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New York City, February 18, 2016 Investor Day

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Page 1: Investor Days22.q4cdn.com/485995448/files/doc_presentations/KNOP-Investor-D… · (1) “Adjusted EBITDA” and “Distributable cash flow”are non-GAAP financial measure. Please

New York City, February 18, 2016

Investor Day

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Notice to Recipients

This presentation is not a prospectus and is not an offer to sell, nor a solicitation of an offer to buy, securities.

Except for the historical information contained herein, the matters discussed in this presentation include

forward-looking statements that involve risks and uncertainties. These risks and uncertainties include, among

other things, market conditions and other factors that are described in KNOT Offshore Partners LP’s (“KNOP”)

filings with the U.S Securities and Exchange Commission (“SEC”), which are available on the SEC’s website at

http://www.sec.gov.

Nevertheless, new factors emerge from time to time, and it is not possible for KNOP to predict all of these

factors. Further, KNOP cannot assess the impact of each such factor on its business or the extent to which any

factor, or combination of factors, may cause actual results to be materially different from those contained in any

forward-looking statement. KNOP expressly disclaims any intention or obligation to revise or publicly update

any forward-looking statements whether as a result of new information, future events or otherwise. The forward-

looking statements contained herein are expressly qualified by this cautionary notice to recipients.

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Agenda

1. Overview of Knutsen Group

2. KNOT Offshore Partners LP

3. The shuttle tanker market by Fearnleys

4. Panel discussion and Q&A

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Where KNOP fits into the Knutsen sphere

8+2 LNG carriers

5 Product/chemical tankers

16+4 shuttle tankers

1+1 FSO

33%

10 shuttle tankers

2 shuttle tanker pools

KBAL®+KVOC®+PNG®+PCO2®

NYSE ticker: KNOP

33% inc GP

1 LNG “bunkering” vessel

*The definition of Knutsen Offshore Tankers AS (“KNOT”) will on all slides include Jorunn and Jasmine Knutsen which are on BBC from

Knutsen NYK Shuttle Tankers AS (also a TSSI/NYK JV) plus N686 for Petrogal

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Fully integrated shipping company with worldwide footprint

Ship design CharteringBuilding

supervisionCrewing

Tecnical & commercial

mgt

Project development

& conversions

Technology and Product development (KBAL®+KVOC®+PNG®+PCO2®)

Finance & Treasury Accounting and Tax IT and Reporting Procurement Business Support

KNOT

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Strategy has stayed firm for more than 30 years

ADVANCED

VESSELS

LONG TERM

CONTRACTS

FIRST CLASS

CHARTERERS

SAFETY

COMMITMENT

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Pillar one: Advanced vessels

Bodil Knutsen loading from FSO Jorunn Knutsen in North Sea

Insurance value of Knutsen managed fleet is $ 5.6bn¹

10,8 10,611,5 11,8

12,6 12,5

3,03,7 3,4

4,1 4,4 4,5

IPO 01.01.2014 01.01.2015 01.01.2016 01.01.2017 01.01.2018

Shuttle Tanker Fleet Average Age²

Rest of fleet ex KNOP KNOP Fleet

*2017 KNOP fleet assumes acquisition of includes Raquel Knutsen and BG #1 vessel

**2018 KNOP fleet assumes acquisition of remaining three drop-downs

*** No assurance can be given as to the timing or consummation of any dropdowns

• Drop-down inventory would allow KNOP fleet to continue

to age gracefully assuming consummation of dropdowns

• All vessels are DP2 (existing KNOP and drop-downs)

• Three vessels are winterized (Bodil, Hilda and Torill)

$1,3

$1,9

$2,1

$0,2

KNOP KNOT LNG Other

¹Source: KNOT, KNOP and Aon.

Insurance included is H&M + Hull interest. Hanne Knutsen included at full FSO insurance value.

²Source: KNOP

*

* **

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Pillar two: Long term contracts

$0,8

$1,8

$4,4

$0,2

$1,7

$2,5

KNOP

KNOT

LNG

Firm Option

Knutsen managed fleet has $ 7bn of firm backlog¹

and $ 4.4bn in optional backlog¹

“Long-term contracts are and have always

been an integral part of our strategy. This in

order to create stability and avoid financial

distress which could impede our ability to

grow our business in line with customer’s

growing demand for our services”

Name Area 2016 2017 2018 2019 2020 2021 2022 2023 2024 2025 2026 2027 2028 2029 2030

Windsor Knutsen Brazil

Bodil Knutsen N. Sea

Fortaleza Knutsen Brazil

Recife Knutsen Brazil

Carmen Knutsen Brazil

Hilda Knutsen N. Sea

Torill Knutsen N. Sea

Dan Cisne Brazil

Dan Sabia Brazil

Ingrid Knutsen N. Sea

Name Area 2016 2017 2018 2019 2020 2021 2022 2023 2024 2025 2026 2027 2028 2029 2030

Raquel Knutsen Brazil

H2816 Brazil

H2817 Brazil

H686 Brazil

H2818 Brazil

KNOP fleet:

KNOP potential drop-downs:

²The charterers for the four drop-down vessels under construction have the option to choose

longer initial charter period than five years declarable before delivery.

Hence, actual fixed contract length can be longer while optional length will then be shorter.

As of December 31, 2015, KNOP’s fleet has average remaining fixed contract

length of 5.6 years. In addition, charterers have options to extend by 2.5 years on

average.

The KNOP potential dropdowns have charters with average remaining fixed

contract length of 5.9² years. In addition, charterers have options to extend by 11.2

years on average.

15

Average no

of years2:

8

5.5

¹Figures are as of December 31, 2015. Firm backlog is based on revenue on agreed hire

rate for the fix charter period and optional backlog is revenue based on hire rate in the

optional period 2Average years for KNOT is backlog divided by expected operating income for 2015 due to

two segments shuttle tankers and FSOs

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31%

8%

16%

14%

17%

6%

7%

Seismic Drilling Subsea Production Storage Transport

Pillar three: First class charterers

12%

13%

26%11%

27%

10%

Charter split by revenues as of December 31, 2015: Charter split by revenues assuming all drop-downs have occurred:

Cost for field operator Revenue for field operator

Source: KNOP

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Pillar four: Safety Commitment

2015 2014 2013 2015 2014 2013 Industry average 2015

LTIF 0 0,68 0 0,43 0,52 0,57 0,94

TRCF 0,96 1,35 0,94 0,86 1,04 1,72 2,39

Number of major accidents 0 0 0 0 0 0 N/A

Port State Detention 0 0 0 0 0 0 N/A

Sick leave 1,0 % 0,7 % 0,9 % 1,2 % 1,2 % 1,5 % N/A

Source: Company. Industry average is Intertanko figures

(1) LTIF = Lost Time Injury Frequency

(2) TRCF = Total Recorded Cases Frequency

“Given our complex operations,

world class HSE is not a critical

success factor, but a requirement.

Our customers expect us to deliver

this each and every day non-stop”

(1)

(2)

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The Knutsen sphere has extensive banking relationships

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“It's tough to make predictions, especially about the future”

1999: 2001: 2003: 2005: 2008:

2011: 2013: 2017 / 2018:2016:2014:

Quote: NY Yankees legend Yogi Berra

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Experienced KNOT management with >200yrs experience

Joined Knutsen Group in 1983

Majority shareholder in TSSI and 50% owner

of Knutsen NYK offshore Tankers

Previously president of the Norwegian

Shipowners Association

Began his career developing Statoil’s shuttle

tanker operations in 1970s

BSc. Naval Architecture from Newcastle

University

Trygve Seglem

(President & CEO)

Chairman

KNOT Offshore

Partners LP

Joined Knutsen Group in 2013

Previously CFO of Umoe Group, MD of Umoe

Invest, Partner in RS Platou Markets (now

Clarksons Platou)

MSc - Business and Administration from

Norwegian School of Economics (NHH)

BSc Business and Finance from Heriot-Watt

University, Edinburgh

Øystein M.

Kalleklev

(CFO)

Chairman

KNOT Offshore

Partners GP

John Einar

Dalsvåg

(VP Chartering /

Business

development)

Magnus

Gudmundsen

(VP Technical

Operations)

Geir Hagen

(HSSE & QA)

Karl Gerhard B.

Dahl

(Senior Vice

President Tax &

Acc, Adm.)

Hans Reidar

Tveitaskog

(Director

Newbuilding)

Joined Knutsen Group in 1978

19 years of experience from sea including

captain of four shuttle tankers

Experience as VP Offshore Loading of Statoil

(1995-2001)

BSc Nautical Studies from Stord/Haugesund

University College

Joined Knutsen Group in 1991

18 years of experience from sea including

mechanical officer from Eidesvik Offshore

Responsible for all technical operations in

both Knutsen OAS Shipping and KNOT

Education degree in Marine Engineer

Fumitake

Shishido

(EVP)

Joined Knutsen Group in 2014

Joined NYK Group in 1982

34 years experience from the shipping and

energy industry, including General

Management, Corporate Planning and

Product Design

Certified Public Accountant (CPA)

MBA Columbia Business School

Joined Knutsen Group in 2007

15 years of experience from sea including

Chief Officer at Solstad Offshore, Norwegian

coast guard and Norwegian Cruise Lines

Experience as Senior Inspector at Norwegian

Maritime Directorate

BSc - Nautical Studies from Aalesund

University

Joined Knutsen Group in 2006

Previously auditor with EY

16 yeas shipping experience

Certified State Authorized Public Accountant

MSc - Business and Administration from

Norwegian School of Economics (NHH)

Joined Knutsen Group in 1985

35 years of shipping experience

Experience from Maritime Well Services,

Stord Verft and Royal Norwegian Army

MSc - Mechanical Engineering from University

of Trondheim (NTH/NTNU)

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Agenda

1. Overview of Knutsen Group

2. KNOT Offshore Partners LP

3. The shuttle tanker market by Fearnleys

4. Panel discussion and Q&A

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Reiterate

For the quarter ended December 31, 2015:

Highest quarterly revenues of $42.4 million

Highest quarterly Adjusted EBITDA(1)

of $33.8 million

Highest quarterly net income of $17.6 million

Highest quarterly EPU of $0.62: P/E of 5.5x in Q/E @ $14

(annualized)

Highest quarterly distributable cash flow(1)

of $18.1 million

Distribution of $0.52 or $2.08 annually: Running yield 15% @ $14

Coverage ratio(2)

is returned to long-term average of 1.2x

Book equity of $520m: P/B of 0.75x @ $14

(1) “Adjusted EBITDA” and “Distributable cash flow” are non-GAAP financial measure. Please see the Appendix for definitions and reconciliations of such

measures to net income, the most comparable GAAP measure.

(2) Coverage ratio represents the ratio of distributable cash flow to the cash flow declared.

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Have we delivered on expectation?

Distribution:

IPO Guidance:

“10-15 per cent increase in

distribution the first three years”

Status 2016:

Distribution growth since IPO is 39 per cent

Buyback program of units initiated

Fleet growth:Fleet has grown 150% since IPO.

Drop-down inventory is still five vessels

representing growth potential of 275% since IPO

Coverage ratio : “1.1x forecasted distribution

coverage ratio”Currently 1.2x

Weighted average since IPO 1.2x

Chartering:

In addition to securing six new drop-down

vessels since IPO, we have also entered into

new contracts for Windsor and extended Bodil

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Relative evaluation

Yes, leverage is higher than some perceived peers, but we have a very solid interest coverage ratio

…and we have a solid coverage ratio, contract duration and a modern fleet…

NIBD(1) / EBITDA EBITDA(1) / Interest expense

0,0x

2,0x

4,0x

6,0x

8,0x

TeekayLNG

TeekayOffshore

KNOP GolarLNG

Dynagas

0,0x

2,0x

4,0x

6,0x

8,0x

GolarLNG

KNOP TeekayLNG

TeekayOffshore

Dynagas

0

2

4

6

8

10

TeekayLNG

KNOP Golar LNG TeekayOffshore

Dynagas

Coverage ratio Average contract duration Average fleet age

0,00x

0,25x

0,50x

0,75x

1,00x

1,25x

1,50x

Dynagas KNOP GolarLNG

TeekayLNG

TeekayOffshore

0

2

4

6

8

10

12

14

TeekayOffshore

Golar LNG TeekayLNG

Dynagas KNOP

Source: SEB

(1) Net interest Bearing Debt and EBITDA are non-GAAP measures

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Steady financial performance

0,3140,435 0,435 0,435 0,435

0,490 0,4900,510 0,510 0,52 0,52

Q2-13 Q3-13 Q4-13 Q1-14 Q2-14 Q3-14 Q4-14 Q1-15 Q2-15 Q3-15 Q4-15

DCF / average units Distribution pr unit MQD17,3

20,522,2 21,8 22,1

34,3 34,736,2 37,0

39,3

42,5

12,715,7

16,8 16,1 16,3

25,7 26,528,3 28,8

32,233,8

Q2-13 Q3-13 Q4-13 Q1-14 Q2-14 Q3-14 Q4-14 Q1-15 Q2-15 Q3-15 Q4-15

Revenues Adjusted EBITDA*

146 per cent revenue growth

166 per cent growth in adjusted EBITDA

Margin expansion

39 per cent growth of distribution vs. MQD

Stable and sound coverage ratio

Sustainable pay-out policy

(In million of US dollars)

(1) Adjusted EBITDA and Distributable cash flow are non-GAAP financial measures. Please see the Appendix for definitions and reconciliations of such

measures to net income, the most comparable GAAP measure.

Coverage ratio

(1)

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Current Contracts overall very profitable : Significant surplus

generated over current enterprise value and WACC

The Dollar has strengthened against JPY, KRW and

CNY by around 20% in the last 2 years

Steel prices have dropped in 2015 by 30%

Substantial yard losses in 2015

Charter free market value of our fleet remains at

around $16 per unit.

Significant charter premium

compared to charter free

market value of fleet

Source; Valuation certificate as of December 31, 2015 from Lorentzen &

Stemoco and Fearnleys

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Charter Free Valuation + Projected Earnings basis

current EBITDA for Unit Valuation

The NAV assumes 2016 estimate

EBITDA continues throughout fleet

life.

Contracts structured for minimal

changes in pricing at extension

option exercise.

The fleet has average remaining

contract length of 5.6 years with 2.5

years average extension options

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How is the MLP Performing?

Average Net Proceeds from units issued $21.89

Solid Performance, Business Very Sound, Excellent Investment Cover

Current unit value is in line with issuance cost at $22.93

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0%

2%

4%

6%

8%

10%

12%

0

5000

10000

15000

20000

25000

30000

35000

Q2 13 Q3 13 Q4 13 Q1 14 Q2 14 Q3 14 Q4 14 Q1 15 Q2 15 Q3 15 Q4 15

Adjusted EBITDA G&A G&A/EBITDA Peer Group

Peer Group is: TOO, TGP, GMLP, DLNG, GLOP, HMLP

Economies of Scale: We are thrifty and lean

IPO1st

Follow-on

2nd

Follow-on

(1) Adjusted EBITDA are non-GAAP financial measure. Please see the Appendix for definitions and reconciliations of Adjusted EBITDA and a reconciliation of such measure to net income.

(2) General and administrative expenses

(1) (2)

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2016 Financial Guidance for existing vessels

Revenues of ≈ $167-170m

EBITDA of ≈ $128-132m

Distributable cash flow of ≈ $75-79m

Distribution at $ 2.08 p.a. gives total distribution of ≈ $60m(1)

Coverage ratio of ≈ 1.25

(1) Assume no unit issuance and no unit buyback

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What to do next

We will continue to run our business like we always have done

Opportunistic repurchasing of units according to buyback program

announced and initiated

Drop-downs will only occur if deemed accretive to our unitholders

Continued balance sheet optimization

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Appendix

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Non-GAAP Financial Measures

Adjusted EBITDA

Adjusted EBITDA refers to earnings before interest, other financial items, taxes, non-controlling interest, depreciation and

amortization. Adjusted EBITDA is a non-GAAP financial measure used by investors to measure our performance.

The Partnership believes that Adjusted EBITDA assists its management and investors by increasing the comparability of its

performance from period to period and against the performance of other companies in its industry that provide Adjusted EBITDA

information. This increased comparability is achieved by excluding the potentially disparate effects between periods or companies

of interest, other financial items, taxes and depreciation and amortization, which items are affected by various and possibly

changing financing methods, capital structure and historical cost basis and which items may significantly affect net income

between periods. The Partnership believes that including Adjusted EBITDA as a financial measure benefits investors in

(a) selecting between investing in the Partnership and other investment alternatives and (b) monitoring the Partnership’s ongoing

financial and operational strength in assessing whether to continue to hold common units. Adjusted EBITDA is a non-GAAP

financial measure and should not be considered as an alternative to net income or any other indicator of Partnership performance

calculated in accordance with GAAP. The reconciliation of Adjusted EBITDA please see KNOPs filings, which are available on

SEC’s website at www.sec.com and on KNOP’s website at www.knotoffshorepartners.com

Distributable Cash Flow

Distributable cash flow represents net income adjusted for depreciation and amortization, unrealized gains and losses from

derivatives, unrealized foreign exchange gains and losses, other non-cash items and estimated maintenance and replacement

capital expenditures. Estimated maintenance and replacement capital expenditures, including estimated expenditures for

drydocking, represent capital expenditures required to maintain over the long-term the operating capacity of, or the revenue

generated by our capital assets. Distributable cash flow is a quantitative standard used by investors in publicly-traded partnerships

to assist in evaluating a partnership’s ability to make quarterly cash distributions. Distributable cash flow is a non-GAAP financial

measure and should not be considered as an alternative to net income or any other indicator of KNOT Offshore Partners’

performance calculated in accordance with GAAP. The reconciliation of Distributable Cash flow please see KNOPs filings, which

are available on SEC’s website at www.sec.com and on KNOP’s website at www.knotoffshorepartners.com