                                                    
                                                                                                                                
Ms. Poduval  highlighted slide 19, "HOA  Score Card Relative                                                                    
to Criteria."                                                                                                                   
                                                                                                                                
     Alignment Through Equity                                                                                                   
                                                                                                                                
          Equity Participation  Along Supply  Chain; Royalty                                                                    
          and tax as share of gas                                                                                               
                                                                                                                                
     Improve Commercial Attractiveness                                                                                          
                                                                                                                                
          Increases  Producer  IRR  Shares/Reduces  Producer                                                                    
          Risk                                                                                                                  
                                                                                                                                
     Preserve Value to the State                                                                                                
          State  could  be  Cash Flow  Neutral  relative  to                                                                    
          status quo depending on final equity share                                                                            
                                                                                                                                
     Manage Risks                                                                                                               
                                                                                                                                
          Price Exposure: Equity  Participation in midstream                                                                    
          dampens exposure to prices                                                                                            
                                                                                                                                
          Capital  Costs:  TC participation  lowers  State's                                                                    
         cash calls prior to commercial operation                                                                               
                                                                                                                                
          RIK  Marketing: HOA  reflects intent  of Producers                                                                    
          to negotiate to market State's share of gas                                                                           
                                                                                                                                
          Structure  of  Participation:   Project  within  a                                                                    
          project,  Stage gated  commitments, Access  & pro-                                                                    
          expansion principles, Access to information                                                                           
                                                                                                                                
JASON DE  STIGTER, SENIOR CONSULTANT, NATURAL  GAS AND POWER                                                                    
FUELS  GROUP, BLACK  AND VEATCH  MANAGEMENT CONSULTING  (via                                                                    
teleconference),  stated   that  he  had  nothing   more  to                                                                    
contribute to  the conversation, and was  only available for                                                                    
questions.                                                                                                                      
                                                                                                                                
Co-Chair Kelly discussed housekeeping.                                                                                          
                                                                                                                                
ADJOURNMENT                                                                                                                   
7:01:50 PM                                                                                                                    
                                                                                                                                
The meeting was adjourned at 7:01 p.m.                                                                                          
                                                                                                                                
                                                                                                                                

Document Name Date/Time Subjects
021914 Bill White - Early planningArcticGasGov.docx SFIN 2/19/2014 5:00:00 PM
Alaska Natural Gas
021914 BV Presentation to Senate Finance Committee 021914V1.pdf SFIN 2/19/2014 5:00:00 PM
Alaska Natural Gas
021914 Senate Finance testimony February 19 2014 - Larry Persily.pdf SFIN 2/19/2014 5:00:00 PM
Alaska Natural Gas