Legislature(2015 - 2016)BUTROVICH 205

01/28/2015 03:30 PM Senate RESOURCES


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03:29:51 PM Start
03:30:12 PM Update on the Status of Aklng Project by Legislative Consultants Enalytica
04:59:38 PM Adjourn
* first hearing in first committee of referral
+ teleconferenced
= bill was previously heard/scheduled
+ Overview on Status of Alaska LNG Project by TELECONFERENCED
enalytica
-- Testimony <Invitation Only> --
                    ALASKA STATE LEGISLATURE                                                                                  
              SENATE RESOURCES STANDING COMMITTEE                                                                             
                        January 28, 2015                                                                                        
                           3:29 p.m.                                                                                            
                                                                                                                                
MEMBERS PRESENT                                                                                                               
                                                                                                                                
Senator Cathy Giessel, Chair                                                                                                    
Senator Mia Costello, Vice Chair                                                                                                
Senator John Coghill                                                                                                            
Senator Peter Micciche                                                                                                          
Senator Bert Stedman                                                                                                            
Senator Bill Wielechowski                                                                                                       
                                                                                                                                
MEMBERS ABSENT                                                                                                                
                                                                                                                                
Senator Bill Stoltze                                                                                                            
                                                                                                                                
OTHER LEGISLATORS PRESENT                                                                                                     
                                                                                                                              
Representative Kreiss-Tomkins                                                                                                 
                                                                                                                                
COMMITTEE CALENDAR                                                                                                            
                                                                                                                              
Update on the Status of the AKLNG Project by Legislative                                                                        
Consultants Enalytica                                                                                                           
                                                                                                                                
     - HEARD                                                                                                                    
                                                                                                                              
PREVIOUS COMMITTEE ACTION                                                                                                     
                                                                                                                                
No previous action to record                                                                                                    
                                                                                                                                
WITNESS REGISTER                                                                                                              
                                                                                                                                
JANAK MAYER, Partner                                                                                                            
Enalytica Energy Consultants                                                                                                    
Consultants for the Legislature                                                                                                 
POSITION STATEMENT: Provided update of the AKLNG Project issues.                                                              
                                                                                                                                
NIKOS TSAFOS, Partner                                                                                                           
Enalytica Energy Consultant                                                                                                     
Consultants for the Legislature                                                                                                 
POSITION STATEMENT: Provided update of the AKLNG Project issues.                                                              
                                                                                                                                
ACTION NARRATIVE                                                                                                              
                                                                                                                                
3:29:51 PM                                                                                                                    
CHAIR  CATHY   GIESSEL  called   the  Senate  Resources   Standing                                                            
Committee meeting  to order  at 3:29 p.m.  Present at the  call to                                                              
order were Senators Costello and Chair Giessel.                                                                                 
                                                                                                                                
3:30:12 PM                                                                                                                    
SENATOR WIELECHOWSKI joined the committee.                                                                                      
                                                                                                                                
^Update   on  the   Status  of   AKLNG   Project  by   Legislative                                                              
Consultants Enalytica                                                                                                           
 Update on the Status of AKLNG Project by Legislative Consultants                                                           
                           Enalytica                                                                                        
                                                                                                                                
3:30:23 PM                                                                                                                    
                                                                                                                                
CHAIR  GIESSEL announced  the continuation  of  the AKLNG  Project                                                              
update by enalytica starting with confidentiality.                                                                              
                                                                                                                                
3:30:57 PM                                                                                                                    
SENATOR MICCICHE joined the committee.                                                                                          
                                                                                                                                
CHAIR  GIESSEL  said  yesterday  she learned  of  a  union  entity                                                              
called the  Confidential Employees'  Association; it  is comprised                                                              
of  folks  that  manage  payroll  information  and  their  average                                                              
salaries  are around  $55,000  a  year. It  is  one  of the  union                                                              
entities that the  state negotiates with. She then  welcomed Janak                                                              
Mayer and Nikos Tsafos.                                                                                                         
                                                                                                                                
3:31:21 PM                                                                                                                    
JANAK   MAYER,    Partner,   Enalytica,   consultants    for   the                                                              
Legislature, introduced himself."                                                                                               
                                                                                                                                
NIKOS   TSAFOS,   Partner,   Enalytica,    consultants   for   the                                                              
Legislature,   recapped   that   a   major   distinction   between                                                              
confidentiality  during a negotiation  and confidentiality  of the                                                              
agreements  at the  end of  a negotiation  and he  wanted to  talk                                                              
about  both  issues. But,  he  said  the  first and  most  crucial                                                              
question for  the legislature  to answer  is how much  information                                                              
it needs to pull the trigger.                                                                                                   
                                                                                                                                
He said  LNG projects  generate tons of  information: a  sales and                                                              
purchase  agreement can  be  anywhere from  50-100  pages and  the                                                              
state  may   have  three   or  four   of  those,  an   engineering                                                              
procurement  and construction  contract could  be about  1300-1500                                                              
pages, and  loan agreements  could be 10s  or 100s of  pages. Most                                                              
companies will  be happy  to make a  lot of information  available                                                              
publically  but  some  will  be  kept  private  especially  around                                                              
pricing.                                                                                                                        
                                                                                                                                
For an analogy,  they looked at the Norwegian  Snohvit LNG Project                                                              
to see  what kind  of information  the Parliament  needed  to give                                                              
approval  to it.  He  couldn't find  any  mention  of the  precise                                                              
pricing that  Snohvit LNG was selling  the gas for, but  there was                                                              
an  estimate  of  how  much  money  it  was  going  to  make,  the                                                              
sensitivity  of  how  much  money  it  was  going  to  make  under                                                              
different  scenarios,  and the  expected  rate  of return  to  the                                                              
state. Two  state-owned companies  were involved  and Norway  used                                                              
different ways of regulating and monitoring them.                                                                               
                                                                                                                                
3:34:31 PM                                                                                                                    
SENATOR COGHILL joined the committee.                                                                                           
                                                                                                                                
MR.  TSAFOS said  the  sooner  legislators know  what  information                                                              
they need  and get  it, the easier  it will be  to give  the green                                                              
light to  authorize the  $6-15 billion that  might be  required to                                                              
fund its  part of  the project,  and the  administration needs  to                                                              
know that these agreements will become public at some point.                                                                    
                                                                                                                                
MS. TSAFOS said  the second broad question he would  ask speaks to                                                              
process  and the  end  result: are  you willing  to  give up  some                                                              
flexibility for  having more  transparency? For example,  Cheniere                                                              
Energy that is developing  an LNG project in the  Lower 48, is the                                                              
only company  that has  taken final  investment decision  (FID) on                                                              
an  LNG project  where a  member of  the public  can access  every                                                              
single  LNG contract  that they  signed. There  are some  specific                                                              
reasons for  that, which is  that they  were selling in  the Lower                                                              
48 and  it was  a new pricing  system, and  they wanted  people to                                                              
buy into the pricing  system, so they had to be  a little bit more                                                              
transparent.                                                                                                                    
                                                                                                                                
3:37:20 PM                                                                                                                    
On  process,  the  idea  in SB  138  is  that  the  administration                                                              
negotiates, but the  legislature has the ability  to provide input                                                              
to make sure  the administration doesn't negotiate  something that                                                              
has no  hope of  passing the  legislature, and  that this  happens                                                              
both  in  public  meetings  as well  as  executive  sessions.  But                                                              
really at the  end of the day,  SB 138 said any agreement  that is                                                              
in effect  for more than  two years it has  to be reviewed  by the                                                              
legislature.                                                                                                                    
                                                                                                                                
That  process seems  to have  a lot of  merit, but  it forces  the                                                              
administration to  negotiate on the  front page of  the newspaper,                                                              
which also  makes it very difficult,  because there is  no ability                                                              
to sort of trade  and achieve the State's objectives  over a range                                                              
of  issues. It's  worth  making sure  that  those agreements  when                                                              
they come  back to  the legislature  are going  to be  100 percent                                                              
available  to the  public or  not.  He explained  that a  contract                                                              
could be fully  available except for the price  and some sensitive                                                              
clauses, which can be gotten in other ways.                                                                                     
                                                                                                                                
3:40:01 PM                                                                                                                    
SENATOR  COSTELLO   said  that   several  commissioners   will  be                                                              
involved in  negotiating a contract  and asked if they  choose not                                                              
to sign  a confidentiality agreement  (CA) would that put  them at                                                              
a disadvantage.                                                                                                                 
                                                                                                                                
MR. MAYER answered  that depends on a lot of  different variables;                                                              
one should  distinguish between  their role and  any CA  they sign                                                              
and the  CAs individual legislators  have with the  administration                                                              
to  enable them  to share  things  with legislators  that may  not                                                              
necessarily  be about  company proprietary  information but  about                                                              
the  State's negotiating  position.  The administration  needs  to                                                              
work  out the  details  of understanding  how  much  of the  final                                                              
information they need  to make a decision can  be obtained without                                                              
that.  There is  no single  answer.  He personally  would want  to                                                              
have the best information available to him to make a decision.                                                                  
                                                                                                                                
3:42:30 PM                                                                                                                    
SENATOR GIESSEL  recognized Representative  Kreiss-Tomkins  in the                                                              
audience.                                                                                                                       
                                                                                                                                
MR. MAYER  remarked on the tight  timeframe that was set  out last                                                              
year  and  that there  is  a  lot  of work  particularly  for  the                                                              
administration to do over the next 12 months.                                                                                   
                                                                                                                                
He  said the  AKLNG  Project goes  through  three big  stage-gated                                                              
phases  that lead up  to eventual  construction  in the middle  of                                                              
the  next  decade:  pre-front end  engineering  and  design  (pre-                                                              
FEED),   front   end   engineering    and   design   (FEED),   and                                                              
construction.  Pre-FEED is  where all of  the detailed  conceptual                                                              
work  of  what  the  project  will  look  like  is  done  from  an                                                              
engineering,  technical,  financial,  and  commercial  perspective                                                              
(defining the  exact route  of the pipeline,  defining all  of the                                                              
different technologies  that would be involved in  everything from                                                              
the  gas  treatment  plant (GTP)  and  processing  to  compression                                                              
stations on the  pipeline to the liquefaction project  itself, and                                                              
details  about where  things will  be sourced  from), starting  to                                                              
much more narrowly  define what the project looks  like, and going                                                              
from  the  initial estimate  of  $45-65  billion  to a  much  more                                                              
tightly bound estimate based on everything specified.                                                                           
                                                                                                                                
When that  process is  completed, one  eventually reaches  a stage                                                              
gate where  all the  partners need  to sit down,  look at  all the                                                              
work that has  been done and decide  on whether or not  to move on                                                              
to the next  stage of spending  money and refining the  project (a                                                              
more detailed  specification of  every last  flange and  valve and                                                              
equipment  component  of the  entire  project  that ends  up  with                                                              
pages of precise  documentation, blueprints, and all  the rest) to                                                              
be  the  basis  for  what is  put  out  to  bid  for  engineering,                                                              
procurement,  and construction.  Eventually, all  of that  work is                                                              
completed and it's  time for a Final Investment  Decision (FID) to                                                              
be made on the  project. Then there is another four  or five years                                                              
of  construction before  the  project comes  on  line. During  the                                                              
entire process,  countless other  activities need  to be  going on                                                              
hand-in-hand.                                                                                                                   
                                                                                                                                
MR.  MAYER   explained  that  during   the  pre-FEED   stage,  for                                                              
instance, all of  the parties including quite likely  the State of                                                              
Alaska (SOA) will  be looking at marketing their share  of the gas                                                              
from  the  project.  That  starts  out  with  high  level  initial                                                              
meetings  -  getting  participants  in  the market  aware  of  the                                                              
project and  interested - and  eventually signing  high-level non-                                                              
binding agreements,  Memoranda of  Understand (MOU), and  Heads of                                                              
Agreement (HOA) to  spell out what a potential  future binding gas                                                              
purchase agreement might look like.                                                                                             
                                                                                                                                
3:47:52 PM                                                                                                                    
SENATOR STEDMAN joined the committee.                                                                                           
                                                                                                                                
MR. MAYER  said the  FEED process is  about steadily  signing more                                                              
binding   HOAs   and  eventually   signing   sale   and   purchase                                                              
agreements. By and  large, by the time the FID is  made, a good 70                                                              
percent to fully  all of the gas  for the project from  all of the                                                              
partners  is  likely  to  be  contracted  through  firm  sale  and                                                              
purchase agreements,  because part  of reaching  FID is  lining up                                                              
the  financing  that  is  enabled   by  those  binding,  long-term                                                              
contracts  to sell  the gas.   That  said,  there may  be a  small                                                              
tranche of unsold  LNG and possible during the  construction phase                                                              
there would be additional negotiations for additional buyers.                                                                   
                                                                                                                                
On  the financing  front  a  lot is  to  be determined  about  how                                                              
financing  for all  the  different partners  works,  each of  them                                                              
individually or together  through some form of  joint venture. The                                                              
state  needs  to  grapple  with some  specific  questions  on  the                                                              
financing front over the next 12 months.                                                                                        
                                                                                                                                
Once  FID  has  been taken  and  during  the  construction  phase,                                                              
further financing  will be  brought on,  because the risk  profile                                                              
of the project  falls and financing becomes cheaper.  He explained                                                              
that some tranches  of financing are ordinarily  signed during the                                                              
construction phase  because it would be  cheaper to do  so than at                                                              
FID and it's not  required for FID. Once the project  is itself on                                                              
line,  there may be  refinancing  of earlier  tranches of  debt or                                                              
other parts  of the capital structure  that could be  made cheaper                                                              
either  because of  changes in  market conditions  or because  the                                                              
project is now on line and therefore substantially de-risked.                                                                   
                                                                                                                                
He said the  project's ownership and structure  will likely change                                                              
numerous times  during the next  decade. Any number  of comparable                                                              
projects  in  the  world  are very  different  at  various  points                                                              
before it actually comes on line.                                                                                               
                                                                                                                                
3:52:00 PM                                                                                                                    
Roughly a half billion  dollars needs to be spent  during the pre-                                                              
FEED stage  and $1.5-2  million more for  FEED; eventually  at FID                                                              
is  when the  real money  is committed.  The  state's share,  with                                                              
TransCanada  involved is  about $50  million for  its share  of 25                                                              
percent  of a  liquefaction  project for  the  overall project  to                                                              
reach  pre-FEED,  then around  $200  million  more for  FEED;  and                                                              
depending on TransCanada's  involvement, the state  might want its                                                              
own share  of 25  percent in  the gas  treatment and pipeline  and                                                              
then will be on the hook for substantially more.                                                                                
                                                                                                                                
3:54:39 PM                                                                                                                    
The agenda  for the  next 12-18 months  is ambitious  and daunting                                                              
to get to FID decision on time and involves:                                                                                    
-Technical: Driving down costs, route, location, etc.                                                                           
-Commercial:   Domestic   gas,   off-take   and   balancing,   LNG                                                              
disposition, financing                                                                                                          
-Organizational: Joint-venture agreements, lease modifications                                                                  
-Fiscal: Form of fiscal stabilization, property tax                                                                             
-Regulatory:   Progress   towards   export   approval   and   FERC                                                              
permitting process                                                                                                              
                                                                                                                                
3:56:56 PM                                                                                                                    
On the  commercial front the  state will  need to negotiate  a lot                                                              
of  agreements  on  domestic  gas,  off-take  and  balancing,  LNG                                                              
disposition, and  financing - all  of which have  implications for                                                              
the  legislature  that may  need  to  think  about some  of  those                                                              
sooner rather than later.                                                                                                       
                                                                                                                                
For  instance, it  will have  to  think about  how large  projects                                                              
like  this  impact  the market  for  domestic  gas,  about  market                                                              
structure  and regulation  for  a domestic  gas  market when  this                                                              
mega  project   is  part  of  it,   and  about  how   the  project                                                              
participates  in  the  domestic  gas market.  The  questions  are:                                                              
whose  obligation it  is to provide  gas to  the domestic  market,                                                              
how much,  and will it  come out of the  state's share of  the gas                                                              
or be more broadly borne by all of the partners in the project.                                                                 
                                                                                                                                
MR.  MAYER  said  if  the state  can  reach  a  point  where  it's                                                              
comfortable  with a  range of things  that need  to come  together                                                              
for  it to  take  its  royalty and  tax  entitlement  as gas,  the                                                              
structure would be  one where the state had roughly  25 percent of                                                              
the equity in the  entire project and took 25 percent  of the gas.                                                              
The basic  idea here  is that each  partner has  a measure  of the                                                              
gas and is  contributing their share  of the costs and  each being                                                              
able to  operate for  many purposes  almost independently  of each                                                              
other.                                                                                                                          
                                                                                                                                
3:58:46 PM                                                                                                                    
SENATOR  STEDMAN  asked if  there  had  been  some change  in  the                                                              
relationship with TransCanada since last April.                                                                                 
                                                                                                                                
MR.  MAYER  answered   no;  the  state  signed   a  memorandum  of                                                              
understanding  (MOU)  with  TransCanada  to hold  the  state's  25                                                              
percent share  in the pipeline and  gas treatment plant  while the                                                              
state retains  its full  25 percent  of the liquefaction  project.                                                              
At the  moment this  means  when it comes  to cash  calls for  the                                                              
actual work being  done, the relevant part of the  $125 million in                                                              
total  for the  state's full  25  percent in  everything is  being                                                              
funded  by TransCanada  and  they are  contributing  all of  their                                                              
technical capability into that process.                                                                                         
                                                                                                                                
SENATOR STEDMAN  said he  was under the  impression that  it would                                                              
be very  difficult to totally buy  out TransCanada, but  he wanted                                                              
to know if  the State has the  option to completely take  them out                                                              
of the picture if it wants.                                                                                                     
                                                                                                                                
MR.  MAYER answered  that  the state  had not  yet  signed a  firm                                                              
transportation  services  agreement  (FTSA) with  TransCanada;  at                                                              
some point  that agreement  will be  negotiated and finalized  and                                                              
either  approved or  not.  If the  state wants  to  go ahead  with                                                              
this, the  firm transportation  services  agreement is signed  and                                                              
at  that point  a  completely binding  commitment  will have  been                                                              
made  with  TransCanada  under which  they  will  operate  through                                                              
FEED, construction,  and eventual  operation the state's  share in                                                              
the GTP  and the  pipeline, and  receive a  tariff from  the state                                                              
for its  share of gas  in return.  Until that firm  transportation                                                              
services   agreement   is   signed  there   isn't   that   binding                                                              
commitment.                                                                                                                     
                                                                                                                                
If the firm  TSA is signed, the  state has a right to  exercise an                                                              
option  to buy  back in  at 40  percent  of TransCanada's  overall                                                              
share. So, the state  would continue to have some  of both capital                                                              
calls to  contribute to that  share of  the project and  the share                                                              
of revenues  that come  from it. So,  two separate decisions  have                                                              
to occur  at the  same time:  one being,  does the  state wish  to                                                              
continue with  that structure by  signing the firm  transportation                                                              
services agreement  and the other being  if it does, does  it want                                                              
TransCanada to  bear the full  25 percent or  does it want  to buy                                                              
back in  and reimburse  TransCanada for  costs associated  with 40                                                              
percent of that 25 percent share of the two components.                                                                         
                                                                                                                                
4:03:37 PM                                                                                                                    
For the state to  reach the point of deciding whether  to take its                                                              
royalty and  its tax entitlement  as gas a  lot of things  have to                                                              
come  together:  whether  the  risks  can  be  adequately  managed                                                              
through  a range  of  proposed contracts.  One  of the  agreements                                                              
that is  going to be  crucial to  understanding whether  the risks                                                              
are managed or  not will be the off-take and  balancing agreement.                                                              
The reason  is that  under this  proposed structure, everyone  has                                                              
an equal  share of the  gas and the pipe,  but the one  thing that                                                              
isn't the same  among all players is the up-stream  component. The                                                              
state would  not have a  share of the  up-stream; it  would simply                                                              
have a share of  the gas through its royalty  and tax entitlement.                                                              
It would not be an operator of either field.                                                                                    
                                                                                                                                
MR.  MAYER  recapped  that there  are  four  different  high-level                                                              
partners: two  are operators, a  third partner is an  equity owner                                                              
in both projects,  and then the  state that has an  entitlement to                                                              
the gas but does  not have either a working interest  ownership or                                                              
operatorship. To  the extent that  implicit in taking  royalty and                                                              
tax in kind is  incurring a bunch of obligations  to other counter                                                              
parties,  in  particular,  counter  parties  that  the  state  has                                                              
signed  a firm  binding purchasing  agreement with  binds them  to                                                              
purchasing given  quantities of LNG,  but also binds the  state to                                                              
meeting  certain requirements  in terms  of the  amount of  LNG it                                                              
can deliver  and the  schedule for  doing so.  The state  needs to                                                              
make sure  it can  meet those  obligations given  a wide  range of                                                              
circumstances  that could  occur on  the up-stream:  if there  are                                                              
outages, what  it means  in terms of  a financial perspective  and                                                              
its obligations with  other parties, if there is a  failure of one                                                              
field or one part of a field to deliver.                                                                                        
                                                                                                                                
Part of what needs  to be understood by the time  that decision is                                                              
made is  how disposition of  the state's gas  is going to  work. A                                                              
wide range  of things could  be done: SB  138 talks about  as part                                                              
of a  royalty in kind  decision being  made the producers  needing                                                              
to show  that they are  willing to sell  the state's gas  on terms                                                              
as advantageous as they receive.                                                                                                
                                                                                                                                
4:06:53 PM                                                                                                                    
Another option is  seeking expressions of interest  by putting out                                                              
a tender  to major producers and  to other major players  who will                                                              
buy the  state's share  of gas in  total, or  in fact  starting up                                                              
and  mounting its  own  LNG  marketing operation  and  contracting                                                              
directly with  buyers in  Asia. Decisions  about how those  things                                                              
could  work need to  be made  and how  those possible  commitments                                                              
work  in  with  off-take  and  balancing  agreements  need  to  be                                                              
understood before deciding to take royalty in kind.                                                                             
                                                                                                                                
MR. MAYER  stated that  a range of  decisions about  financing and                                                              
how the state meets  its equity share need to be  made. One of the                                                              
crucial  things to  understand is  going  to be  what the  state's                                                              
financial capacity  is to do  all this. There  is a wide  range of                                                              
ways  the  state could  meet  that  commitment  both in  terms  of                                                              
equity  (recurrent revenues,  Permanent  Fund (PF)  distributions,                                                              
leveraging the  assets of the  PF and other  assets of  the state)                                                              
and debt.                                                                                                                       
                                                                                                                                
He  said these  things will  become  very important  for both  the                                                              
administration  and the legislature  to consider  sooner  than one                                                              
might think,  because at  the moment  under the agreements  signed                                                              
last year, the state  has to come back with a  firm transportation                                                              
services agreement  with TransCanada  and the question  of whether                                                              
it exercises  its option in  the pipeline  and GTP portion  of the                                                              
project by  October 2015. Signing  the agreement  with TransCanada                                                              
implies  the  state  is  saying  it  has  molecules  to  transport                                                              
through  a  pipeline,  which  requires knowing  if  it  will  take                                                              
royalty in  value or in  kind. The state  should know how  it will                                                              
raise  its equity  and how  much it will  cost and  how that  will                                                              
compare to  TransCanada's  involvement and  the cost of  financing                                                              
involved in paying a tariff instead of to TransCanada.                                                                          
                                                                                                                                
4:10:44 PM                                                                                                                    
TransCanada  brings  a  lot  of   benefits  to  the  table:  their                                                              
technical  expertise  and  the   possibility  of  them  being  the                                                              
operator  of  the GTP  and  the  pipeline as  an  expansion-minded                                                              
party  whose interests  may in many  cases align  better with  the                                                              
state than the other  producers. They also come to  the table with                                                              
a certain cost in terms of the tariff they would charge.                                                                        
                                                                                                                                
SENATOR STEDMAN asked him to explain the deadline in the fall.                                                                  
                                                                                                                                
MR.  MAYER  answered that  that  timeline  is prefaced  on  target                                                              
dates  for  going  from  pre-FEED  to  FEED,  and  the  fact  that                                                              
TransCanada as a  partner is also contributing  enormous resources                                                              
of its own, the  financial aspect of which would  be reimbursed if                                                              
the  state  didn't proceed,  but  a  lot  of management  time  and                                                              
effort  and other  things  that  for the  moment  it's willing  to                                                              
commit  to this  project  on  the good  faith  that  the state  is                                                              
interested  in them  being involved  in the  full project  further                                                              
down the line.                                                                                                                  
                                                                                                                                
But at some  point, the state has  to make the firm  commitment so                                                              
that  TransCanada can  continue  with that  security  or not.  The                                                              
stage  gate between  pre-FEED  and FEED  is  quite reasonably  the                                                              
point at which that  is set. He didn't know if  that date could be                                                              
extended,  but  then  the  whole  timeline for  the  rest  of  the                                                              
project would  be pushed  out, as well  as requiring  further good                                                              
faith from  TransCanada that  they can  keep contributing  to this                                                              
project without the FTSA that they really need at some point.                                                                   
                                                                                                                                
4:13:41 PM                                                                                                                    
SENATOR WIELECHOWSKI  asked if legislators needed  to consider any                                                              
fundamental changes since SB 138 was passed.                                                                                    
                                                                                                                                
MR.  TSAFOS answered  "not yet."  But  this project  will be  very                                                              
difficult to  do in  today's commodity  environment. If  it really                                                              
takes $50-60  billion to bring on  the North Slope to  the market,                                                              
it's not clear  that changing the structure will  make the project                                                              
more economic.  So, the  ultimate question is  whether or  not the                                                              
commodity environment  persists and if so, that would  pose a real                                                              
challenge to the project.                                                                                                       
                                                                                                                                
SENATOR WIELECHOWSKI asked if people would know by October.                                                                     
                                                                                                                                
MR. MAYER  noted the  changes in  the commodity price  environment                                                              
in just  the last five  years and told them  to bear in  mind that                                                              
this  project  won't   come  on  line  until  2024   in  the  best                                                              
circumstances.                                                                                                                  
                                                                                                                                
4:16:30 PM                                                                                                                    
MR. MAYER  said on  the organizational front,  there must  be some                                                              
joint-venture governance  agreements (a Heads of  Agreement (HOA))                                                              
through  the FEED  stage and  point of  Final Investment  Decision                                                              
(FID),  how FID  is reached,  and what  can be  decided through  a                                                              
majority  of the  shareholders and  what  requires agreement  from                                                              
everyone.  As part  of reaching  a royalty  in kind  determination                                                              
about there  will need  to be a  series of  decisions for  the DNR                                                              
commissioner  to make  about lease  modifications (specific  terms                                                              
and  net profit  share  leases  that need  to  be  converted to  a                                                              
single gross amount to work with the idea of royalty in kind).                                                                  
                                                                                                                                
Finally,   a   substantial   agreement    on   the   question   of                                                              
stabilization  will need to  be looked  at and  what is  needed to                                                              
take an  eventual FID  on this  project in  terms of  guaranteeing                                                              
stability  of  fiscal  terms  over  whatever  period  of  time  is                                                              
required to have sufficient certainty to make the FID.                                                                          
                                                                                                                                
MR.  MAYER said  there will  be  certain barriers  that come  with                                                              
being  a partner,  because  the  State  of Alaska  has  particular                                                              
constitutional   requirements   to   not   be  bound   by   future                                                              
legislatures,  etc.  A  number of  possible  strategies  could  be                                                              
examined that could  both provide the certainty  the project needs                                                              
and  meet those  requirements,  some  may  ultimately  need to  be                                                              
tested through the judicial process.                                                                                            
                                                                                                                                
The  state  also needs  to  agree  on  how  property tax  for  the                                                              
project will  be treated.  He and Nikos  had attended  meetings of                                                              
the Municipal  Advisory Group  Board in Anchorage  to look  at the                                                              
question of  what alternate structures  for property tax  might be                                                              
considered given  that the way it  is structured now puts  quite a                                                              
strong  economic  burden  on  the  project  by  having  a  lot  of                                                              
potential liabilities  up front  that then  taper further  down. A                                                              
possibility  is  payment  in  lieu  of  taxation;  it  has  to  be                                                              
something   that   would   generate  enough   revenues   for   the                                                              
municipalities  and   the  state  and  that  is   transparent  and                                                              
predictable  for everyone  involved. Some  progress has been  made                                                              
on that, but much more work needs to be done.                                                                                   
                                                                                                                                
4:20:27 PM                                                                                                                    
At  the same  time that  all of  those  things are  going on,  the                                                              
permitting  process  is under  way  in  terms of  export  approval                                                              
through the  Department of Energy  and the broader  Federal Energy                                                              
Regulatory  Commission (FERC)  permitting process  that will  help                                                              
identify and quantify impacts to communities.                                                                                   
                                                                                                                                
4:21:12 PM                                                                                                                    
MR.  TSAFOS said  he would  talk  about two  things in  particular                                                              
that  are  presented  in  more   detail  in  two  papers  he  made                                                              
available  to the  committee:  one  is on  LNG  marketing and  the                                                              
second is  on domestic gas. Starting  with LNG marketing,  he said                                                              
one of the  major novelties of the  project is that SB  138 raises                                                              
the possibility  of  the state taking  possession  of the  gas and                                                              
selling  it. Slide  4 showed samples  of seven  or eight  projects                                                              
and explained several broad issues:                                                                                             
                                                                                                                                
     -How  much  companies  pre-sell   before  taking  FID  -                                                                   
     usually 70 percent  or more (for the 16  million tons in                                                                   
     the  AKLNG  Project, that  would  mean  about 12  or  13                                                                   
     million  tons), but  often  it goes  up  to 100  percent                                                                   
     that are  usually exclusively long-term contracts  of 20                                                                   
     years;                                                                                                                     
     -Counter-parties  -  how many  buyers  each project  has                                                                   
     (an average  of 2.9 buyers  ranging from 1 to  6); price                                                                   
     exposure  - some  of  the U.S.  projects  are linked  to                                                                   
     Henry Hub).                                                                                                                
                                                                                                                                
4:23:20 PM                                                                                                                    
SENATOR WIELECHOWSKI  said the project  has four parties  who will                                                              
all be looking for buyers and asked if that will be a problem.                                                                  
                                                                                                                                
MR.  TSAFOS answered  no, because  he looks  at it  as volume  not                                                              
number of  players. If the  AKLNG Project has contracts  scattered                                                              
over a two  or three-year period,  the 16-18 million tons  of that                                                              
project overall can  be absorbed by the market. And  the fact that                                                              
each company  is going to  be competing  for the same  buyers will                                                              
create  some   tension,  but  nothing   the  companies   have  not                                                              
experienced in the past.                                                                                                        
                                                                                                                                
     -Contract size  - there are contracts of 1  million tons                                                                   
     and  contracts  of 4-plus  million  tons. Alaska  has  a                                                                   
     quarter of the  project so it will be selling  4.5 tons.                                                                   
     It may find one buyer or three or four.                                                                                    
                                                                                                                                
SENATOR  WIELECHOWSKI  asked  how  many  million  cubic  feet  day                                                              
(mcf/d) 1 ton equals.                                                                                                           
                                                                                                                                
MR. TSAFOS answered that 1 ton per annum equals 132 mcf/d.                                                                      
                                                                                                                                
4:26:35 PM                                                                                                                    
MR.  TSAFOS explained  that  the other  complication  is that  the                                                              
amount of gas  going in is different  than the amount  of gas that                                                              
comes  out, because  of losses.  So, sometimes  these numbers  are                                                              
not  exact. Ultimately,  a quarter  of the  project means  selling                                                              
the equivalent of 500 mcf/d.                                                                                                    
                                                                                                                                
     -Transfer  point: this  a  way of  asking  who does  the                                                                   
     shipping.  There is no  real trend,  so the state  could                                                                   
     find  counter parties  to  do that  or  the buyer  could                                                                   
     arrange the shipping.                                                                                                      
     -About  a  third  of  the   buyers  had  equity  in  the                                                                   
     project.  This either  means  that a  project  developer                                                                   
     sold  gas themselves  or a  buyer for the  gas wanted  a                                                                   
     piece of the project.                                                                                                      
                                                                                                                                
His take-away  is with the  exception that a  lot of the  gas will                                                              
probably be pre-sold,  everything else is up for  grabs; the state                                                              
could sign one big  contract or lots of little  ones. The strategy                                                              
could be tailored to the state's interest.                                                                                      
                                                                                                                                
4:29:01 PM                                                                                                                    
Four core principles for tailoring contracts to Alaska:                                                                         
                                                                                                                                
1. Focus  on performance over  time: This  means in signing  a 20-                                                              
year deal,  one must  take the  long-term approach  as opposed  to                                                              
any given day.                                                                                                                  
                                                                                                                                
2. Focus on risk  not the highest price: Why? Because  the highest                                                              
price  today is  not the  highest price  tomorrow. It  fluctuates.                                                              
And a  lot of  times one  won't know  what the  highest price  is,                                                              
because you won't be able to find it.                                                                                           
                                                                                                                                
3. Don't  outsource your  risk profile:  think about the  partners                                                              
wanting  to take  risk the  state doesn't  want to  take with  its                                                              
money. ExxonMobil  has exposure  the state  doesn't have.  It they                                                              
sell  the state's  gas, the  state is  adopting ExxonMobil's  risk                                                              
tolerance.  The first  question  for the  state to  ask should  be                                                              
what do I  want? And then  judge whether what the  companies offer                                                              
suit it.                                                                                                                        
                                                                                                                                
4. Build in-house  expertise. The LNG market is  highly fragmented                                                              
and marketing  expertise in gas  makes a difference. The  best way                                                              
to understand  the state's risk profile  and be able to  manage it                                                              
is to have  people that know how  to do it. An  autopilot approach                                                              
will  not serve  the  state's interest  over  the  long term.  For                                                              
example, the state  might want stability of revenue  and there are                                                              
many ways to do that. It needs sophisticated people to do that.                                                                 
                                                                                                                                
4:35:21 PM                                                                                                                    
In  closing the  market conversation,  Mr. Tsafos  said the  state                                                              
has  so many  levers to  get what  it  wants. On  the question  of                                                              
volatility,  Alaska should  think about getting  a certain  amount                                                              
of money  to cover  debt the  same way  one designs an  investment                                                              
portfolio with a comfortable risk profile.                                                                                      
                                                                                                                                
4:37:19 PM                                                                                                                    
MR. TSAFOS  continued  to the issue  of domestic  gas saying  that                                                              
Alaska's number-one  priority is  getting energy to  Alaskans, but                                                              
how does  getting this project affect  the local market  he asked.                                                              
Does allowing  LNG exports  raise prices? People  in the  Lower 48                                                              
have  struggled  with that  and  people in  Queensland,  Australia                                                              
have  seen a  lot of  LNG development  and  rising prices  because                                                              
less gas is available.                                                                                                          
                                                                                                                                
He said there  are two ways to  look at this and instead  of using                                                              
a  murky model,  he looked  for  a real  case  where someone  went                                                              
through the same  thing and figured out what happened  to them. He                                                              
picked  Western Australia,  a developed  country that  is easy  to                                                              
relate to,  which started exporting gas  in 1989. It has  five LNG                                                              
trains at  the Northwest Shelf with  a capacity about the  same as                                                              
the  AKLNG Project.  They  also  have a  new  project  of about  4                                                              
million  tons. It  exports  a little  over  20  million tons,  not                                                              
dissimilar to the AKLNG Project's volume.                                                                                       
                                                                                                                                
4:39:49 PM                                                                                                                    
What Western Australia learned over 20 years:                                                                                   
                                                                                                                                
1.  He   was  surprised  to   find  (economic  text   books  teach                                                              
otherwise)  that, in  fact, there  is really  no set link  between                                                              
export and  domestic prices. Partly  because of signing  different                                                              
contracts  and part of  it has  to do  with the Australian  dollar                                                              
that really changes prices for exports.                                                                                         
                                                                                                                                
2. Just because  LNG exports are possible doesn't  mean that every                                                              
company wants to export.                                                                                                        
                                                                                                                                
3.  Western  Australia's  reservation   policy  is  to  secure  15                                                              
percent  of the  gas for the  local market.  But  in an effort  to                                                              
secure enough  gas for the local  market, they crashed  the price,                                                              
and because Northwest  Shell signed such a big  commitment to make                                                              
sure  everyone in  Western  Australia  had gas  no  one wanted  to                                                              
explore, because there was no market.                                                                                           
                                                                                                                                
4. Clearly having  a reservation policy makes a  difference to the                                                              
domestic  market.  It  makes  people  pay  attention,  but  market                                                              
forces are still at work.                                                                                                       
                                                                                                                                
5.  Policy  and  advance  planning  is  no  substitute  for  close                                                              
oversight and diligent regulation.                                                                                              
                                                                                                                                
4:44:32 PM                                                                                                                    
SENATOR  MICCICHE asked  him to  explain  how putting  gas on  the                                                              
global market  can potentially increase  the cost of  domestic gas                                                              
and eventually restrict supply.                                                                                                 
                                                                                                                                
MR. TSAFOS went to  slide 8 and used Cook Inlet  as a good example                                                              
of  the  fact  that  domestic  prices   and  export  prices  don't                                                              
automatically  correlate.  There was  a time  when  the price  was                                                              
linked to  oil and a time  it was not,  so what really  matters is                                                              
thinking  about the  market  forces in  this  environment. If  you                                                              
consume 70  mcf/d and also export,  there must be a demand  for 90                                                              
mcf/d, and  in theory, the more  demand the higher cost  of gas to                                                              
meet  it,  the theory  being  the  cheaper  gas is  already  being                                                              
developed and  the more gas you  need the more expensive  it is to                                                              
get.                                                                                                                            
                                                                                                                                
Department  of  Energy  studies  in the  Lower  48  conclude  that                                                              
adding  demand  is the  first  move, but  then  it  pushes up  the                                                              
price.  The question  is what  to  do then.  If there  is a  well-                                                              
functioning  market with  competition, one  thinks regulation  and                                                              
supply should respond  to that. The ultimate goal is  not to think                                                              
about  domestic and  export  markets, but  to  think about  making                                                              
sure there  is enough that  market forces  will work in  the local                                                              
market given the fact that you can export.                                                                                      
                                                                                                                                
MR. TSAFOS  said there are a number  of policy options  to do that                                                              
and Cook  Inlet is a  good example that  shows one can  still have                                                              
affordable gas  even though Japan is  paying a lot more.  It shows                                                              
that what  really matters  is local market  forces; it  also shows                                                              
that  just  because  exports  are   available  doesn't  mean  that                                                              
companies like Hilcorp  are going to step in to supply  gas to the                                                              
local markets.                                                                                                                  
                                                                                                                                
They liked  the Western Australia  example, because it spoke  to a                                                              
lot of the experiences  and challenges that Alaska  faces. This is                                                              
a 25-year  endeavor and it  will require  a lot of  monitoring and                                                              
thinking  through  and  a  lot of  tweaking.  What  works  in  the                                                              
beginning  of a  project may  not  work 10  or 15  years down  the                                                              
line.  There  will be  the  temptation  to  step back  and  figure                                                              
everything out  for the long term,  and if that is done,  he would                                                              
like  to   help  them  think   through  some  of   the  unintended                                                              
consequences.  One  of the  biggest  things  to  come up  is  what                                                              
happens to  Cook Inlet suppliers if  a ton of gas is  brought down                                                              
from the north possibly at a cheaper price.                                                                                     
                                                                                                                                
4:50:59 PM                                                                                                                    
MR.  TSAFOS concluded  that he  didn't want  to say  much more  on                                                              
domestic  gas,  but  both  the marketing  the  domestic  gas  have                                                              
papers  associated with  them and  the  intention was  to start  a                                                              
conversation on these issues at the legislative level.                                                                          
                                                                                                                                
4:51:45 PM                                                                                                                    
MR. MAYER  next discussed  various financing  options open  to the                                                              
state for  its share of  the GTP and  pipeline. If the  state were                                                              
to  go it  alone without  TransCanada,  what its  cost of  capital                                                              
under a  range of different  circumstances might  be and  how that                                                              
compares  to the  tariff  implied  in such  an  agreement and  how                                                              
those different  costs stack  up against  the other benefits  that                                                              
come with  having TransCanada in  the mix. Getting to  an educated                                                              
decision  on that  requires  a lot  of analysis  on  understanding                                                              
what the  state's capacity for  financing the capital  requirement                                                              
is.                                                                                                                             
                                                                                                                                
Key  questions for  Alaska  to answer  are  what mix  of debt  and                                                              
equity it will use  for the project and will the  debt be specific                                                              
to the  AKLNG project  itself without recourse  to the  cash flows                                                              
or  assets  of  the  parent company,  because  that  is  the  only                                                              
recourse   the  debt  holders   have.  Two   things  become   very                                                              
important: one,  that is a  big driver for  the fact that  so much                                                              
of  LNG that  is  sold in  the  world  is sold  on  a 20-odd  year                                                              
contract,  because it's those  contracts  and the bankability  and                                                              
credit  ratings of  the counter  parties to  those contracts  that                                                              
ultimately  determine  a  big  part  of  the  price  of  the  debt                                                              
involved.   And because of those  things, frequently that  debt is                                                              
more expensive  than debt a  triple-A rated sovereign  might incur                                                              
with  debt  financing  that  ultimately   has  recourse  to  them.                                                              
Nonetheless,  it is  a way of  providing financing  that has  much                                                              
less if any impact  directly on the balance sheet,  credit rating,                                                              
etc. of either a parent company or the State of Alaska.                                                                         
                                                                                                                                
4:56:54 PM                                                                                                                    
SENATOR   MICCICHE  said   that   confidentiality  and   executive                                                              
sessions  are  covered  in  AS  44.62.310  that  covers  financial                                                              
information,  things  that  could   prejudice  the  reputation  or                                                              
character  of any  person,  and medical  issues.  He related  that                                                              
when  he was  a small  town  mayor they  would  go into  executive                                                              
sessions for certain  things but it was never abused  and was only                                                              
used where  it was  applicable under Alaska  law. For  his example                                                              
he  used  the  time  when Fred  Meyer  was  going  to  expand  its                                                              
pharmacy  in   Soldotna  and   didn't  want   to  tip   off  other                                                              
competitors  that could come  into town.  Confidentiality  has its                                                              
place,  he said, and  it should  never be  abused; this  project's                                                              
financing is much more impactful than a Fred Meyer in Soldotna.                                                                 
                                                                                                                                
CHAIR GIESSEL thanked the presenters.                                                                                           
                                                                                                                                
4:59:38 PM                                                                                                                    
CHAIR GIESSEL adjourned the Senate Resources Committee meeting                                                                  
at 4:59 p.m.