Petroplus Financial Report – Third Quarter 2007 For the nine and three months ended September 30, 2007

Financial Highlights Year-to-date

Selected Operating Data Revenue Gross margin Net income from continuing operations Net income Basic earnings per share Diluted earnings per share

Selected Balance Sheet Data Cash and short-term deposits Total assets Total interest-bearing loans and borrowings Total equity Selected Share Data 1) (ISIN: CH0027752242; Symbol: PPHN) Issued shares at period end Nominal value Share price at period end Market capitalization at period end 1)

Third quarter

2007

2006

2007

2006

8,891.8 700.5 173.2 166.4 2.55 2.46

5,175.9 386.1 77.3 443.0 11.52 11.28

4,434.2 331.2 68.3 67.8 0.99 0.96

2,166.3 188.8 24.9 294.9 7.55 7.39

Contact Information in millions of USD in millions of USD in millions of USD in millions of USD in USD in USD

in millions of USD in millions of USD in millions of USD in millions of USD

September 30, 2007

December 31, 2006

203.1 7,098.6 1,187.9 2,362.9

91.6 3,014.8 1,555.1

Registered office Petroplus Holdings AG Industriestrasse 24 6300 Zug Switzerland Phone +41 58 580 1100 Fax +41 58 580 1191 For further information regarding Petroplus please contact Petroplus Holdings AG Investor Relations Phone +41 58 580 1166 Email [email protected] Petroplus on the Internet www.petroplusholdings.com

Number in CHF in CHF in millions of CHF

68,636,600 9.18 102.70 7,049

61,036,600 9.18 74.00 4,517

The shares of Petroplus Holdings AG were traded on the SWX Swiss Stock Exchange on November 30, 2006 for the first time.

Forward Looking Statement Certain portions of this document contain forward-looking statements that reflect our current judgment regarding conditions we anticipate will exist and the course of action we expect to take in the future. Even though we believe our expectations regarding future events are based on reasonable assumptions, forward-looking statements are not guarantees of future performance. In some cases, these forward-looking statements can be identified by the use of forward-looking terminology, including the words “aims”, “believes”, “estimates”, “anticipates”, “expects”, “intends”, “may”, “will”, “plans”, “continue” or “should” in each case, their negative or other variations or comparable terminology or by discussions of strategies, plans, objectives, targets, goals, future events or intentions. These forward-looking statements include matters that are not historical facts. Our assumptions rely on our operational analysis and expectations for the operating performance of our assets based on their historical operating performance, management expectations as described in this report and historical costs associated with the operations of those assets. Factors beyond our control could cause our actual results to vary materially from our expectations and are discussed in “Outlook” and elsewhere in this document. Any prospective financial information included in this document are not facts and should not be relied upon as being necessarily indicative of future results, and you are cautioned not to place undue reliance on this prospective financial information.

Publisher: Petroplus Holdings AG, Zug, Switzerland Realization, production and print: Victor Hotz AG, Corporate Publishing & Print, Steinhausen, Switzerland © Petroplus Holdings AG, 2007

Petroplus Holdings AG | Content

Operating and Financial Review Management Discussion and Analysis of the Financial Condition and the Results of Operations

Interim Financial Statements Condensed Consolidated Financial Statements of Petroplus Holdings AG 29

Condensed Consolidated Income Statements for the nine and three months ended September 30, 2007 and 2006

30 Condensed Consolidated Balance Sheets at September 30, 2007 and December 31, 2006 31 Condensed Consolidated Cash Flow Statements for the nine months ended September 30, 2007 and 2006 32 Condensed Consolidated Statements of Changes in Shareholders’ Equity for the nine months ended September 30, 2007 and 2006 33 Notes to the Condensed Consolidated Financial Statements 44

Review Report of the Group Auditors

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Petroplus Holdings AG | Operating and Financial Review



Operating and Financial Review

Management Discussion and Analysis of the Financial Condition and the Results of Operations The following discussion and analysis is derived from, and should be read in conjunction with, the Petroplus Holdings AG Interim Financial Statements and the related notes to those financial statements included elsewhere in this Third Quarter Report. The following discussion of our financial condition and results of operations contains forward-looking statements that are based on assumptions about future business developments. As a result of many factors, including the risks set forth under the caption “Risks Relating to Our Business and Our Industry” and elsewhere in this Third Quarter Report, our actual results may differ materially from those anticipated by these forward-looking statements.

Factors Affecting Comparability Acquisition of the Coryton Refinery On May 31, 2007, we completed the purchase of the Coryton Refinery located on the Thames Estuary in the United Kingdom. The preliminary purchase price, including fees, inventory and other adjustments totaled approximately USD 1.6 billion and was financed with proceeds from our issuance of corporate bonds, cash on hand and drawings under our working capital facilities. The Coryton refinery and the related assets and liabilities are included in the Condensed Consolidated Balance sheet as of September 30, 2007, based on a preliminary purchase price allocation performed upon the closing of the transaction. The Condensed Consolidated Income and Cash Flow Statements include four months of operations of the Coryton refinery for the period ended September 30, 2007.

Overview Petroplus Holdings AG, together with its subsidiaries, (“Petroplus”, the “Company”, “we”, “our”, or “us”) is the largest independent refiner and wholesaler of petroleum products in Europe. We are focused on refining and currently own and operate five refineries across Europe: the Coryton refinery in Coryton, United Kingdom, the Ingolstadt refinery in Ingolstadt, Germany, the Belgium Refining Corporation (“BRC”) refinery in Antwerp, Belgium, the Cressier refinery in Cressier, Switzerland and the Teesside refinery in Teesside, United Kingdom. The five refineries have a combined throughput capacity of approximately 625,000 barrels per day (“bpd”). On August 2, 2007, we announced that we intend to acquire the Petit Couronne and Reichstett Vendenheim refineries, located in France, with Shell International Petroleum Company Limited. The Petit Couronne refinery and the Reichstett Vendenheim refinery have a total throughput capacity of 154,000 bpd and 85,000 bpd, respectively. After successful completion of these intended acquisitions, the company will have a combined throughput capacity of approximately 864,000 bpd. We sell our refined petroleum products to distributors and end customers, primarily in Germany, Switzerland, the United Kingdom and the Benelux countries, as well as on the spot market. We also own and operate a bitumen and gasoil processing facility in Antwerp, Belgium.

Acquisition of the Ingolstadt Refinery On March 31, 2007, we completed the purchase of the Ingolstadt Refinery located in Ingolstadt, Germany, together with selected wholesale operations. The purchase price, including fees, inventory and other adjustments totaled USD 694.8 million and was financed with cash on hand and drawings under our working capital facilities. The Ingolstadt refinery and other related assets are included in the Condensed Consolidated Balance Sheet as of September 30, 2007, based on a preliminary purchase price allocation performed upon the closing of the transaction. The Condensed Consolidated Income and Cash Flow Statements include six months of operations of the Ingolstadt refinery for the period ended September 30, 2007. Acquisition of European Petroleum Holdings N.V. On May 31, 2006, we acquired European Petroleum Holdings N.V. (“EPH” or “BRC”) and its subsidiaries, an oil refining and distribution group. The purchase price, including fees, totaled USD 511.2 million. The net cash paid for EPH was USD 429.2 million which comprised the purchase price of USD 511.2 million less USD 82.0 million of cash acquired. The BRC refinery and other related assets are included in the balance sheet based on the final asset valuation which was completed during the second quarter. The preliminary purchase price allocation was adjusted as necessary. The Condensed Consolidated Income and Cash Flow Statements in-

 Petroplus Holdings AG | Operating and Financial Review

clude four months of operations of the EPH Group for the period ended September 30, 2006. Corporate Structure, Initial Public Offering and Extinguishment of Debt In August 2006, RIVR Holding B.V., the shareholder of RIVR Acquisition B.V. (“RIVR”), contributed its shares in RIVR to Argus Atlantic Energy Ltd. (“Argus”) in return for shares in Argus, resulting in a reverse acquisition in which Argus became the ultimate parent of RIVR. Argus subsequently transferred its registered office from Bermuda to Switzerland and changed its name to Petroplus Holdings AG. RIVR Acquisition B.V. is now a wholly owned subsidiary of Petroplus Holdings AG. On November 30, 2006, Petroplus Holdings AG completed an Initial Public Offering (the “IPO”) of 18.0 million registered shares. In combination with the offering, RIVR Holding B.V. sold approximately 66.3% of its 94.5% stake in Petroplus Holdings AG in a secondary offering of 22.0 million shares. On December 5, 2006, upon exercise of the over-allotment option, another 6.0 million shares were sold into the market, of which 45.0% or 2.7 million shares were provided by Petroplus Holdings AG and 55.0% or 3.3 million shares were sold by RIVR Holding B.V. We used the proceeds from the offering as well as the proceeds of RIVR Holding B.V.’s repayment of its note to Petroplus International B.V. (“PPI”) to pay down all of our outstanding borrowings.

Factors Affecting Operating Results Overview Our earnings and cash flows from operations are primarily affected by the relationship between refined product prices and the prices for crude oil and other feedstocks. The cost to acquire crude oil and other feedstocks and the price of refined petroleum products ultimately sold depend on numerous factors beyond our control, including the supply of, and demand for, crude oil, gasoline, diesel and other refined petroleum products, which, in turn, depend on, among other factors, changes in global and regional economies, weather conditions, global and regional political affairs, production levels, the availability of imports, the marketing of competitive fuels, pipeline capacity, prevailing exchange rates and the extent of government regulation. Our revenue and operating income fluctuate significantly with movements in industry refined petroleum product prices; our materials cost fluctuate significantly with movements in crude oil prices; and our other operating expenses fluctuate with movements in the price of energy to meet the power needs of our refineries and processing facility. In addition, the effect of changes in crude oil prices on our operating results is influenced by how the prices of refined products adjust to reflect such changes. Crude oil and other feedstock costs and the prices of refined petroleum products have historically been subject to wide fluctuation. Expansion and upgrading of existing facilities and installation of additional refinery distillation or conversion capacity, price volatility, international political and economic developments and other factors beyond our control are likely to continue to play an important role in refining industry economics. These factors can impact, among other things, the level of inventories in the market, resulting in price volatility and a reduction or increase in product margins. Moreover, the industry typically experiences seasonal fluctuations in demand for refined petroleum products, such as for gasoline and diesel, during the summer driving season and for home heating oil during the winter. Benchmark Refining Margins In assessing our operating performance, we compare the refining margins (revenue less materials cost) of each of our refineries against a specific benchmark industry refining margin based on a crack spread. Benchmark refining margins take into account both crude and refined

Petroplus Holdings AG | Operating and Financial Review

petroleum product prices. When these prices are combined in a formula they provide a single value - a gross margin per barrel - that, when multiplied by a throughput number, provides an approximation of the gross margin generated by refining activities. As the performance of our refineries does not closely follow any of the currently published industry benchmark refining margins, we have created benchmark refinery margins, based upon publicly available pricing information, for each of our refineries that more closely reflects each of our refinery’s actual performance. The benchmark refining margins for the five refineries we operated during the first nine months of 2007 are set forth in the following table:



costs, storage costs, fuel consumed during production and any product premiums or discounts, as well as inventory fluctuations and price-risk management activities. The following table sets forth historical benchmark crude and refined petroleum product pricing information used in calculating each of our refineries’ refining margins: Reference Benchmark Crude and Product Prices 1) For the nine months ended September 30, (in USD per barrel)

Crude Oil Dated Brent

2007

2006

67.27

67.32

3.76 13.04 15.70 11.32 (20.09) (18.87)

(2.22) 10.13 16.00 12.03 (19.69) (20.48)

Benchmark Refining Margins Coryton refinery 5/2/2/1

Ingolstadt refinery 10/1/3/5/1 BRC refinery 6/1/2/2/1

Cressier refinery 7/2/4/1 Teesside refinery 5/1/2/2

five Dated Brent/two gasoline/two Ultra low sulfur diesel (“ULSD”)/one 3.5% fuel oil ten Dated Brent/one Naphtha/ three gasoline/five ULSD/one 3.5% fuel oil six Dated Brent/one gasoline/ two gasoil/two vacuum gasoil (“VGO”)/ one 3.5% fuel oil seven Dated Brent/two gasoline/four gasoil/one 1% fuel oil five Dated Brent/one Naphtha/ two ULSD/two straight-run fuel oil

Each of the benchmark refining margins for our refineries are expressed in US dollars per barrel and should be used as proxies for the per barrel margin that a sweet crude oil refinery situated in northwest Europe would earn assuming it sold the benchmark production for the relevant refinery margin. While the benchmark refinery margins presented in the table above are representative of the results of our refineries, each refinery’s realized gross margin on a per barrel basis will differ from the benchmark due to a variety of factors affecting the performance of the relevant refinery relative to its benchmark. These factors include the refinery’s actual type of crude oil processed, product yield differentials and any other factors not reflected in the benchmark refining margins, such as transportation

Products Differential to Dated Brent 1) 3) Naphtha 95 RON gasoline ULSD Gasoil 2) 1% Fuel Oil  3.5% Fuel Oil 

For the three months ended September 30, (in USD per barrel)

Crude Oil Dated Brent

2007

2006

74.91

70.20 -

Products Differential to Dated Brent 1) 4) Naphtha 95 RON gasoline ULSD Gasoil 2) 1% Fuel Oil  3.5% Fuel Oil 

0.68 9.85 16.34 11.98 (18.99) (18.71)

(3.12) 10.63 16.33 12.22 (23.02) (23.39)

Source: Bloomberg 1)

Average of daily prices for trading days during the relevant period.

2)

Based on the quoted price for heating oil.

3)

Straight run fuel oil and VGO represented 88% and 98% of Dated Brent for the nine months ended September 30, 2007, respectively. Straight run fuel oil and VGO represented 87% and 93% of Dated Brent for the nine months ended September 30, 2006, respectively.

4)

Straight run fuel oil and VGO represented 91% and 98% of Dated Brent for the three months ended September 30, 2007, respectively. Straight run fuel oil and VGO represented 85% and 92% of Dated Brent for the three months ended September 30, 2006, respectively.

 Petroplus Holdings AG | Operating and Financial Review

Hedging Activities Our refineries’ results can differ from the reference benchmarks due to hedging or price-risk management activities. We have historically used hedging instruments, such as commodity instrument hedges and forward currency hedges to manage our risk associated with commodity prices and foreign currency fluctuations, respectively. As we have not currently designated our derivative financial instruments as effective hedges, any gains or losses arising from changes in the fair value of these instruments are recorded in our income statement, under the line item “Materials cost” in the case of commodity instrument hedges and under the line item “Foreign currency exchange gain / (loss)” in the case of forward currency hedges. Historically, the most significant gains and losses relating to our hedging activities have been attributable to refining margin and inventory hedges. We were previously required to maintain certain levels of refining margin and inventory hedges in order to comply with our historical senior term debt and working capital facilities. Following our IPO in November 2006, we repaid and cancelled our senior term debt and renegotiated our working capital facilities to eliminate these hedging requirements. Our Materials Cost included gains primarily relating to refining margin hedges of USD 3.6 million and USD 72.1 million for the three months ended September 30, 2007 and 2006, respectively. As of September 30, 2007, we had limited refining margin hedges in place. After the open contracts price over the remaining contract period in 2007, we will have no remaining refining margin hedges in place. We currently have no plans to continue this hedging program. See also “Outlook - Quantitative and Qualitative Disclosure About Market Risks - Commodity Price Risk” and “Outlook - Risks Relating to Our Business and Our Industry”. Other Factors We currently source our crude oil on a global basis through a combination of spot-market purchases and short-term purchase contracts. We believe purchases based on spot market pricing have given us flexibility in obtaining crude oil at lower prices and on a more accurate “as needed” basis. Since our Coryton, Ingolstadt, BRC and Cressier refineries have access, either directly or through pipeline connections, to deepwater terminals,

these refineries have the flexibility to purchase crude oils from a number of different countries. Our operating cost structure is also important to our profitability. Major operating costs include costs relating to employees, contract labor, energy, maintenance and environmental compliance. The predominant variable costs are chemicals and energy. The main components of energy costs are natural gas and electricity. The nature of our business requires us to maintain a substantial investment in petroleum inventories. Since petroleum feedstocks and products are essentially commodities, we have no control over the changing market value of these inventories. To supply our refineries with crude oil on a timely basis, we enter into purchase contracts that fix the price of crude oil from one to several weeks in advance of receiving and processing that crude oil. In addition, it is common as part of our marketing activities to enter into fixed price contracts for sales of our refined petroleum products in advance of producing and delivering the products. Prior to delivery of the crude oil and sale of the related refined petroleum products, the market value of the crude oil and products may change as prices related to the fixed purchase and sale commitments rise and fall. To mitigate this market risk, we purchase futures / forward contracts to offset our fixed price commitments. Our purchase and sale of futures and swaps contracts are classified as derivative instruments and are recorded on our balance sheet at fair market value, while the fixed price purchase and sale commitments are not considered derivatives and are recorded at the contract value at the time of purchase or sale. Our operating results are also affected by the safety, reliability and environmental performance of our refinery operations. Unplanned downtime of our refinery assets generally results in lost margin opportunity and increased maintenance expense. We manage the financial impact of planned downtime, such as major turnaround maintenance, through a planning process that considers such things as the margin environment, the availability of resources to perform the needed maintenance and feedstock logistics.

Petroplus Holdings AG | Operating and Financial Review



Results of Operations The tables below provide supplementary income statement and operating data for Petroplus. Selected items in each of the periods are discussed separately below.

Financial income data

(in millions of USD, except per share data)

Continuing operations Revenue Materials cost Gross margin Personnel expenses Operating expenses Depreciation and amortization Other administrative expenses Operating profit Financial expense, net Foreign currency exchange gain / (loss) Share of gain from associates Profit before income taxes Income tax benefit / (expense) Net income from continuing operations (Loss) / gain from discontinued operations, net of tax Net income Other financial data Hedging gain 1) Net income per share available to shareholders (in USD): Basic Diluted Weighted average shares outstanding (in million shares): Basic Diluted 1)

(Unaudited)

(Unaudited)

For the nine months ended September 30,

For the three months ended September 30,

2007

2006

2007

2006

8,891.8 (8,191.3) 700.5 (161.4) (196.1) (107.1) (38.9) 197.0 (43.1) 15.5 169.4 3.8 173.2 (6.8) 166.4

5,175.9 (4,789.8) 386.1 (81.3) (94.6) (43.0) (18.5) 148.7 (44.6) (0.9) 0.3 103.5 (26.2) 77.3 365.7 443.0

4,434.2 (4,103.0) 331.2 (71.9) (96.6) (51.6) (15.3) 95.8 (27.3) 7.9 76.4 (8.1) 68.3 (0.5) 67.8

2,166.3 (1,977.5) 188.8 (30.7) (46.5) (19.8) (12.0) 79.8 (46.9) (0.1) 0.5 33.3 (8.4) 24.9 270.0 294.9

1.5

127.9

3.6

72.1

2.55 2.46

11.52 11.28

0.99 0.96

7.55 7.39

65.5 67.5

38.4 39.3

68.6 70.8

39.1 39.9

Represents the gain on refining margin commodity hedges. Excludes gains and losses on other commodity hedges in relation to price management activities in the ordinary course of business.

 Petroplus Holdings AG | Operating and Financial Review

(in USD per barrel)

2007

2006

2007

2006

Total other throughput

43.9

7.3

92.1

17.9

Ingolstadt 4)

2.77

**

3.01

**

Total crude unit throughput:

Footnotes for the tables on page 9, 10/11 and 12/13 ** Not relevant. 1) 

We manage our refinery business, including feedstock acquisition and product marketing, on an integrated basis; however, for analytical purposes the business results shown here have been allocated to the individual refineries. Since crude oil is often purchased and priced well in advance of the time that it is consumed and the value of refinery production can be fixed before or after it is produced, our actual results may significantly vary from those that would be determined with reference to benchmark market indicators. We manage this price risk on a total Company basis and may purchase futures contracts that correspond volumetrically with all or a portion of our fixed price purchase and sale commitments. As a result, the individual refinery realized gross margins presented here do not reflect the results that would be reported if separately accounted for in accordance with IFRS. We believe that this individual refinery information is helpful in understanding our overall operating results.

2) 

Excludes minimum operating stock and refining margin hedging activities that are not expected to occur in the future.

3) 

We acquired the Coryton refinery on May 31, 2007; therefore the volumetric data for the nine months ended September 30, 2007 includes only four months of operations. Benchmark indicators reflect the average prices from the applicable time period of Petroplus ownership.

4) 

We acquired the Ingolstadt refinery on March 31, 2007; therefore the volumetric data for the nine months ended September 30, 2007 includes only six months of operations. Benchmark indicators reflect the average prices from the applicable time period of Petroplus ownership.

5) 

We acquired the BRC refinery on May 31, 2006; therefore the volumetric data for the nine months ended September 30, 2006 includes only four months of operations. Benchmark indicators reflect the average prices from the applicable time period of Petroplus ownership.

6)

The fuel consumed in process is a percentage of the total crude, feedstock, and gasoline and diesel blending additives used by each refinery.

Petroplus Holdings AG | Operating and Financial Review



Market indicators For the nine months ended September 30, (in USD per barrel)

Dated Brent * Benchmark refining margins 5/2/2/1 Coryton 3) 10/1/3/5/1 Ingolstadt 4) 6/1/2/2/1 BRC 5) 7/2/4/1 Cressier 5/1/2/2 Teesside

For the three months ended September 30,

2007

2006

2007

2006

67.27

67.32

74.91

70.20

7.35 10.97 2.34 7.32 3.85

** ** 0.78 6.95 2.46

6.73 9.32 2.12 6.95 3.83

** ** 0.12 6.73 1.65

* Source: Bloomberg

For the nine months ended September 30, (in thousands of bpd, except as noted)

For the three months ended September 30,

2007

2006

2007

2006

65.7 61.3 51.1 49.9 89.2 317.2

** ** 32.9 62.3 88.5 183.7

148.4 88.3 62.7 59.4 80.7 439.5

** ** 64.6 59.9 85.7 210.2

26.7 1.6 14.0 1.5 0.1 43.9 361.1 98.6

** ** 5.3 2.0 7.3 191.0 52.1

58.8 2.1 29.5 1.7 92.1 531.6 48.9

** ** 15.6 2.3 17.9 228.1 21.0

Gross margin (USD per barrel of total throughput) 1) 2) Coryton 3) Ingolstadt 4) BRC 5) Cressier Teesside

9.15 6.24 6.14 5.34 4.78

** ** 3.27 5.00 2.16

8.88 4.73 3.83 5.12 4.19

** ** 2.98 4.02 2.18

Operating expenses (USD per barrel of total throughput) 1) Coryton 3) Ingolstadt 4) BRC 5) Cressier Teesside

3.41 2.77 2.92 2.68 1.33

** ** 2.05 2.17 1.37

3.35 3.01 2.09 2.22 1.52

** ** 2.22 2.38 1.38

Selected Volumetric and Per Barrel Data 1) Total crude unit throughput: Coryton 3) Ingolstadt 4) BRC 5) Cressier Teesside Total crude throughput Total other throughput: Coryton 3) Ingolstadt 4) BRC 5) Cressier Teesside Total other throughput Total throughput Total throughput (millions of barrels)

10 Petroplus Holdings AG | Operating and Financial Review

(in thousands of bpd, except as noted)

Throughput Crude Unit Throughput Light sweet Light sour Medium sour Heavy sour Total Crude Unit Throughput Other Throughput Total Throughput Production Light Products Gasoline Diesels and gasoils Jet fuel Petrochemicals Naphtha LPG Total Light Products Low sulfur straight run Fuel oil Solid by-products / fuel consumed in process / fuel loss 6) Total Production

(in thousands of bpd, except as noted)

Throughput Crude Unit Throughput Light sweet Heavy sweet Medium sour Heavy sour Total Crude Unit Throughput Other Throughput Total Throughput Production Light Products Gasoline Diesels and gasoils Jet fuel Petrochemicals Naphtha LPG Total Light Products Low sulfur straight run Fuel oil Solid by-products / fuel consumed in process / fuel loss 6) Total Production **

not relevant.

Total

201.2 45.5 53.6 16.9 317.2 43.9 361.1

56% 13% 15% 5% 88% 12% 100%

75.0 148.2 19.3 3.4 27.2 14.3 287.4 30.9 34.5 13.0 365.8

21% 41% 5% 1% 8% 4% 80% 9% 10% 4% 103%

Total

135.0 3.9 33.6 11.2 183.7 7.3 191.0

71% 2% 18% 6% 96% 4% 100%

19.7 79.5 9.8 0.4 22.3 4.2 135.9 32.0 17.2 6.3 191.4

10% 42% 5% 0% 12% 2% 71% 17% 9% 3% 100%

Petroplus Holdings AG | Operating and Financial Review

11

Nine months ended September 30, 2007 Coryton 3)

Ingolstadt 4)

BRC 5)

Cressier

Teesside

62.9 2.2 0.6 65.7 26.7 92.4

68% 2% 1% 71% 29% 100%

15.9 37.8 2.1 5.5 61.3 1.6 62.9

25% 60% 3% 9% 97% 3% 100%

2.2 38.1 10.8 51.1 14.0 65.1

3% 59% 17% 78% 22% 100%

31.0 7.7 11.2 49.9 1.5 51.4

60% 15% 22% 97% 3% 100%

89.2 89.2 0.1 89.3

100% 100% 0% 100%

37.5 27.5 9.0 1.5 1.2 76.7 13.6 4.0 94.3

41% 30% 10% 2% 1% 84% 15% 4% 103%

17.9 26.5 2.3 1.3 3.9 6.8 58.7 3.7 3.0 65.4

28% 42% 4% 2% 6% 11% 93% 6% 5% 104%

6.7 41.4 0.4 3.5 52.0 10.5 2.6 65.1

10% 64% 1% 5% 80% 16% 4% 100%

12.9 22.7 3.7 0.6 2.8 42.7 6.7 2.2 51.6

25% 44% 7% 1% 5% 82% 13% 4% 99%

30.1 4.3 22.9 57.3 30.9 1.2 89.4

34% 5% 26% 65% 35% 1% 101%

Nine months ended September 30, 2006 Coryton 3)

Ingolstadt 4)

BRC 5)

Cressier

Teesside

** ** ** ** ** ** **

** ** ** ** ** ** **

** ** ** ** ** ** **

** ** ** ** ** ** **

0.7 25.0 7.2 32.9 5.3 38.2

2% 65% 19% 86% 14% 100%

45.8 3.9 8.6 4.0 62.3 2.0 64.3

71% 6% 13% 6% 97% 3% 100%

88.5 88.5 88.5

100% 100% 100%

** ** ** ** ** ** ** ** ** ** **

** ** ** ** ** ** ** ** ** ** **

** ** ** ** ** ** ** ** ** ** **

** ** ** ** ** ** ** ** ** ** **

4.0 23.2 0.6 0.7 28.5 8.1 2.2 38.8

10% 61% 2% 2% 75% 21% 6% 102%

15.7 27.7 5.0 0.4 3.5 52.3 9.1 3.0 64.4

24% 43% 8% 1% 5% 81% 14% 5% 100%

28.6 4.8 21.7 55.1 32.0 1.1 88.2

32% 5% 25% 62% 36% 1% 99%

12 Petroplus Holdings AG | Operating and Financial Review

(in thousands of bpd, except as noted)

Throughput Crude Unit Throughput Light sweet Light sour Medium sour Heavy sour Total Crude Unit Throughput Other Throughput Total Throughput Production Light Products Gasoline Diesels and gasoils Jet fuel Petrochemicals Naphtha LPG Total Light Products Low sulfur straight run Fuel oil Solid by-products / fuel consumed in process / fuel loss 6) Total Production

(in thousands of bpd, except as noted)

Throughput Crude Unit Throughput Light sweet Heavy sweet Medium sour Heavy sour Total Crude Unit Throughput Other Throughput Total Throughput Production Light Products Gasoline Diesels and gasoils Jet fuel Petrochemicals Naphtha LPG Total Light Products Low sulfur straight run Fuel oil Solid by-products / fuel consumed in process / fuel loss 6) Total Production

Total

283.2 81.2 55.6 19.5 439.5 92.1 531.6

53% 15% 10% 4% 83% 17% 100%

133.8 210.4 32.2 6.0 24.9 24.5 431.8 28.7 57.2 20.0 537.7

25% 40% 6% 1% 5% 5% 82% 5% 11% 4% 102%

Total

130.9 0.4 58.5 20.4 210.2 17.9 228.1

57% 0% 26% 9% 92% 8% 100%

24.2 102.4 11.2 0.6 22.9 5.0 166.3 30.3 24.7 9.7 231.0

11% 45% 5% 0% 10% 2% 73% 13% 11% 4% 101%

Petroplus Holdings AG | Operating and Financial Review

Three months ended September 30, 2007 Coryton Ingolstadt

BRC

Cressier

13

Teesside

139.9 6.7 1.8 148.4 58.8 207.2

68% 3% 1% 72% 28% 100%

19.9 58.5 9.9 88.3 2.1 90.4

22% 65% 11% 98% 2% 100%

6.4 48.6 7.7 62.7 29.5 92.2

7% 53% 8% 68% 32% 100%

36.3 22.7 0.3 0.1 59.4 1.7 61.1

59% 37% 0% 0% 97% 3% 100%

80.7 80.7 80.7

100% 100% 100%

82.9 61.0 20.3 3.3 2.5 170.0 30.6 9.6 210.2

40% 29% 10% 2% 1% 82% 15% 5% 102%

25.8 36.0 4.1 1.9 5.5 11.1 84.4 5.6 4.0 94.0

29% 40% 5% 2% 6% 12% 94% 6% 4% 104%

10.1 59.0 7.1 76.2 12.3 3.0 91.5

11% 64% 8% 83% 13% 3% 99%

15.0 25.5 4.9 0.8 3.8 50.0 8.7 2.3 61.0

25% 42% 8% 1% 6% 82% 14% 4% 100%

28.9 2.9 19.4 51.2 28.7 1.1 81.0

36% 4% 24% 64% 36% 1% 101%

Three months ended September 30, 2006 Coryton

Ingolstadt

BRC

Cressier

Teesside

** ** ** ** ** ** **

** ** ** ** ** ** **

** ** ** ** ** ** **

** ** ** ** ** ** **

1.8 45.4 17.4 64.6 15.6 80.2

2% 57% 22% 81% 19% 100%

43.4 0.4 13.1 3.0 59.9 2.3 62.2

70% 1% 21% 5% 96% 4% 100%

85.7 85.7 85.7

100% 100% 100%

** ** ** ** ** ** ** ** ** ** **

** ** ** ** ** ** ** ** ** ** **

** ** ** ** ** ** ** ** ** ** **

** ** ** ** ** ** ** ** ** ** **

8.8 48.8 1.3 1.5 60.4 16.4 4.9 81.7

11% 61% 2% 2% 76% 20% 6% 102%

15.4 26.7 5.3 0.6 3.5 51.5 8.3 3.9 63.7

25% 43% 9% 1% 6% 84% 13% 6% 103%

26.9 5.9 21.6 54.4 30.3 0.9 85.6

31% 7% 25% 63% 35% 1% 99%

14 Petroplus Holdings AG | Operating and Financial Review

Nine Months Ended September 30, 2007 Compared to September 30, 2006 Overview Our operating profit was USD 197.0 million for the nine months ended September 30, 2007 as compared to USD 148.7 million for the same period in 2006. Income from continuing operations for the nine months ended September 30, 2007 was USD 173.2 million as compared to USD 77.3 million for the same period in 2006. Our net income available to shareholders was USD 166.4 million (USD 2.46 per diluted share) for the nine months ended September 30, 2007 as compared to USD 442.8 million (USD 11.28 per diluted share) in the same period in 2006. The prior period consolidated results include significant gains realized in the nine months ended September 30, 2006, which were not recurring in the nine months ended September 30, 2007, relating to our discontinued refining margin hedging program and gains from sales of discontinued operations. The results from continuing operations for the nine months ended September 30, 2007 included a gain of USD 1.5 million versus a gain of USD 127.9 million in the same period in 2006 related to our refining margin commodity hedges. The results from discontinued operations include a loss of USD 6.8 million for the nine months ended September 30, 2007 versus a gain of USD 365.7 million in the same period in 2006. Additionally, the results of operations for the nine months ended September 30, 2007 includes operations of the Ingolstadt refinery for six months, the Coryton refinery for four months and BRC, which was acquired on May 31, 2006. Revenue Our revenue increased by USD 3,715.9 million, or 72%, to USD 8,891.8 million for the nine months ended September 30, 2007 from USD 5,175.9 million for the nine months ended September 30, 2006. The increase in revenue was attributable to the acquisition of the Ingolstadt and Coryton refineries in the second quarter of 2007 and the acquisition of BRC on May 31, 2006. Additionally the market experienced higher refined petroleum product prices during the first nine months of 2007 in comparison to the same period in 2006.

Gross Margin Our gross margin increased by USD 314.4 million, or 81%, to USD 700.5 million for the nine months ended September 30, 2007 from USD 386.1 million for the nine months ended September 30, 2006. The increased gross margin for the nine months ended September 30, 2007 was principally driven by the acquisitions of the Ingolstadt refinery (six months of operations), the Coryton refinery (four months of operations) and the BRC refinery (four months of operations in 2006). This was offset by the decrease in gains associated with our discontinued refining margin hedging program. The net impact of our refining margin commodity hedges resulted in a gain of USD 1.5 million for the nine months ended September 30, 2007 as compared to a gain of USD 127.9 million for the same period in 2006. Our 5/2/2/1/ benchmark refining margin for Coryton averaged USD 7.35 per barrel for the four months ended September 30, 2007. Our 10/1/3/5/1 benchmark refining margin for the Ingolstadt refinery averaged USD 10.97 per barrel for the six months ended September 30, 2007. Our 6/1/2/2/1 benchmark refining margin for the BRC refinery averaged USD 2.34 per barrel for the nine months ended September 30, 2007 and USD 0.78 per barrel for the four months ended September 30, 2006. Our 7/2/4/1 benchmark refining margin for the Cressier refinery increased 5% for the nine months ended September 30, 2007 as compared to the same period in 2006. This is primarily due to the higher gasoline premiums to Dated Brent partially offset by a decreased premium of heating oil to Dated Brent. Our 5/1/2/2 benchmark refining margin for the Teesside refinery was 57% higher in the nine months ended September 30, 2007 as compared to the same period in 2006. This increase was primarily driven by the increase in the price of Naphtha in 2007, which has historically been at a discount to Dated Brent. Refinery Operations Coryton. The Coryton refinery was acquired on May 31, 2007 and therefore reflects only four months of operations. The Coryton refinery’s total throughput rate for the four months ended September 30, 2007 averaged 206,800 bpd.

Petroplus Holdings AG | Operating and Financial Review

Ingolstadt. The Ingolstadt refinery was acquired on March 31, 2007 and therefore reflects only six months of operations. The Ingolstadt refinery’s total throughput rate for the six months ended September 30, 2007 averaged approximately 93,900 bpd. BRC. For the nine months ended September 30, 2007, the BRC refinery’s total throughput rate averaged approximately 65,100 bpd. For the four months ending September 30, 2006, the total throughput rate averaged approximately 85,300 bpd. For most of the second quarter and part of the third quarter of 2007, the refinery was impacted by the largest scheduled maintenance shutdown in its history to undertake improvements in safety and environmental areas as well as to increase reliability and productivity. This program was completed early in the third quarter of 2007. Cressier. For the nine months ended September 30, 2007, the Cressier refinery’s total throughput rate averaged approximately 51,300 bpd. For the same period in 2006, the Cressier refinery’s total throughput rate averaged approximately 64,300 bpd. The reduced rate in 2007 reflects the impact of the planned maintenance shutdown during the second quarter of 2007 which lasted 41 days. Teesside. For the nine months ended September 30, 2007, the Teesside refinery’s total throughput rate averaged approximately 89,300 bpd. For the same period in 2006, the Teesside refinery’s total throughput rate averaged approximately 88,500 bpd. The throughput rates in 2006 reflect a planned maintenance turnaround in the second quarter of 2006 which lasted approximately 30 days. The throughput rates in 2007 reflect reduced throughput rates in the third quarter in reaction to the overall market structure of high crude oil costs combined with a lower margin environment. Antwerp Processing Facility. Our Antwerp processing facility’s operating profit before depreciation charges for the nine months ended September 30, 2007 was USD 0.2 million as compared to a loss of USD 7.1 million in 2006. The profit in the current period represents operational improvement associated with its contracts and increased rental income from tank storage fees from customers.

15

Personnel Expenses Our personnel expenses increased by USD 80.1 million to USD 161.4 million for the nine months ended September 30, 2007 from USD 81.3 million for the same period in 2006. This increase in personnel expenses was principally due to the BRC acquisition on May 31, 2006, the Ingolstadt refinery acquisition on March 31, 2007, the Coryton refinery acquisition on May 31, 2007 and an increase in employees at headquarters which in turn resulted in an increase in salaries and related expenses. Operating Expenses Our operating expenses increased by USD 101.5 million to USD 196.1 million for the nine months ended September 30, 2007 from USD 94.6 million for the same period in 2006. The increase is primarily attributable to the BRC, Ingolstadt and Coryton acquisitions, and additional safety, health, and environmental compliance expenditures. Depreciation and Amortization Our depreciation and amortization expenses increased by USD 64.1 million, to USD 107.1 million for the nine months ended September 30, 2007 from USD 43.0 million for the same period in 2006. The increase is attributable to the additional depreciation associated with the BRC, Ingolstadt and Coryton acquisitions. Other Administrative Expenses Our other administrative expenses increased by USD 20.4 million to USD 38.9 million for the nine months ended September 30, 2007 from USD 18.5 million for the same period in 2006. This increase was partially due to increased insurance and other costs associated with the acquisition of the BRC, Ingolstadt and Coryton refineries. Additionally, the company has incurred increased costs related to the development of our internal audit department, IT support and licensing fees and higher corporate rental and associated expenses. Financial Expense, Net Our net financial expense decreased by USD 1.5 million to USD 43.1 million for the nine months ended September 30, 2007 from USD 44.6 million in the same period for 2006. The net financial expense in 2007 was mainly related to our issuance of USD 1.2 billion senior notes, borrowings under our working capital facilities to finance our Coryton acquisition and write-offs of capitalized refinancing expenses.

16 Petroplus Holdings AG | Operating and Financial Review

Foreign Currency Exchange Gain / (Loss) Our foreign currency exchange results represented a gain of USD 15.5 million for the nine months ended September 30, 2007 as compared to a loss of USD 0.9 million in the same period for 2006. The gains are primarily related to the revaluation of intercompany loans and the recognition of equity translation reserves in accordance with IAS 21 - The Effects of Changes in Foreign Exchange Rates due to the partial liquidation of a foreign entity. Income Tax Benefit / (Expense) Our income tax benefit was USD 3.8 million for the nine months ended September 30, 2007 compared to an expense of USD 26.2 million in 2006. Our estimated effective tax rate of 10% for 2007 was applied to results for the nine months ended September 30, 2007. Our tax rate was impacted by the release of a valuation allowance of approximately USD 21.3 million in connection with the Ingolstadt acquisition.

Third Quarter 2007 Compared to the Third Quarter 2006 Overview Our operating profit was USD 95.8 million for the three months ended September 30, 2007 as compared to an operating profit of USD 79.8 million for the same period in 2006. Income from continuing operations for the three months ended September 30, 2007 was USD 68.3 million as compared to income of USD 24.9 million for the same period in 2006. Our net income available to shareholders was USD 67.8 million (USD 0.96 per diluted share) for the three months ended September 30, 2007 as compared to USD 294.9 million (USD 7.39 per diluted share) for the same period in 2006. The prior period consolidated results include significant gains realized in the three months ended September 30, 2006, which were not recurring in the three months ended September 30, 2007, relating to our discontinued refining margin hedging program and gains from sales of discontinued operations. The results from continuing operations for the three months ended September 30, 2007 included a gain of USD 3.6 million versus a gain of USD 72.1 million in the same period in 2006 related to our refining margin commodity hedges. The results from discontinued operations include a loss of USD 0.5 million for the three months ended September 30, 2007 versus a gain of USD 270.0 million in the same period in 2006. Additionally, the results of operations for the three months ended September 30, 2007 includes operations of the Ingolstadt and Coryton refineries. Revenue Our revenue increased by USD 2,267.9 million, or 105%, to USD 4,434.2 million for the three months ended September 30, 2007 from USD 2,166.3 million for the same period in 2006. The increase in revenue was mainly attributable to the acquisition of the Ingolstadt and Coryton refineries in the second quarter of 2007. Gross Margin Our gross margin increased by USD 142.4 million, or 75%, to USD 331.2 million for the three months ended September 30, 2007 from USD 188.8 million for the same period in 2006. The increased gross margin for the three months ended September 30, 2007 was principally driven by the acquisitions in the second quarter of the Ingolstadt and Coryton refineries. This was offset

Petroplus Holdings AG | Operating and Financial Review

by the decrease in gains associated with our discontinued refining margin hedging program. The net impact of our refining margin commodity hedges resulted in a gain of USD 3.6 million for the three months ended September 30, 2007 as compared to a gain of USD 72.1 million for the same period in 2006. The third quarter margin realization at each of our refineries was impacted by the high crude oil price environment and the volatile margins seen for some of the individual products. The high absolute price of crude oil increased our cost of crude consumed in-production for the third quarter. Refineries consume about 5% of their input for power, steam, and process loss, thus our refineries experienced higher unit production costs. Our 5/2/2/1 benchmark refining margin for Coryton averaged USD 6.73 per barrel for the three months ended September 30, 2007. Our 10/1/3/5/1 benchmark refining margin for the Ingolstadt refinery averaged USD 9.32 per barrel for the three months ended September 30, 2007. Our 6/1/2/2/1 benchmark refining margin for the BRC refinery averaged USD 2.12 per barrel for the three months ended September 30, 2007 and USD 0.12 per barrel for the three months ended September 30, 2006. The increase in the 6/1/2/2/1 is primarily related to the decrease of Vacuum gasoil (“VGO”) and heavy fuel oil discounts to Dated Brent. Our 7/2/4/1 benchmark refining margin for the Cressier refinery increased 3% for the three months ended September 30, 2007 as compared to the same period in 2006. Our 5/1/2/2 benchmark refining margin for the Teesside refinery was 132% higher in the three months ended September 30, 2007 as compared to the same period in 2006 primarily driven by a decrease in the discount of straight run fuel oil to Dated Brent combined with an increase of Naphtha from a discount to a premium to Dated Brent. Refinery Operations Coryton. The Coryton refinery’s total throughput rate for the third quarter averaged approximately 207,200 bpd. Ingolstadt. The Ingolstadt refinery’s total throughput rate for the third quarter averaged approximately 90,500 bpd. The refinery’s throughput was negatively impacted by coke build-up in the crude column which caused reduced run rates.

17

BRC. For the three months ended September 30, 2007, the BRC refinery’s total throughput rate averaged approximately 92,200 bpd. For the three months ending September 30, 2006, the total throughput rate averaged approximately 80,100 bpd. The refinery’s throughput rate for the quarter was impacted by the planned maintenance shutdown which was completed in late July. Post turnaround, the refinery is running better than expected with throughput rates of about 100,000 bpd. The refinery had been running at reduced rates, for safety and operational reasons, since it was acquired in May 2006. Cressier. For the three months ended September 30, 2007, the Cressier refinery’s total throughput rate averaged approximately 61,100 bpd. For the same period in 2006, the Cressier refinery’s total throughput rate averaged approximately 62,200 bpd. Teesside. For the three months ended September 30, 2007, the Teesside refinery’s total throughput rate averaged approximately 80,700 bpd. For the same period in 2006, the Teesside refinery’s total throughput rate averaged approximately 85,700 bpd. The throughput rates in 2007 reflect reduced throughput rates in the third quarter in reaction to the overall market structure of high crude oil costs combined with a lower margin environment. Antwerp Processing Facility. Our Antwerp processing facility’s operating profit before depreciation charges for the three months ended September 30, 2007 was USD 1.4 million as compared to a loss of USD 0.5 million in 2006. The profit in the current period represents operational improvement associated with its contracts and increased rental income from tank storage fees from customers. Personnel Expenses Our personnel expenses increased by USD 41.2 million to USD 71.9 million for the three months ended September 30, 2007 from USD 30.7 million for the same period in 2006. This increase was principally due to the Ingolstadt refinery acquisition on March 31, 2007, the Coryton refinery acquisition on May 31, 2007 and an increase in employees at headquarters which in turn resulted in an increase in salaries and related expenses.

18 Petroplus Holdings AG | Operating and Financial Review

Operating Expenses Our operating expenses increased by USD 50.1 million to USD 96.6 million for the three months ended September 30, 2007 from USD 46.5 million for the same period in 2006. The increase is primarily attributable to the Ingolstadt and Coryton acquisitions. Depreciation and Amortization Our depreciation and amortization expenses increased by USD 31.8 million to USD 51.6 million for the three months ended September 30, 2007 from USD 19.8 million for the same period in 2006. The increase is mainly attributable to the additional depreciation associated with the Ingolstadt and Coryton acquisitions. Other Administrative Expenses Our other administrative expenses increased by USD 3.3 million to USD 15.3 million for the three months ended September 30, 2007 from USD 12.0 million for the same period in 2006. This increase was principally due to increased insurance costs associated with the acquisition of the Ingolstadt and Coryton refineries. Additionally, the company has incurred increased costs related to the development of our internal audit department and increased IT support and licensing fees. Financial Expense, Net Our net financial expense decreased by USD 19.6 million to USD 27.3 million for the three months ended September 30, 2007 from USD 46.9 million for the three months ended September 30, 2006. The net financial expense for the current period was mainly related to interest on our USD 1.2 billion senior notes. Foreign Currency Exchange Gain / (Loss) Our foreign currency exchange results represented a gain of USD 7.9 million for the three months ended September 30, 2007 as compared to a loss USD 0.1 million for the same period in 2006. The gains are primarily related to the revaluation of intercompany loans and the recognition of equity translation reserves in accordance with IAS 21 due to the partial liquidation of a foreign entity. Income Tax Benefit / (Expense) Our income tax expense was USD 8.1 million for the three months ended September 30, 2007 compared to an expense of USD 8.4 million for the same period in 2006. Our estimated effective tax rate of 10% for 2007 was applied to results for the third quarter of 2007. Our

tax rate was impacted by the release of a valuation allowance of approximately USD 21.3 million in connection with the Ingolstadt acquisition.

Petroplus Holdings AG | Operating and Financial Review

19

Liquidity and Capital Resources Cash Flows The following table summarizes the cash flow activity for the periods indicated: For the nine months ended September 30, (in millions of USD)

Cash provided by operating activities Cash (used in) investing activities Cash provided by financing activities Net increase / (decrease) in cash and short-term deposits Net cash flows from discontinued operations Net foreign exchange differences Cash and short-term deposits at beginning of period Cash and short-term deposits at end of period

2007

2006

716.6 (2,448.7) 1,792.7 60.6 41.5 9.4 91.6 203.1

11.0 (441.5) 173.9 (256.6) 345.0 5.8 65.9 160.1

Cash Flows from Continuing Operating Activities Net cash flows provided by operating activities were USD 716.6 million for the nine months ended September 30, 2007 as compared to USD 11.0 million in the same period for 2006. Net income from continuing operations, excluding non-cash items contributed USD 294.0 million for the nine months ended September 30, 2007 versus USD 143.4 million in the same period for 2006. Post acquisition increases in trade and other receivables from the Coryton and Ingolstadt refineries were offset by similar increases in trade and other payables resulting in a net cash inflow from changes in working capital and provisions from continuing operations in 2007.

Cash Flows from Continuing Financing Activities Net cash flows provided by financing activities were USD 1,792.7 million for the nine months ended September 30, 2007 as compared to net cash provided by financing activities of USD 173.9 million in the same period for 2006. In April 2007, the Company issued USD 1.2 billion in senior notes and completed a rights offering which resulted in net proceeds of USD 608.8 million. These funds were used to finance the Coryton acquisition and pay down borrowings under the working capital facilities. Prior period cash provided from financing activities is mainly attributable to credit facilities used to finance the acquisition of the BRC refinery.

Cash Flows from Continuing Investing Activities Net cash flows used in investing activities were USD 2,448.7 million for the nine months ended September 30, 2007 as compared to net cash used in investing activities of USD 441.5 million in the same period for 2006. On March 31, 2007 and May 31, 2007 the Company completed the acquisitions of the Ingolstadt and Coryton refineries, which resulted in a net cash outflow of USD 688.8 and USD 1,600.3 million, respectively. The remaining cash used in investing activities resulted primarily from routine purchases of property, plant and equipment in addition to turnaround activity at the BRC and Cressier refineries. Cash used in investing activities for the nine months ended September 30, 2006 was primarily driven by the acquisition of the Belgium refinery.

Net Cash Flows from Discontinued Operations Net cash flows provided by discontinued operations were USD 41.5 million for the nine months ended September 30, 2007 as compared to net cash provided by discontinued operations of USD 345.0 million for the same period in 2006. During 2006, the Company entered into negotiations with 4Gas B.V. for the sale of shares in Dragon LNG Holdings Ltd and Dragon LNG Ltd. (together “Dragon”) and Milford Energy Limited. The sale closed during February 2007. Cash inflows in the nine months ended September 30, 2006 resulted primarily from sale of the majority of the remaining noncore assets in August 2006.

20 Petroplus Holdings AG | Operating and Financial Review

Capital Spending We classify our capital expenditures, excluding acquisition expenditures, into four major categories: Permit related capital expenditures include capital expenditures for improvements and upgrades to our production facilities required by local authorities as a condition to the granting or renewal of the operating permits for our facilities. These include process safety improvements and installation of equipment to reduce emissions to the environment. Sustaining capital expenditures include regular, nonpermit related capital expenditures we incur to maintain our production facilities and keep them in good running order. Turnaround expenditures include capital expenditures incurred in connection with planned shut downs to make necessary repairs, perform preventative maintenance, replace catalysts and implement capital improvements. Additionally, we incur expenditures that are directly related to capital improvements to equipment implemented during the turnarounds. We perform major scheduled turnarounds on each of our refineries generally every four years, with an intermediate, minor turnaround generally two years following each major scheduled maintenance turnaround. Project-related capital expenditures include capital expenditures for improvements or upgrades to our production facilities that have been identified to provide significant refining margin returns. These projects are expected to either add capacity or increase product yields in higher value petroleum products. Information technology related projects are also included in this category. Our total capital expenditures, excluding acquisition expenditures are summarized in the following table by major category for the periods indicated:

Actual capital expenditures For the nine months ended September 30, (in millions of USD)

Permit-related Sustaining Turnaround Projects  Total capital expenditures

2007

2006

29.1 43.0 54.6 32.9 159.6

7.5 19.3 8.7 7.8 43.3

Summary of Indebtedness The following table sets forth our financial indebtedness (offset by capitalized financing costs) and cash balances as of September 30, 2007 and December 31, 2006: (in millions of USD)

Term Loan Facilities Working Capital Facilities Total financial debt Cash and short-term deposits Net financial debt

September 30, 2007

December 31, 2006

1,184.1 3.8 1,187.9 203.1

91.6

984.8

(91.6)

The Company’s consolidated EBITDA (“Earnings Before Interest, Taxes, Depreciation and Amortization”) as defined in our indenture agreement to the senior notes issued in April 2007, is USD 319.6 million for the nine months ended September 30, 2007. Liquidity Our ability to pay interest and principal on our indebtedness and to satisfy our other debt obligations will depend upon our future operating performance and the availability of new and refinancing indebtedness, which can be affected by prevailing economic conditions and financial, business and other factors, some of which are beyond our control. We believe that our cash flows from operations and availability of borrowings under our existing credit facilities will be sufficient to satisfy the anticipated cash requirements associated with our existing operations during the next twelve months as well as the planned

Petroplus Holdings AG | Operating and Financial Review

acquisition of the Petit Couronne and Reichstett refineries (see also note 14). Our ability to generate sufficient cash from our operating activities depends on our future performance, which is subject to general economic, political, financial, competitive and other factors beyond our control. In addition, our future capital expenditures and other cash requirements could be higher than we currently expect as a result of various factors, including any acquisitions that we may complete.

Off-Balance Sheet Arrangements As of September 30, 2007, we opened letters of credit in the amount of USD 1,189.8 million and posted other guarantees in the amount of USD 322.2 million. The letters of credit primarily related to crude oil purchases, whereas the guarantees primarily related to customs bonds for the newly acquired Ingolstadt refinery.

Outlook The discussion below contains forward looking statements that reflect our current judgment regarding conditions we expect to exist and the course of action we expect to take in the future. Even though we believe our expectations regarding future events are based on reasonable assumptions, forward looking statements are not guarantees of future performance. Our assumptions rely on our operational analysis and expectations for the operating performance of our assets based on their historical operating performance, management expectations as described below and historical costs associated with the operations of those assets. Factors beyond our control could cause our actual results to vary materially from our expectations, which are discussed in “Forward Looking Statements“ and elsewhere in this document. The prospective financial information below are not facts and should not be relied upon as being necessarily indicative of future results, and you are cautioned not to place undue reliance on this prospective financial information. Market We believe the market outlook as a whole will be favorable for the European refining industry due to an increasingly tight worldwide supply and demand balance for refined petroleum products. We believe that the

21

remainder of 2007 will be impacted by the high crude price environment. While we expect refining margins to fluctuate, we believe that we are positioned in the industry to perform well under current and expected market conditions. Refinery Operations Overview As discussed under “Factors Affecting Operating Results”, it is common practice in our industry to look to benchmark market indicators, such as our derived 5/2/2/1 benchmark refining margin for the Coryton refinery, 10/1/3/5/1 benchmark refining margin for the Ingolstadt refinery, 6/1/2/2/1 benchmark refining margin for the BRC refinery, 7/2/4/1 benchmark refining margin for the Cressier refinery and 5/1/2/2 benchmark refining margin for the Teesside refinery, and as proxies for refining margins. To improve the reliability of the benchmark refining margins we have derived for our refineries (including pending acquisitions) as indicators of the refinery’s actual refining margins, each refinery’s benchmarks must be adjusted for the following: the refinery’s actual crude oil slate, which does not correspond to the 100% Dated Brent crude oil slate we have used in our derived benchmark refining margins; for variances from the benchmark product slate to the refinery’s actual, or anticipated, product slate; and for any other factors not anticipated in the benchmark refining margin. These other factors include crude oil and product grade differentials, fuel consumed during production, ancillary crude and product costs, such as transportation costs, storage costs and inventory fluctuations. The throughput estimates set forth below assume that our refinery operations will experience no operating disruptions in 2008 other than scheduled maintenance shutdowns as described below. Coryton Refinery We expect the Coryton refinery’s total throughput during the fourth quarter of 2007 will be approximately 110,000 to 120,000 bpd. The decrease in rates is primarily related to a recent fire in the pentane isomerization unit dehexanizer column and associated equipment. We expect the Coryton refinery’s total throughput rate in 2007, post acquisition, will be approximately 160,000 to 170,000 bpd.

22 Petroplus Holdings AG | Operating and Financial Review

We expect the Coryton refinery’s total throughput during 2008 will be approximately 200,000 to 210,000 bpd. Ingolstadt Refinery We expect the Ingolstadt refinery’s total throughput during the fourth quarter of 2007 will be approximately 70,000 to 75,000 bpd. The throughput rates for the fourth quarter reflect a maintenance shutdown for reformer regeneration and cleaning of the crude tower. This work was originally planned for December 2007 but was moved forward to address operational needs. The maintenance started on October 12, and was completed by the first week in November. The refinery is now running at full rates. We expect the Ingolstadt refinery’s total throughput rate in 2007, post acquisition, will be approximately 85,000 to 90,000 bpd. We expect the Ingolstadt refinery’s total throughput during 2008 will be approximately 100,000 to 110,000 bpd. BRC Refinery We expect the BRC refinery’s total throughput during the fourth quarter of 2007 will average approximately 100,000 to 105,000 bpd. We expect the refinery’s fullyear total throughput rate will be approximately 70,000 to 75,000 bpd in 2007. These throughput rates reflect a significant scheduled maintenance turnaround which primarily took place during the second quarter of 2007. The project was completed in the third quarter. We expect the BRC refinery’s total throughput during 2008 will be approximately 100,000 to 110,000 bpd. Cressier Refinery We expect the Cressier refinery’s total throughput rate during the fourth quarter of 2007 will be approximately 58,000 to 63,000 bpd. We expect the refinery’s 2007 full-year total throughput rate will be approximately 50,000 to 55,000 bpd. These throughput rates reflect a scheduled maintenance turnaround in the second quarter of 2007, which lasted 41 days. We expect the Cressier refinery’s total throughput during 2008 will be approximately 58,000 to 63,000 bpd.

Teesside Refinery We expect the Teesside refinery’s total throughput rate during the fourth quarter of 2007 to be approximately 85,000 to 90,000 bpd excluding the impact of a tight market structure. We expect the refinery’s 2007 full-year total throughput rate will be approximately 85,000 to 90,000 bpd. We expect the Teesside refinery’s total throughput during 2008 will average approximately 90,000 to 95,000 bpd. Operating Expenses Natural gas will be the largest component of our variable operating expenses. On an annual basis, our refineries will purchase approximately 1.8 billion KWh (“Kilo-Watthours”) of natural gas, with most of these purchases relating to the Coryton refinery. Other significant components of operating expenses are our employee costs, ongoing repair and maintenance, catalysts and chemicals. Interest Expense We expect that our net interest for borrowings under the working capital facilities will have a blended rate of the published LIBOR rate plus approximately 1.00%. As our financial position changes, this blended rate may increase or decrease depending on certain financial performance indicators used to set the interest rates under certain of our debt facilities. In addition, in connection with financing the Coryton refinery, we have borrowed USD 1.2 billion in the form of a high yield corporate bond (“HYB”), of which USD 600 million is in a 7 year tranche that has a fixed interest rate of 6.75% and USD 600 million is in a 10 year tranche with a fixed interest rate of 7.00%. The HYB impacted our interest expense in the second quarter 2007 for the first time. Income Taxes We expect our effective income tax rate for 2007 to be approximately 10% of our net income before income taxes excluding any nonrecurring events. Our effective income tax rate will vary as realized refining margins fluctuate. Our effective income tax rate will also vary in connection with any acquisitions and disposals.

Petroplus Holdings AG | Operating and Financial Review

Capital expenditures We plan to fund our internal investments from cash on hand and internally generated cash flows. Overview We expect capital expenditures for 2008 to be approximately USD 260 million, excluding expenditures at the Petit Couronne and Reichstett refineries. We expect that capital expenditures at the French refineries, once acquired, will be about USD 60 million in 2008. The following table summarizes our budgeted capital expenditures, excluding future acquisitions for the year ending December 31, 2008, by major category: Planned capital expenditures (in millions of USD)

2008 1)

Permit-related Sustaining Turnaround Projects Total capital expenditures

55.0 120.0 60.0 25.0 260.0

1)

Excludes budgeted capital expenditures for the Petit Couronne and Reichstett refineries, which are estimated to be approximately USD 60 million for 2008.

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Discretionary Capital Expenditure Plan We have previously disclosed that we expected to spend approximately USD 200 million in a discretionary capital program over the next three years that would return approximately USD 100 million annually thereafter. During 2007, we have spent approximately USD 30 million primarily at the BRC refinery, where we completed a catalyst change on the isomerization unit and made improvements on the crude and vacuum distillation units to improve separation reducing fuel oil production and increasing clean transportation production. The estimated EBITDA returns, assuming current market pricing, associated with this project, including any impact of increased throughput as a result of the turnaround, is expected to be approximately USD 40 million annually. During our consideration of current market conditions as well as potential new discretionary capital expenditures as a result of the acquisition of the Coryton refinery and the potential acquisition of the French refineries, we have limited our discretionary capital program. The remaining discretionary capital program primarily relates to the diesel maximization project at the Ingolstadt refinery. As a result of legislation to reduce the sulfur content of heating oil in Germany, the Ingolstadt refinery has an under-utilized reactor, which can be used to produce low-sulfur diesel. The expected capital investment on this project is approximately USD 15 million of which approximately USD 5 million will be spent during 2007. We are currently exploring the economics of certain projects at the Coryton refinery as well as the Petit Couronne refinery.

24 Petroplus Holdings AG | Operating and Financial Review

Quantitative and Qualitative Disclosure about Market Risk General The risks inherent in our business include the potential loss from adverse changes in commodity prices, operational risks and certain operating costs, as well as exchange rates, interest rates, and counterparty risks. Commodity Price Risk Our earnings, cash flow and liquidity can be significantly affected by a variety of factors beyond our control, including the supply of crude oil and other feedstocks and the demand for gasoline, diesel and other petroleum refined products. The supply of and demand for these commodities depends upon, among other factors, changes in global and regional economies, seasonal buying patterns, weather conditions, regional and global political affairs, planned and unplanned downtime in refineries, pipelines and production facilities, the amount of new refining capacity, the marketing of competitive fuels and the extent of government regulation. Our revenues fluctuate significantly with movements in the price of refined petroleum products and our cost of sales fluctuate significantly with movements in crude oil and other feedstock prices. Our results are also sensitive to the fluctuations in electricity prices and other fuel costs due to the use of electricity and other fuels to power our refinery operations. Foreign Currency Exchange Rate Risk Overview Our financial condition and results of operations are exposed to two types of risk related to foreign currency exchange rates: translation and transaction risk. We are exposed to translation risk because a significant percentage of our revenues and expenses are realized and incurred in currencies other than the US dollar, which is the presentation currency for our financial statements. We are also exposed to translation risk because certain of our assets and liabilities are denominated in currencies other than the US dollar. We are exposed to transaction risk because our revenues and costs, as well as the debt and receivables related to such transactions, are denominated in US dollars as well as Euros, Swiss Francs and British Pounds.

Translation Risk Substantial portions of our revenues and operating expenses are recorded in Euros, Swiss Francs and British Pounds and then translated into US dollars for inclusion in our financial statements. Thus, a decline in the value of the Euro, Swiss Franc or British Pound against the US dollar will have a negative affect on our revenues as reported in US dollars. Conversely, a decline in the value of the Euro, Swiss Franc or British Pound against the US dollar will have a positive effect on our expenses as reported in US dollars. Transaction Risk We are exposed to transaction risk because our revenues and expenses are denominated in not only US dollars but also in Euro, Swiss Francs and British Pounds. Accordingly, the relative movements of the exchange rate of the US dollar against any of these non-US dollar currencies can significantly affect our results of operations. In connection with our acquisitions of the Ingolstadt and Coryton refineries, we have incurred some indebtedness denominated in USD, whereas some of the subsidiaries involved in the purchasing or the internal financing of these refineries have non-USD functional currencies at present, which may give rise to foreign exchange exposure for some of these subsidiaries. As a result, a decrease in the value of any non-USD currency against the USD will result in an increase in the relevant non-USD value of the USD denominated indebtedness. Conversely, an increase in the value of any non-USD currency against the USD will result in a decrease in the relevant non-USD value of the USD denominated indebtedness. In order to reduce this foreign exchange risk the Company may enter into foreign exchange hedges, including derivative instruments such as forwards and swaps.

Petroplus Holdings AG | Operating and Financial Review

Interest Rate Risk As of September 30, 2007, we have USD 3.8 million in borrowings under our working capital facilities. As we borrow on our working capital facilities, we will be subject to interest rate risk, as all of these borrowings bear floating rates of interest. At this time, the company does not enter into interest rate swaps to hedge this risk. Credit Risk Credit risk arises from the potential failure of a counterparty to meet its contractual obligations. We are exposed to counterparty risk primarily in connection with commercial transactions, investments and plant maintenance contracts. Our policy is to manage these risks by setting credit risk limits for selected counterparties, based, among other things, on their credit rating and our review of the counterparty’s financial condition, the duration of the exposure and monetary amount of the credit risk exposure. In addition, our trade debtor portfolio principally consists of strong players in world markets, including major oil companies. For sales of petroleum products, we may also be the beneficiaries of bank guarantees, letters of credit, or similar credit risk mitigation instruments.

25

Risks Relating to Our Business and Our Industry There have been no changes to the risks relating to the industry in which we operate or our business since the filing of the 2006 Annual Report. For the details of these risks please refer to our Annual Report as filed with the SWX.

Critical Accounting Judgments and Estimates The preparation of our financial statements in conformity with International Financial Reporting Standards (“IFRS”) requires the use of estimates and assumptions that affect the reported amount of assets, liabilities, revenues and expenses and related disclosure of contingent assets and liabilities. We base our estimates on historical experience and on various other assumptions that we believe are reasonable under the circumstances, and provide a basis for making judgments about the carrying value of assets and liabilities that are not readily available through open market quotes. Estimates and assumptions are reviewed periodically, and actual results may differ from those estimates under different assumptions or conditions. We must use our judgment related to uncertainties in order to make these estimates and assumptions. We have summarized in our 2006 Annual Report our accounting estimates that require more subjective judgment by our management in making assumptions or estimates regarding the effects of matters that are inherently uncertain and for which changes in conditions may significantly affect the results in our financial statements. These accounting estimates have not changed significantly within the first nine months of 2007.

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Petroplus Holdings AG | Interim Financial Statements

29

Condensed Consolidated Income Statements for the nine and three months ended September 30, 2007 and 2006 (reviewed) For the nine months ended September 30, (in millions of USD)

Continuing operations Revenue Materials cost Gross margin

Notes

2007

2006

2007

2006

3

8,891.8 (8,191.3) 700.5

5,175.9 (4,789.8) 386.1

4,434.2 (4,103.0) 331.2

2,166.3 (1,977.5) 188.8

(161.4) (196.1) (107.1) (38.9) 197.0

(81.3) (94.6) (43.0) (18.5) 148.7

(71.9) (96.6) (51.6) (15.3) 95.8

(30.7) (46.5) (19.8) (12.0) 79.8

(43.1) 15.5 169.4

(44.6) (0.9) 0.3 103.5

(27.3) 7.9 76.4

(46.9) (0.1) 0.5 33.3

5

3.8 173.2

(26.2) 77.3

(8.1) 68.3

(8.4) 24.9

11

(6.8) 166.4

365.7 443.0

(0.5) 67.8

270.0 294.9

166.4 166.4

442.8 0.2 443.0

67.8 67.8

294.9 294.9

Personnel expenses Operating expenses Depreciation and amortization Other administrative expenses Operating profit Financial expense, net Foreign currency exchange gain / (loss) Share of gain from associates Profit before income taxes Income tax benefit / (expense) Net income from continuing operations Discontinued operations (Loss) / gain from discontinued operations, net of tax Net income Net income attributable to: Shareholders of the parent Minority interest Net income

Earnings per share (in USD) Earnings per share - basic Earnings per share - diluted calculated on continuing operations Earnings per share - basic Earnings per share - diluted

For the three months ended September 30,

For the nine months ended

For the three months ended

2.55 2.46

11.52 11.28

0.99 0.96

7.55 7.39

2.65 2.56

2.01 1.96

1.00 0.97

0.64 0.62

30 Petroplus Holdings AG | Interim Financial Statements

Condensed Consolidated Balance Sheets at September 30, 2007 (reviewed) and December 31, 2006 (audited) (in millions of USD)

Current assets Cash and short-term deposits Trade receivables, net Derivative financial instruments Other receivables and prepayments Inventories Current tax assets Assets classified as held for sale Total current assets Non-current assets Intangible assets Property, plant and equipment Investments in associates Financial assets available for sale Other financial assets Deferred tax assets Total non-current assets Total assets Current liabilities Interest-bearing loans and borrowings Finance lease commitments Trade payables Current tax liabilities Derivative financial instruments Other payables and accrued expenses Liabilities classified as held for sale Total current liabilities Non-current liabilities Interest-bearing loans and borrowings Finance lease commitments Retirement benefit obligation Deferred tax liabilities Provisions Total non-current liabilities Total liabilities Shareholders’ equity Share capital Share premium Translation reserve Retained earnings Equity attributable to shareholders’ of the parent Minority interest Total shareholders’ equity Total liabilities and shareholders’ equity

Notes

6

11

7, 10

5

8 6

11

8

10

9 9

September 30, 2007

December 31, 2006

203.1 1,495.8 172.3 181.9 1,635.3 2.3 3,690.7

91.6 546.9 239.0 193.9 741.0 0.8 81.2 1,894.4

47.1 3,318.6 0.9 2.2 10.1 29.0 3,407.9 7,098.6

1.0 1,092.5 0.4 2.2 19.1 5.2 1,120.4 3,014.8

3.8 3.3 1,428.2 30.3 249.8 1,261.0 2,976.4

3.3 567.9 17.5 260.1 316.0 39.4 1,204.2

1,184.1 29.5 70.3 418.5 56.9 1,759.3 4,735.7

30.0 28.2 158.5 38.8 255.5 1,459.7

517.4 1,255.0 33.3 556.9 2,362.6 0.3 2,362.9 7,098.6

459.7 684.4 9.2 401.4 1,554.7 0.4 1,555.1 3,014.8

Petroplus Holdings AG | Interim Financial Statements

31

Condensed Consolidated Cash Flow Statements for the nine months ended September 30, 2007 and 2006 (reviewed) For the nine months ended September 30, (in millions of USD)

Cash flows from continuing operating activities Net income from continuing operations Net reversal of non-cash items: Depreciation and amortization Depreciation of capitalized financing costs Share-based payments Foreign exchange gain from disposal of a foreign operation Changes in working capital and provisons from continuing operations: Change in provisions Change in trade receivables and other receivables Change in inventories Change in derivative financial instruments Change in trade payables, other payables and accrued expenses Change in income tax position Cash flows from continuing operating activities Cash flows from continuing investing activities Investment in property, plant and equipment Acquisition of subsidiaries, net of cash acquired Cash flows from continuing investing activities Cash flows from continuing financing activities Proceeds from issue of share capital Increase in long-term liabilities Transaction costs Repayment of long-term liabilities Increase on working capital facilities Cash flows from continuing financing activities Cash flows from discontinued operations Net cash flow Net foreign exchange differences Movement in cash and short-term deposits Cash and cash equivalents from continuing operations, beginning of the period Cash and cash equivalents from continuing operations, end of the period

Notes

5

10

9 8 8 8

11

2007

2006

173.2

77.3

107.1 9.7 8.3 (4.3)

43.0 23.1 -

2.2 (728.4) 3.1 53.5 1,097.1 (4.9) 716.6

4.6 73.1 120.6 (135.0) (235.6) 39.9 11.0

(159.6) (2,289.1) (2,448.7)

(43.4) (398.1) (441.5)

628.3 1,200.0 (36.4) 0.8 1,792.7

348.2 (26.6) (156.3) 8.6 173.9

41.5

345.0

102.1 9.4 111.5 91.6

88.4 5.8 94.2 65.9

203.1

160.1

32 Petroplus Holdings AG | Interim Financial Statements

Condensed Consolidated Statements of Changes in Shareholders’ Equity for the nine months ended September 30, 2007 and 2006 (reviewed) Attributable to equity holders of the parent (in millions of USD)

Notes

Balance as per January 1, 2006 Exchange difference on translation of foreign entities Net income recognized directly into equity Net income for the period Total recognized income and expense for the period Effect of reverse acquisition Changes in minority interests Balance as per September 30, 2006

Balance as per January 1, 2007 Exchange difference on translation of foreign entities Related income tax Net income recognized directly into equity Transfer to profit and loss on disposal of foreign operation Net income for the period Total recognized income and expense for the period Capital increase Share issue costs Share-based payments Related income tax Changes in minority interests Balance as per September 30, 2007

9 9

Share capital

Share premium

Translation reserve

Retained earnings

Total

Minority Interest

Total Equity

3.1 -

28.3 -

0.2 6.0

(2.7) -

28.9 6.0

0.9 0.2

29.8 6.2

-

-

6.0

-

6.0

0.2

6.2

-

-

6.0

442.8 442.8

442.8 448.8

0.2 0.4

443.0 449.2

299.0 302.1

(267.9) (239.6)

6.2

440.1

31.1 508.8

(0.9) 0.4

31.1 (0.9) 509.2

459.7 -

684.4 -

9.2 41.9

401.4 -

1,554.7 41.9

0.4 (0.1)

1,555.1 41.8

-

-

(13.5) 28.4

-

(13.5) 28.4

(0.1)

(13.5) 28.3

-

-

(4.3)

-

(4.3)

-

(4.3)

-

-

24.1

166.4 166.4

166.4 190.5

(0.1)

166.4 190.4

57.7 517.4

570.6 1,255.0

33.3

(19.5) 8.3 0.3 556.9

628.3 (19.5) 8.3 0.3 2,362.6

0.3

628.3 (19.5) 8.3 0.3 2,362.9

Petroplus Holdings AG | Interim Financial Statements

33

Notes to the Condensed Consolidated Financial Statements 1 Basis of preparation Petroplus Holdings AG’s (the “Company”, “we”, “us” or “Petroplus”) Interim Condensed Consolidated Financial Statements for the nine and three months ended September 30, 2007 (“Interim Financial Statements”) have been prepared in accordance with International Accounting Standard (“IAS”) 34 Interim Financial Reporting and are stated in US dollars (“USD”). In the opinion of the management, all adjustments necessary for a fair presentation of financial position, results of operations and cash flows for the interim periods have been made. These Interim Financial Statements should be read in conjunction with the audited Financial Statements included in the Petroplus Annual Report 2006. Current Year Reclassifications Certain first and second quarter 2007 amounts have been reclassified from Gross Margin to the Foreign Currency Exchange gain / (loss) line item. There is no Net Income change as a result of this reclassification. In prior periods certain foreign exchange translation amounts had been classified within Gross Margin. The current classification, of all foreign exchange results shown in the Foreign Currency Exchange gain / (loss) line item, provides transparency to the foreign currency result of the Company. Prior year amounts have not been reclassified due to immateriality.

2 Significant accounting policies In preparing the Interim Financial Statements, the accounting principles and methods of computation applied are consistent with those used in the financial statements as of and for the year ended December 31, 2006 except for the adoption of new Standards and Interpretations as noted below. The adoption of these new or revised IAS/IFRS-Standards (“International Financial Reporting Standards”) and Interpretations effective for accounting periods beginning on January 1, 2007 have not had any or have had no significant impact on the Interim Financial Statements.

IFRS 7 Financial Instruments: Disclosures – Petroplus adopted the disclosure requirements for financial instruments under IFRS 7 as of January 1, 2007. The new standard has no impact on recognition, measurement and presentation of financial instruments and accordingly has no effect on our Net Income and Equity. Rather, it requires Petroplus to provide disclosures in our financial statements that enable readers to evaluate (a) the significance of financial instruments for the Company’s financial position and performance, and (b) the nature and extent of the credit, market and liquidity risks arising from financial instruments used during the period and at the reporting date, and how the Company manages those risks. The disclosure principles of IFRS 7 complement the principles for recognizing, measuring and presenting financial assets and financial liabilities in IAS 32 Financial Instruments: Presentation and IAS 39 Financial Instruments: Recognition and Measurement. The Company will disclose the additional information as of December 31, 2007 and 2006 as required by the standard. There is no effect on our 2007 quarterly filings. IFRIC (“International Financial Reporting Interpretations Committee”) 7 Applying the Restatement Approach under IAS 29 Financial Reporting in Hyperinflationary Economies – Petroplus adopted this Interpretation as of January 1, 2007, which addresses the application of IAS 29 when an economy first becomes hyperinflationary and in particular the accounting for deferred tax. IFRIC 8 Scope of IFRS 2 Share-based Payment – Petroplus adopted this Interpretation as of January 1, 2007, which addresses the accounting for share-based payment transactions in which some or all of the goods or services received cannot be specifically identified. IFRIC 9 Reassessment of Embedded Derivatives – Petroplus adopted this Interpretation as of January 1, 2007, which states that the date to assess the existence of an embedded derivative is the date that an entity first becomes party to the contract, with reassessment only if there is a change to the contract that significantly modifies the cash flows. IFRIC 10 Interim Financial Reporting and Impairment – Petroplus adopted this Interpretation as of January 1, 2007, which requires that an entity must not reverse an impairment loss recognized in a previous interim pe-

34 Petroplus Holdings AG | Interim Financial Statements

riod in respect of goodwill or an investment in either an equity instrument or a financial asset carried at cost. The Company has early adopted the following Standard: IFRS 8 Operating Segment – Petroplus has elected to early adopt IFRS 8 as of January 1, 2007. This standard requires disclosure of information about the Company’s

operating segments. IFRS 8 replaces IAS 14 Segment Reporting. The adoption of this Standard did not have any effect on the financial position or performance of the Company. Petroplus has determined that under IFRS 8 we operate as one segment, the refining operating segment, previously identified under IAS 14. Additional disclosure of this segment is shown in Note 3, including comparative information.

3 Segment information We have one reportable operating segment, refining. Our refining segment includes refining and wholesale marketing operations. Petroplus is an independent refining company with no other operating activities. As such we manage operations on a consolidated basis. Operating segments For the nine months ended September 30, (in millions of USD)

Total external revenue Total revenue Net income / (loss)

Refining

Total Continuing Operations

Discontinued Operations

Total Company

2007

2006

2007

2006

2007

2006

2007

2006

8,891.8 8,891.8

5,175.9 5,175.9

8,891.8 8,891.8 173.2

5,175.9 5,175.9 77.3

1.8 1.8 (6.8)

2,208.7 2,208.7 365.7

8,893.6 8,893.6 166.4

7,384.6 7,384.6 443.0

For the three months ended September 30, (in millions of USD)

Total external revenue Total revenue Net income / (loss)

Refining

Total Continuing Operations

Discontinued Operations

Total Company

2007

2006

2007

2006

2007

2006

2007

2006

4,434.2 4,434.2

2,166.3 2,166.3

4,434.2 4,434.2 68.3

2,166.3 2,166.3 24.9

(0.5)

432.0 432.0 270.0

4,434.2 4,434.2 67.8

2,598.3 2,598.3 294.9

The significant increase in total assets is explained in note 7 and 10.

Petroplus Holdings AG | Interim Financial Statements

4 Seasonality In addition to other risks that affect the profitability of our business, we are subject to seasonal cycles for specific products. Typically in warmer times during the year, worldwide demand for clean transportation fuels increases as consumers travel more frequently. Similarly, cold weather spikes demand for heating oil. While we are subject to seasonal fluctuations, demand is focused around similarly priced middle distillate products which balance over a year of operations.

5 Income taxes Our estimated effective tax rate of 10% for 2007 was applied to quarterly results in accordance with IFRS. However, our tax rate for the nine months ended September 30, 2007 was impacted by the recognition of tax losses carried forward in connection with the Ingolstadt acquisition in Germany. With the Ingolstadt acquisition, we expect that we will now be able to utilize these tax losses carried forward in future periods – resulting in a tax benefit of approximately USD 21.3 million which was recognized in the first quarter of 2007.

6 Trade receivables/Trade payables The increase in trade receivables and trade payables is mainly due to activities of the Coryton and Ingolstadt refineries, which were acquired on May 31, 2007 and March 31, 2007, respectively.

7 Property, plant and equipment During the nine months ended September 30, 2007 and 2006, the Company spent approximately USD 159.6 million and USD 43.3 million, respectively, on additions to property, plant and equipment. The large increase in the first nine months of 2007 compared to 2006 is primarily due to the acquisitions of the Coryton and Ingolstadt refineries and the major turnarounds at the BRC and Cressier refineries during the second quarter 2007.

35

8 Interest-Bearing Loans and Borrowings Senior Notes In April 2007, a subsidiary of the Company issued USD 600 million, 6.75% senior notes due 2014 and USD 600 million, 7% senior notes due 2017 (together the “Notes”). The Company used the proceeds from the Notes primarily to fund the acquisition of the Coryton refinery. The total USD 1.2 billion Notes are presented on the Balance Sheet as non-current interest bearing loans and borrowings reduced by capitalized financing costs. The capitalized financing costs of approximately USD 16.5 million are depreciated over 7 and 10 years. Inventory Revolving Credit Facility Certain of our subsidiaries are party to a USD 1.2 billion multi-currency secured revolving credit facility agreement dated December 23, 2005 (as amended most recently on July 13, 2007, the “RCF”). The amended facility includes an option to increase the facility amount up to USD 2.0 billion on a pre-approved but uncommitted basis in connection primarily with increased working capital needs as a result of future acquisitions. Moreover the Company can obtain additional availability on an uncommitted basis under the same facility. As of September 30, 2007, the Company had signed several uncommitted facilities with certain RCF lending banks, providing such additional availability, for a total amount of USD 1.4 billion. The RCF is available, subject to a borrowing base, in the form of revolving loan advances, cash borrowings and certain payment instruments, including documentary letters of credit, standby letters of credit, letters of indemnity and bank guarantees. Cash borrowings and revolving loans together may not be more than 60% of the total amount of the committed amount of the RCF. Bank overdrafts are limited to USD 100 million. During the quarter the borrowings under the RCF were jointly and severally guaranteed by certain of our subsidiaries. Such borrowings are secured by certain assets of the borrowers and of the guarantors, the form of such security includes certain pledges of bank accounts, inventory, insurance and other assets. The RCF terminates on December 21, 2009.

36 Petroplus Holdings AG | Interim Financial Statements

There were no outstanding cash drawings as of September 30, 2007 and December 31, 2006. The capitalized financing costs under the RCF of USD 9.3 million as of September 30, 2007 are presented under Other Financial Assets. The capitalized financing costs are depreciated over three years.

Other Working Capital Facilities Some of our subsidiaries have smaller working capital facilities available of which USD 3.8 million were drawn upon as of September 30, 2007. There were no outstanding drawings as of December 31, 2006.

9 Shareholders’ Equity

Issued share capital Authorized share capital Conditional share capital

Share Capital in millions of USD

Share Capital in millions of CHF

Number of shares

Nominal value per share in CHF

517.4 187.5 111.3

630.1 228.3 135.6

68,636,600 24,868,300 14,775,300

9.18 9.18 9.18

Capital Increase During April 2007, the Company completed a rights offering whereby the Company issued 7.6 million new registered shares from existing authorized capital. The shares were offered at a price of CHF 100.00. The net proceeds amounted to approximately USD 608.8 million (CHF 735.5 million). The first trading day of the new shares was on April 25, 2007. The proceeds received were primarily used to repay the existing working capital facilities. The issued share capital at September 30, 2007 amounts to USD 517.4 million (CHF 630.1 million) translated at the date of the relevant transactions. Authorized Share Capital At the shareholders’ meeting held on May 9, 2007, the Board of Directors received the authorization to increase the share capital at any time until May 8, 2009 by a maximum amount of CHF 137.7 million by issuing a maximum of 15,000,000 fully paid shares with a nominal value of CHF 9.18 each. The Board is entitled to issue these shares by means of a firm underwriting or in partial amounts. The outstanding authorized share capital as of September 30, 2007 amounts to USD 187.5 million (CHF 228.3 million), comprising of 24,868,300 shares.

Conditional Share Capital The conditional share capital is reduced by the amount used by the Board of Directors regarding share capital increases out of authorized share capital based on the Articles of Association of Petroplus Holdings AG. The outstanding conditional share capital at September 30, 2007 amounts to USD 111.3 million (CHF 135.6 million), comprising of 14,775,300 shares.

#

#

#

Petroplus Holdings AG | Interim Financial Statements

10 Acquisitions Acquisition of the Coryton Refinery On May 31, 2007, we completed the purchase of the Coryton Refinery located on the Thames Estuary in the United Kingdom. The preliminary purchase price, including fees, inventory and other adjustments totaled approximately USD 1.6 billion and was financed with proceeds from our issuance of corporate bonds, cash on hand and drawings under our working capital facilities. The Coryton refinery and the related assets and liabilities are included in the Condensed Consolidated Balance Sheet as of September 30, 2007, based on a preliminary purchase price allocation performed upon the closing of the transaction. The Condensed Consolidated Income and Cash Flow Statements include four months of operations for the nine months ended September 30, 2007. See below for the purchase consideration and the preliminary purchase price allocation:

Purchase consideration (in millions of USD)

Purchase price Purchase price adjustment Fees Total purchase consideration

1,400.0 198.4 1.9 1,600.3

Purchase price allocation (in millions of USD)

Assets acquired Cash and short-term deposits Inventories Property, plant and equipment Derivative financial instruments Intangible assets Other assets Total assets Liabilities acquired Provisions Trade payables Other liabilities Total liabilities Net assets acquired Total purchase consideration Cash acquired Net cash outflow from transaction

Carrying amount

Fair value

536.0 536.0 516.1 1,389.9 0.6 0.6 5.0 42.7 42.7 1,095.4 1,974.2 6.9 288.2 288.2 78.8 78.8 367.0 373.9 728.4 1,600.3 1,600.3 1,600.3

37

The presentation of pro-forma financial information would require significant estimates and assumptions on behalf of the Company and therefore can not be presented. Additionally, the Company does not generate financial information down to the net income level for its refineries.

Acquisition of the Ingolstadt Refinery On March 31, 2007, we completed the purchase of the Ingolstadt refinery (Petroplus Raffinerie Ingolstadt GmbH) located in Ingolstadt, Germany, together with selected wholesale operations. The purchase price, including fees, inventory and other adjustments totaling approximately USD 694.8 million, was financed with cash on hand and drawings under our working capital facilities. Following the preliminary purchase price paid on March 31, 2007 of USD 627.5 million, the Company paid an additional USD 64.7 million subject to the final purchase price adjustment in the third quarter 2007. The Ingolstadt refinery and the related assets and liabilities are included in the Condensed Consolidated Balance Sheet as of September 30, 2007, based on a preliminary purchase price allocation performed upon the closing of the transaction. The Condensed Consolidated Income and Cash Flow Statements include six months of operations for the nine months ended September 30, 2007. See below for the purchase consideration and the preliminary purchase price allocation:

38 Petroplus Holdings AG | Interim Financial Statements

Acquisition of RIVR Acquisition B.V. (“RIVR”)

Purchase consideration (in millions of USD)

Purchase price Fees Total purchase consideration

692.2 2.6 694.8

Purchase price allocation (in millions of USD)

Assets acquired Cash and short-term deposits Inventories Trade receivables Property, plant and equipment Intangible assets Other assets Total assets Liabilities acquired Bank overdrafts Provisions Retirement benefit obligation Deferred tax liability Trade payables Other liabilities Total liabilities Net assets acquired

Carrying amount

Fair value

6.0 286.0 167.8 291.0 1.0 2.2 754.0

6.0 286.1 167.8 640.3 1.0 2.2 1,103.4

3.0 3.3 40.2 97.6 10.0 151.4 305.5 448.5

3.0 3.3 40.2 200.7 10.0 151.4 408.6 694.8

On August 21, 2006, Petroplus Holdings AG (formerly Argus Atlantic Energy Limited, Bermuda), acquired the entire share capital of RIVR, by means of a share-forshare exchange. RIVR Holding B.V., the sole shareholder of RIVR, received 38,118,150 registered shares in the Company in direct proportion to its shareholding in RIVR. In accordance with IFRS 3 Business Combinations, this transaction has been treated as a reverse acquisition. In a reverse acquisition, the cost of a business combination shall be allocated by measuring the identifiable assets, liabilities and contingent liabilities of the legal parent. The balance sheet of the legal parent, Petroplus Holdings AG, as per the date of transaction consisted primarily of USD 31.1 million of cash, investments in subsidiaries, other current assets and share capital in the corresponding amount. The purchase price consideration has been allocated as follows: Purchase consideration (in millions of USD)

Purchase price Total purchase consideration

31.1 31.1

Purchase price allocation Total purchase consideration Cash acquired Net cash outflow from transaction

694.8 (6.0) 688.8

The presentation of pro-forma financial information would require significant estimates and assumptions on behalf of the Company and therefore can not be presented. Additionally, the Company does not generate financial information down to the net income level for its refineries.

(in millions of USD)

Carrying amount

Fair value

31.1 31.1

31.1 31.1

Assets acquired Cash Net assets acquired Total purchase consideration paid in cash 1) Cash acquired Net cash inflow from transaction 1)

(31.1) (31.1)

The purchase price was paid through the issuance of shares of Petroplus Holdings AG.

In accordance with IFRS 3 Business Combinations, the Consolidated Financial Statements of Petroplus in the reverse acquisition are a continuation of those of RIVR immediately before the business combination. As Petroplus Holdings AG was a dormant company until the date of the reverse acquisition, revenue and income would not change if the reverse acquisition had occurred on January 1, 2006.

Petroplus Holdings AG | Interim Financial Statements

Acquisition of European Petroleum Holdings N.V. On May 31, 2006 the Company acquired 100% of the voting shares of EPH. The purchase price was USD 506.8 million, plus acquisition fees of USD 4.4 million. In prior periods the Company’s purchase price allocation was calculated on a provisional basis. This allocation was finalized in May 2007 and resulted in minor updates as outlined below:

39

Since May 31, 2006, EPH contributed USD 9.0 million of net income to the Company for the nine months ended September 30, 2006. If the Company had acquired EPH as of January 1, 2006, the total Company’s revenues for the nine months ended September 30, 2006 would have been approximately USD 1.3 billion higher. Additionally, the consolidated net income would have been approximately USD 47.0 million higher.

As the finalization of the purchase price allocation does not result in material changes in assets, liabilities or net income, prior period balances were not adjusted. If the Company had restated the Income Statement based on the updated asset balance, Net Income for the nine months ended September 30, 2006, would have been approximately USD 0.8 million higher and approximately USD 0.5 million lower for the nine months ended September 30, 2007. Final Purchase consideration (in millions of USD)

Purchase price Fees Total purchase consideration

506.8 4.4 511.2

Purchase price allocation (in millions of USD)

Assets acquired Cash and short-term deposits Inventories Trade receivables Property, plant and equipment Intangible assets Other assets Total assets Liabilities acquired Interest-bearing loans Provisions and accruals Deferred tax liability Trade payables Other liabilities Total liabilities Net assets acquired Total purchase consideration Cash acquired Net cash outflow from transaction

Carrying amount

Preliminary purchase price allocation

Changes as per acquisition date

Final purchase price allocation

82.0 294.3 156.4 165.0 18.9 716.6

82.0 294.3 156.4 521.4 18.9 1,073.0

(3.4) 23.9 (13.4) 7.1

82.0 294.3 156.4 518.0 23.9 5.5 1,080.1

209.9 32.2 0.4 200.5 11.9 454.9 261.7

209.9 32.2 107.3 200.5 11.9 561.8 511.2

7.1 7.1 0.0

209.9 32.2 114.4 200.5 11.9 568.9 511.2 511.2 (82.0) 429.2

40 Petroplus Holdings AG | Interim Financial Statements

11 Disposal of Subsidiaries Disposals in the first nine months 2007 During 2006, the Company entered into negotiations with 4GAS B.V. for the sale of shares in Dragon LNG Holding Ltd and Dragon LNG Ltd. (together, “Dragon”) and Milford Energy Limited. These assets, along with two entities (Antol N.V and Jely BVBA) acquired as part of the acquisition of EPH, were classified as held for sale as of December 31, 2006. In February 2007, the Company received proceeds of approximately USD 42.5 million in connection with the sale of Dragon and Milford Energy Limited. Proceeds of approximately USD 4.2 million were also received in February 2007 in relation to the sale of Antol N.V. and Jely BVBA. These transactions resulted in a net loss of approximately USD 1.3 million. During the second and third quarter, an additional loss of USD 4.4 million was realized in connection with provisions taken against certain receivables outstanding from non-core sales in 2006, in addition to the USD 1.1 million loss realized in connection with the final settlement received for the sale of the German tankstorage group in 2006. Disposals in the first nine months 2006 In January 2006, the Company entered into a purchase and sales agreement with SEM Group LP for the sale of Petroplus Milford Haven Limited. Total consideration of USD 142.5 million was received in February 2006. This transaction resulted in a net gain of USD 80.0 million. On June 19, 2006, the Company, through various subsidiaries, entered into a purchase and sales agreement relating to the sale of the German Tankstorage group to Deukalion Tankstorage GmbH for approximately USD 40.0 million. The transaction resulted in a net loss of USD 26.7 million. On August 21, 2006, the Company, through a wholly owned subsidiary, entered into a notarial deed of share purchase and transfer under which RIVR Acquisition B.V. sold certain shares in 4Gas B.V. to RIVR Holding B.V. in exchange for a EURIBOR plus 1.75% interest bearing loan note of USD 224.5 million plus the assumption of a USD 64.1 million payment in kind. The transaction resulted in a net gain of USD 282.6 million.

Pursuant to the share sale and purchase agreement dated August 21, 2006, we sold our shares in the remaining non-core entities of the 4Gas group, consisting of 4Gas Ltd., GORL Ltd, Haven Energy Ltd., Milford Gas Ltd., Milford Power Ltd., Petroplus Milford Haven Holding Ltd., Petroplus Oil Refining Milford Haven Ltd., Waterston Developments Ltd., Waterston Energy Park Ltd., Waterston Services Ltd. and Waterston Services II Ltd. (collectively, the “Other 4Gas Assets”), to 4Gas B.V. for an initial consideration of USD 6.4 million and deferred consideration to the extent that the aggregate proceeds of the sale of the Other 4Gas Assets exceed USD 6.4 million. The transaction resulted in a net loss of USD 3.0 million. On August 21, 2006, the Company also sold substantially all of its remaining non-core assets, including the Petroplus Tankstorage group, the Bunkering group and the Oxyde group (collectively, the “Other Non-core companies”) to RIVR Divestment B.V. for a EURIBOR plus 1.75% non-recourse loan note in the amount of USD 147.5 million. The transaction resulted in a net gain of USD 15.9 million. In connection with the above sales of the non-core assets, PPI guaranteed certain liabilities of the non-core assets for which there were outstanding guarantees to third-party buyers already in place at the time of the divestiture. RIVR Holding B.V. and PPI entered into three indemnity agreements, with any liabilities to third party buyers in excess of USD 32.1 million or after three years from the date of such indemnity agreement being indemnified by PPI. In addition, we have agreed to indemnify RIVR Divestment B.V. to the extent the liability for any individual breach of the Company’s representations and warranties gives rise to a liability of USD 641,500 or more and to the extent the aggregate liability for all breaches of our representations and warranties exceeds USD 6.4 million subject to a cap of the purchase price. Various other sales of non core assets have occurred in the first nine months 2006. These have not been separately disclosed as the results do not have a material effect on the overall financial position of the company.

Petroplus Holdings AG | Interim Financial Statements

12 O ther commitments and Contingencies Contingencies and commitments In connection with the acquisition of the Coryton refinery, we entered into an off-take agreement with BP Oil UK Ltd. (“BP”) that accounts for approximately 90% of the refinery’s gasoline production, 90-100% of its jet fuel production, 90-100% of its ULSD production and 10% of its gasoil production. This agreement will run for approximately five years, with the percentage of products purchased by BP decreasing after the first year. Additionally, on June 1, 2007 we entered into an agreement to charter three vessels. The charter period lasts six years with an optional extension period of six years. Notice to terminate the charter shall be given a minimum of six months prior to the sixth anniversary. The hire rate per year and vessel amounts to approximately USD 2.6 million. In connection with the acquisition of Ingolstadt, we entered into a five year off-take agreement with ESSO Deutschland GmbH (“Esso”) to supply its retail chain in Bavaria with substantial amounts of gasoline and diesel fuel and to supply Esso with substantial amounts of jet fuel. This agreement will account for approximately 65% of the Ingolstadt refinery’s gasoline production, 59% of its diesel fuel production and 85% of its jet fuel production. The off-take agreement terminates on December 31, 2011. However, Esso may terminate the agreement earlier, with 180 days notice, as to all the products covered by the agreement except jet fuel, if Esso is no longer selling such products through its retail chain. Other products are included in the off-take agreement. On May 1, 2007, under the terms of the exclusive distribution agreement, Petroplus Mineralölprodukte Deutschland GmbH entered into an agreement with Nynas for the exclusive right of distribution of bitumen produced at the newly acquired Ingolstadt refinery in Germany. The agreed upon term of this contract is ten years, with yearly pricing negotiations, beginning January 1, 2008.

41

Letter of Credits/Guarantees As of September 30, 2007, we had outstanding letters of credit in the amount of USD 1,189.8 million and other guarantees in the amount of USD 322.2 million. The letters of credit primarily related to crude oil purchases, whereas the guarantees primarily related to customs bonds for the newly acquired Ingolstadt refinery.

13 Currency Translation Rates The following table shows the principal rates used to translate the Financial Statements of foreign entities into US dollar: 9/30/2007 12/31/2006

9/30/2006

Average rates applied for the income statement 1 EUR 1.34 1.26 1 CHF 0.82 0.80 1 GBP 1.99 1.84 1 CZK 0.05 0.04

1.24 0.79 1.82 0.04

Period-end rates applied for the balance sheet 1 EUR 1.42 1.32 1 CHF 0.85 0.82 1 GBP 2.03 1.96 1 CZK 0.05 0.05

1.27 0.80 1.87 0.04

42 Petroplus Holdings AG | Interim Financial Statements

14 Subsequent events Planned acquisition of French refineries In early August the Board of Directors approved and we signed a Letter of Intent to acquire the Petit Couronne and Reichstett Vendenheim refineries, located in France, with Shell International Petroleum Company Limited. The Petit Couronne Refinery and the Reichstett Vendenheim Refinery have total throughput capacities of 154,000 bpd and 85,000 bpd, respectively. Subject to employee consultation, review and approval from regulatory authorities, and the execution of a sale and purchase agreement, the transaction is expected to close in the second quarter of 2008. Until the transaction is completed, Shell will continue to operate both refineries. The purchase price of both refineries is expected to be USD 475 million, plus the value of net working capital, which is expected to be approximately USD 400 million. On November 8, 2007, Petroplus signed an irrevocable offer to purchase the Petit Couronne and Reichstatt refinery assets. This offer allows the seller, Société des Pétroles Shell SAS, to consult with the French Works Council in connection with the transaction. Progress has been made on the Asset Purchase Agreement which will be finalized after receipt of advice from the Works Council. Petroplus intends to enter into certain agreements with Shell to supply Shell’s France based retail and other businesses. The off-take agreements will provide for approximately 30% of gasoline and middle distillates along with the bitumen and lubricant base oils produced at these refineries. The products sold will be priced at market rates. Fire at the Coryton Refinery On October 31, 2007 a fire occurred at the Coryton refinery. There were no reported injuries or offsite environmental impacts associated with this incident. The incident was localized in the Pentane Isomerization Unit Dehexanizer Column and associated equipment. While only the Dehexanizer Column and associated equipment suffered damage, this unit supplies feedstock to the reformer which is a key unit in the production of transportation fuels. The refinery is currently running unaffected units, however at limited rates. The current estimate to bring the refinery back to full operations is four to six

weeks. While insurance should cover the majority of the repair costs, we do not expect to trigger our business interruption insurance which requires the outage to exceed 60 days. The refinery is currently able to produce LPG, fuel oil, bitumen, jet fuel on an intermittent basis and throughput finished products. Production may be limited by the amount of intermediate product storage capacity. We continue to investigate alternative operating methods that will not require the use of the dehexanizer column and alternative sources of supply. While the ability to supply products from existing stocks immediately following the incident were constrained, we are currently able to furnish customers of the refinery with the majority of their gasoline, diesel and heating oil requirements through purchases from third parties and supplies from our other North Sea refineries. The products we are currently supplying represent the bulk of the products that would normally be supplied through the Coryton refinery. There may be some supply capability limitations which arise due to capacity at the Coryton jetty. At this time, the jetty is being used at full capacity to supply as much product as possible to our customers.

Petroplus Holdings AG | Interim Financial Statements

15 Authorization of Interim Financial Statements These Interim Financial Statements have been authorized for issue by the Board of Directors on November 20, 2007. Zug, November 20, 2007 Petroplus Holdings AG For the Board of Directors:

Thomas D. O’Malley Chairman of the Board of Directors

43

44 Petroplus Holdings AG | Interim Financial Statements

Review Report of the Group Auditors

„

Ernst & Young Ltd Brandschenkestrasse 100 P.O. Box CH-8022 Zurich

„Phone

+41 58 286 31 11 Fax +41 58 286 40 20 www.ey.com/ch

To the Board of Directors of Petroplus Holdings AG, Zug Zurich, November 20, 2007

Review report on the interim condensed consolidated financial statements Introduction We have reviewed the accompanying interim condensed consolidated balance sheet of Petroplus Holdings AG and its subsidiaries (the “Group”) as of September 30, 2007 and the related interim condensed consolidated statements of income, changes in equity and cash flows for the nine-month period then ended and notes to the consolidated financial statement (pages 29 to 43). Management is responsible for the preparation and presentation of these interim condensed consolidated financial statements in accordance with International Financial Reporting Standard IAS 34 Interim Financial Reporting (“IAS 34”). Our responsibility is to express a conclusion on these interim condensed consolidated financial statements based on our review. Scope of Review We conducted our review in accordance with International Standard on Review Engagements 2410, “Review of Interim Financial Information Performed by the Independent Auditor of the Entity”. A review of interim financial information consists of making inquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with International Standards on Auditing and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion. Conclusion Based on our review, nothing has come to our attention that causes us to believe that the accompanying interim condensed consolidated financial statements are not prepared, in all material respects, in accordance with IAS 34. Ernst & Young Ltd

Eric Ohlund

Certified Public Accountant (in charge of the audit) „Offices

Reto Hofer

Swiss Certified Accountant

in Aarau, Baden, Basel, Berne, Geneva, Lausanne, Lucerne, Lugano, St.Gallen, Zug, Zurich. Member of the Swiss Chamber of Auditors.

Financial Highlights Year-to-date

Selected Operating Data Revenue Gross margin Net income from continuing operations Net income Basic earnings per share Diluted earnings per share

Selected Balance Sheet Data Cash and short-term deposits Total assets Total interest-bearing loans and borrowings Total equity Selected Share Data 1) (ISIN: CH0027752242; Symbol: PPHN) Issued shares at period end Nominal value Share price at period end Market capitalization at period end 1)

Third quarter

2007

2006

2007

2006

8,891.8 700.5 173.2 166.4 2.55 2.46

5,175.9 386.1 77.3 443.0 11.52 11.28

4,434.2 331.2 68.3 67.8 0.99 0.96

2,166.3 188.8 24.9 294.9 7.55 7.39

Contact Information in millions of USD in millions of USD in millions of USD in millions of USD in USD in USD

in millions of USD in millions of USD in millions of USD in millions of USD

September 30, 2007

December 31, 2006

203.1 7,098.6 1,187.9 2,362.9

91.6 3,014.8 1,555.1

Registered office Petroplus Holdings AG Industriestrasse 24 6300 Zug Switzerland Phone +41 58 580 1100 Fax +41 58 580 1191 For further information regarding Petroplus please contact Petroplus Holdings AG Investor Relations Phone +41 58 580 1166 Email [email protected] Petroplus on the Internet www.petroplusholdings.com

Number in CHF in CHF in millions of CHF

68,636,600 9.18 102.70 7,049

61,036,600 9.18 74.00 4,517

The shares of Petroplus Holdings AG were traded on the SWX Swiss Stock Exchange on November 30, 2006 for the first time.

Forward Looking Statement Certain portions of this document contain forward-looking statements that reflect our current judgment regarding conditions we anticipate will exist and the course of action we expect to take in the future. Even though we believe our expectations regarding future events are based on reasonable assumptions, forward-looking statements are not guarantees of future performance. In some cases, these forward-looking statements can be identified by the use of forward-looking terminology, including the words “aims”, “believes”, “estimates”, “anticipates”, “expects”, “intends”, “may”, “will”, “plans”, “continue” or “should” in each case, their negative or other variations or comparable terminology or by discussions of strategies, plans, objectives, targets, goals, future events or intentions. These forward-looking statements include matters that are not historical facts. Our assumptions rely on our operational analysis and expectations for the operating performance of our assets based on their historical operating performance, management expectations as described in this report and historical costs associated with the operations of those assets. Factors beyond our control could cause our actual results to vary materially from our expectations and are discussed in “Outlook” and elsewhere in this document. Any prospective financial information included in this document are not facts and should not be relied upon as being necessarily indicative of future results, and you are cautioned not to place undue reliance on this prospective financial information.

Publisher: Petroplus Holdings AG, Zug, Switzerland Realization, production and print: Victor Hotz AG, Corporate Publishing & Print, Steinhausen, Switzerland © Petroplus Holdings AG, 2007

Petroplus Financial Report – Third Quarter 2007 For the nine and three months ended September 30, 2007