2. Forward Looking Statements
This presentation contains forward-looking statements (as defined in Section 21E of the Securities
Exchange Act of 1934, as amended) which reflect management’s current views with respect to certain
future events and performance, including statements regarding: the Partnership’s future growth
prospects, cash flows and distributions to unitholders; the timing of delivery of vessels under
construction or conversion; the industry fundamentals for deepwater offshore oil production, storage
and transportation; the potential for Teekay to offer additional vessels to the Partnership and the
Partnership’s acquisition of any such vessels, including the Petrojarl Foinaven, the Petrojarl Cidade de
Itajai, the Voyageur Spirit, the Hummingbird Spirit and the newbuilding FPSO unit that will service the
Knarr field under contract with BG Norge Limited; and the potential for the Partnership to acquire other
vessels or offshore projects from Teekay or third parties. The following factors are among those that
could cause actual results to differ materially from the forward-looking statements, which involve risks
and uncertainties, and that should be considered in evaluating any such statement: vessel operations
and oil production volumes; significant changes in oil prices; variations in expected levels of field
maintenance; increased operating expenses; variability in shuttle tanker tonnage requirements under
the Statoil master agreement; different-than-expected levels of oil production in the North Sea and
Brazil offshore fields; potential early termination of contracts; failure of Teekay to offer to the Partnership
additional vessels; the inability of the joint venture between Teekay and Odebrecht to secure new Brazil
FPSO projects that may be offered for sale to the Partnership; failure to obtain required approvals by
the Conflicts Committee of Teekay Offshore’s general partner to acquire other vessels or offshore
projects from Teekay or third parties; the Partnership’s ability to raise financing to purchase additional
assets; and other factors discussed in Teekay Offshore’s filings from time to time with the SEC,
including its Report on Form 20-F for the fiscal year ended December 31, 2011. The Partnership
expressly disclaims any obligation or undertaking to release publicly any updates or revisions to any
forward-looking statements contained herein to reflect any change in the Partnership’s expectations
with respect thereto or any change in events, conditions or circumstances on which any such statement
is based.
2 www.teekayoffshore.com
3. Investment Highlights
• Leading market positions
○ Market leader in harsh weather FPSOs and shuttle tankers
• Stable operating model
○ Diversified portfolio of fixed-rate contracts with major oil companies
• Visible growth through accretive acquisitions and projects
○ Seven FPSO units will be available for purchase from Sponsor, Teekay
Corporation
○ Four advanced shuttle tankers scheduled for delivery in 2013
• Strong fundamentals driving industry growth
○ High E&P spending driving record number of planned FPSO projects
• Advantageous tax structure
○ Teekay Offshore is a 1099 filer – no K-1 reporting requirements
3 www.teekayoffshore.com
4. Teekay Offshore Overview
• Teekay Offshore completed IPO
in Dec. 2006 by Teekay Corp.
• $1.9bn* Market Cap
• Strong Sponsor
○ Teekay Corp. ownership: 33%
(incl. 2% GP interest)
• Core focus: Deepwater offshore
production, floating storage and
transport projects
• 56 vessels in global fleet (Shuttle
tankers, FSOs, FPSOs, oil
tankers)
• 3 -10 years fixed-rate contracts
*As at June 8, 2012
4 www.teekayoffshore.com
5. Strong Industry Fundamentals Support Our
Business Strategy
Increase distributions per unit by executing on the following strategies:
• Expand presence in high-growth regions
○ Focus on leadership positions in Brazil and North Sea
• Continue to pursue new high-return projects in the FPSO, FSO and
shuttle tanker segments
• Opportunistically acquire existing assets on long-term fixed-rate
contracts
○ Preference for assets with contracts provides immediate accretion
○ Several FPSOs at Sponsor – received offer to acquire Voyageur Spirit
FPSO from Teekay Corp
• Provide superior customer service by maintaining high reliability,
safety, environmental and quality standards
○ Operational expertise is a competitive advantage
5 www.teekayoffshore.com
6. Market Leader in Core Segments
Control More Than
40
Number of Shuttle Tankers
4
22
Existing Newbuildings on Order
50% Fleet
of the World’s
36 4
9
18 5 3
7
2 3
Teekay Knutsen Transpetro Viken / Lauritzen
Offshore NYK PJMR
Number of FPSO Units
7
Leading Operator of 2 3
Leased FPSOs in the 2 1
5
North Sea Teekay Bluewater Maersk BW
Offshore / Offshore
Teekay
Corp.
Source: Clarkson Research Services, Platou, Company Websites, Industry Sources.
6 www.teekayoffshore.com
7. Expertise in Deepwater and Harsh Environments
North Sea
• 20 shuttle tankers owned,
4 in-chartered
• 1 FPSO + 6 owned
by Sponsor
Brazil
• 16 shuttle tankers owned
• 2 FPSOs + 1 owned by
Sponsor
7 www.teekayoffshore.com
8. Attractive Contract Portfolio
• Substantial portfolio of long-term, fixed-rate contracts with high quality
oil and gas companies
○ Total forward fixed-rate revenues of $3.8 billion
○ Weighted average remaining contract life of over 5.0 years
Shuttle Tankers FPSO Units FSO Units Conventional Tankers
# of units 40 3 5 8
Average
Contract Life 5.4 years 4.1 years 3.2 years 2.8 years
Forward
Revenues $2.6 bn $0.7 bn $0.2 bn $0.3 bn
High
Quality
Customers
8 www.teekayoffshore.com
9. Conventional Tanker Portfolio Rolling-off
• Expect reduction in conventional tanker fleet
○ Do not anticipate renewing conventional tanker charters
○ Will keep some conventional hulls for future redeployment as FSOs
- Two hulls currently tendered for FSO project in Asia
• Acquisition of FPSOs will replace lost cash flow
○ Example: cash flow from Piranema FPSO = approximately 4 conventional tankers
2012 2013 2014 2015 2016 2017 2018
Vessel Built 2 3 4 1 2 3 4 1 2 3 4 1 2 3 4 1 2 3 4 1 2 3 4 1 2 3 4
Fuji Spirit 2003
Kilimanjaro Spirit 2004
SPT Navigator 2008
SPT Explorer 2008
Poul Spirit 1995
Gotland Spirit 1986
Hamane Spirit 1997 Sold
Torben Spirit 1994 For sale
Leyte Spirit 1992 In lay-up, FSO candidate
Luzon Spirit 1992 In lay-up, FSO candidate
9 www.teekayoffshore.com
10. TOO’s Business Mix is Evolving
• Since IPO, greater proportion of TOO’s cash flow has come from high-
growth FPSO sector
○ Higher risk-adjusted returns
○ With roll-off of conventional tanker contracts, TOO is becoming a true ‘pure-play’ in
the build-out of offshore crude oil
TOO Q1-12 CFVO*
By Segment
TOO Q1-07 CFVO*
By Segment
27%
29%
66% 10% 56%
5% 7%
Conventional Tankers FPSOs Shuttle Tankers FSOs
*Cash flow from vessel operations represents income from vessel operations before depreciation and amortization expense, write-down of vessels and amortization of deferred gains and in-process
revenue contract, includes the realized gains (losses) on the settlement of foreign exchange forward contracts and adjusting for direct financing leases to a cash basis. Cash flow from vessel operations
is a non-GAAP financial measure used by certain investors to measure the financial performance of shipping companies. Please see the Partnership’s web site at www.teekayoffshore.com for a
reconciliation of this non-GAAP measure as used in this release to the most directly comparable GAAP financial measure.
10 www.teekayoffshore.com
11. Significant Visible Growth Opportunities
Acquisition Candidates
Assets and Contracts Following Contract
Suitable for Acquisition Renewal / Amendment
Cidade de Itajai Knarr FPSO Petrojarl Hummingbird
(50%)(Petrobras) (BG) Foinaven (BP) Spirit (Centrica)
Voyageur Spirit 4 Shuttle Petrojarl I Petrojarl Banff
(E.ON) Tankers (BG) (Statoil) (CNR)
Received offer Directly ordered
from Teekay Corp by TOO
Omnibus agreements with Teekay & Sevan provide additional opportunities
11 www.teekayoffshore.com
12. Voyageur Spirit FPSO (ex. Sevan Voyageur)
• Charterer: E-ON Ruhrgas
• Year Built: 2009
• Upgrade in progress at Nymo
Shipyard in Arendal, Norway
• Expected First-Oil: Oct. 2012
• Cylindrical hull design by Sevan
Marine
• Firm Contract Length:5 years
• Contract Options:
evergreen with 12-month
cancellation
• Expected CFVO ~$75m p.a.
• Operating Water Depth +120m
• Processing Capacity: 30,000
bbls/d
• Storage Capacity: 270,000 bbls
• Field Application: Oil production,
Gas export and water injection
• Huntington Field North Sea, U.K.
12 www.teekayoffshore.com
13. Four BG Shuttle Tankers
• Charterer: BG Group
• Delivery Dates:
○ Hull 2037, Q2-2013
○ Hull 2038, Q2-2013
○ Hull 2039, Q3-2013
○ Hull 2040, Q4-2013
• Suezmax-sized DP2 shuttle tankers
• Delivered Cost: ~$120m / vessel
• Being constructed at Samsung
Shipyard, South Korea
• Contract Length:
10 years plus 2 x 5-year options
• Will service BG’s pre-salt
requirements
• BG is one of the largest
international oil companies
operating in Brazil
13 www.teekayoffshore.com
14. Petrojarl Cidade de Itajai FPSO (ex. Tiro & Sidon)
• Charterer: Petrobras
• Expected First-Oil: December 2012
• Aframax conversion at Jurong
Shipyard, Singapore
• 50/50 Joint Venture with Brazil-
based Odebrecht
• Firm Contract Length: 9 years
• Extension Options: 6 x 1 years
• Expected CFVO: $25m (50% basis)
• 80% Project Financing arranged
with syndicate of International Banks
• Designed Water Depth:
up to 1,000m
• Operating Depth: ~250m
• Processing Capacity: 80,000 bbls/d
• Storage Capacity: 650,000 bbls
• Tiro & Sidon fields on Block BM-S-
40, Santos Basin, offshore Brazil
○ +150 million barrels of recoverable oil
14 www.teekayoffshore.com
15. Knarr FPSO
• Charterer: BG Group
• Expected First-Oil: 1H 2014
• Purpose built in South Korea by
Samsung Heavy Industries
• Firm Contract Length: 6 or 10
years
• Extension Options:
up to 20 years (total)
• Processing Capacity: 63,000
bbls/d
• Designed to handle a wide-range
of LPGs
• Operating Water Depth: ~400m
• Est. Recoverable Reserves:
70-150 mmbbls
• Knarr Field, North Sea
15 www.teekayoffshore.com
16. Linking Rig to Refinery
Leading indicators for offshore
Teekay’s role in the
production, storage and
offshore value chain
transportation demand
16 www.teekayoffshore.com
17. Drilling Activity a Key Leading Indicator
• 81 mobile drilling unit (MODU) orders placed in 2011
○ Highest since 1980
• Growth strongest in the deepwater / ultra-deepwater drilling fleet
• Deepwater wells yielding the biggest results
○ Average discovery size in 2010 for wells >1,500m depth was 1,000+ mboe
MODU Orders Versus Oil Price
100 120
Jack Ups Semi-subs and Drillships Oil Price (USD)
80 100
$ / BBL Oil Price
MODU Orders
80
60
60
40
40
20 20
0 0
Source: Clarksons, Douglas Westwood, BP
17 www.teekayoffshore.com
18. North Sea Market – Resurgent Activity
• Resurgence in North Sea Norwegian Exploration Wells Drilled*
drilling activity yielding Record high level
of exploration
results
○ 1.7 - 3.3 billion barrel Johan
Sverdrup find was biggest of
2011
• New finds tend to suit an
FPSO and shuttle tanker
solution *Source: Norwegian Petroleum Directorate
•
Barents Sea
Enhanced Oil Recovery (emerging
shuttle region)
leading to renewed
production in mature areas
Norwegian Sea
• Move into Barents Sea (existing shuttle
region)
requires high-specification
North Sea
shuttle tankers and FPSOs (existing shuttle
area)
18 www.teekayoffshore.com
19. Brazil Market – More Growth to Come
Brazil Offshore Production Fleet Development
140
120
100
Installed On Order Planned
80
60
40
20
0
2005 2006 2007 2008 2009 2010 2011 2012 2013 2014 2015 2016 2017 2018
Source: IMA
• Brazilian offshore production fleet set to double in 2011-18
○ Growth in offshore production drives demand for shuttle tankers and FPSOs
• Petrobras is aggressively increasing its production capability
• Other oil companies also have shuttle requirements in offshore Brazil
19 www.teekayoffshore.com
20. Strong Future Demand for FPSOs
FPSOs in the Planning Stage FPSO Forecast (Next 5 Years)
30 28
Source: IMA Source: IMA 24
End-06 68 25
20
20
15
End-08 96 15
10
10
5
Apr-12 141
0
Avg.
Avg. Orders
Orders Low
Low Base
Base High
High
Orders Jan-Apr Case Case Case
0 50 100 150 Orders
per year
Jan-Apr
2012
Case Case Case
per year 2012
Next 5 Years
(2007 – 2011)
• The number of projects which could require an FPSO has doubled in
the past five years
• Estimate of 20-28 FPSO orders per year over the next five years
depending on the global economy, oil demand and energy prices
• Operational and engineering expertise required to be successful in
the leased FPSO business creates a high barrier to entry
20 www.teekayoffshore.com
21. Increased Demand for FSO Solutions
• Resurgence in offshore activity creating new FSO opportunities
○ Re-emergence of FSO demand in the North Sea
○ New development in S.E. Asia
• 22 projects currently considering the use of an FSO
○ 11 in Asia; 4 in North Sea
Planned FSO Projects Top Leased FSO Operators
12 10
11 4 Owners with 2 units
10 19 Owners with 1 unit
8
7
8
6 5
6
4 4
4 4
4 3 3
2
2 1 1 2
0 0
S.E. Asia North MED GoM Brazil Africa Tanker Teekay Modec Trada MISC
Sea Pacific Maritime
21 www.teekayoffshore.com
22. Investment Highlights
• Leading market positions
• Stable operating model
• Visible growth through accretive acquisitions and projects
• Strong fundamentals driving industry growth
• Advantageous tax structure – no K-1 reporting requirements
22 www.teekayoffshore.com
