Strategic Partnership with Tenaga Nasional Berhad 09 May 2016 0
DISCLAIMER The materials being shown in this presentation is solely for information and not to be reproduced, retransmitted, further distributed to any other person or published, in whole or in part, for any other purpose. These materials have been prepared by GMR Infrastructure Limited (the "Company") solely to be used for this presentation. No representations or warranties, express or implied, are made by the Company or its subsidiaries (collectively, the Group ) or any of their respective members, directors, officers or employees or any other person as to, and no reliance should be placed on, its fairness, accuracy, completeness or correctness of the information or opinions presented or contained in these materials and have not been independently verified. It is not the intention to provide a complete or comprehensive analysis of the financial or trading positions or prospects of the Company or the Group. None of the Company or the Group or any of its directors, officers, employees, agents, affiliates, advisers or representatives accepts any liability whatsoever from any loss howsoever arising from any information or opinions information or opinions presented or contained in these materials or otherwise arising in connection with these materials. The information and opinions presented or contained in these materials are provided as on the date of this presentation and are subject to change without notice and the accuracy of the information is not guaranteed. This presentation is for information purposes only and is not and does not constitute or form part of any offer, invitation or recommendation to purchase or subscribe for any securities and no part of it shall form the basis of or be relied upon in connection with any contract, commitment or investment decision in relation thereto. This presentation may not be used or relied upon by any other party, or for any other purpose, and may not be reproduced, disseminated or quoted without the prior written consent of the Company. This presentation should not be relied upon as the basis of an investment decision in securities of the Company or the Group. The distribution of this presentation in certain jurisdictions may be restricted by law and persons who come into possession of this presentation should observe any such applicable restrictions. The Company or its Group cannot be held liable for distribution of the presentation by the investors who come into possession of the presentation or for non compliance with applicable laws or restrictions. This presentation and the discussion that follows may contain forward looking statements relating to the Company or the Group. These forward looking statements, which may include statements relating to future results of operation, financial condition, business prospects, plans and objectives, are based on the current beliefs, assumptions, expectations, estimates, and projections of the directors and management of the Company about the business, industry and markets in which GMR Infrastructure the Group operates. These statements are not guarantees of future performance, and are subject to known and unknown risks, uncertainties, and other factors, some of which are beyond the Company s or the Group s control and difficult to predict, that could cause actual results, performance or achievements to differ materially from those in the forward looking statements. Such statements are not, and should not be construed, as a representation as to future performance or achievements of the Group. In particular, such statements should not be regarded as a projection of future performance of the Company or the Group. It should be noted that the actual performance or achievements of the Company and the Group may vary significantly from such statements. 1
Background Structural issues & headwinds in the Power sector are getting gradually addressed through Government s recent reform initiatives like UDAY, e-rlng bid scheme, Coal rationalisation policy, etc. Also domestic coal production scenario has improved significantly GMR Energy Ltd. (GEL) has been committed to protecting the interests of all its stakeholders o o o It has completed all its under construction projects viz. 3,000 MW of coal based projects and 768 MW of gas based project Post commissioning of these projects, GEL has been focused on stabilizing the projects and improving the profitability of the projects Also, GEL has received favourable tariff orders in the past few months improving its visibility of cash flows and profitability GMR has always forged long term partnership with best-in-class strategic & financial institutions across its businesses including Fraport, MAHB, Temasek, IDFC, Kuwait Investment Authority, etc. o Now, it has been able to induct a financially sound & reputed international strategic partner in its Energy business Proposed investment of USD 300 mn by Tenaga Nasional Berhad (Tenaga) for 30% equity interest in a select portfolio of GEL 2
Current Structure of GMR Energy GMR Infrastructure Ltd 93.5%* GMR Energy Ltd 6.5% Private Equity Investors Thermal (Coal & Gas) Renewable (Hydro & Solar) Other Assets Warora Power Plant- 600MW Bajoli Holi Hydro Project- 180MW Gujarat Solar Plant- 25MW Indonesia coal mines Kamalanga Power Plant- 1,400MW Upper Karnali Hydro Project- 900MW Maru & Aravalli Transmission Chhattisgarh Power Plant 1,370MW Barge Plant- 235MW Vemagiri Power Plant- 388MW Upper Marsyagadi Hydro Project- 600MW Alaknanda Hydro Project- 300MW Other Power Assets Rajahmundhry Power Plant- 768MW Operational Under Construction Under Development * Includes both direct & indirect holding Kamalanga Power Plant includes 350MW of Unit 4 which is under development 3
About the Transaction
Broad Terms of the Transaction Overview Primary investment of $300m (~Rs 2,000 cr) by Tenaga Nasional Berhad in GMR Energy for 30% stake on a fully diluted basis Investment by Tenaga would be in select portfolio of assets of GEL o Selected assets would be in Portfolio A (depicted in Slide 6) Structure o Assets included in Portfolio B (depicted in Slide 6) will include Chhattisgarh and Rajahmundry Power plants Tenaga has right to invest in Chhattisgarh and other assets at the Fair Market Value (FMV) any time within the next 5 years o Indonesian coal mines would remain outside of GEL since Tenaga does not want to take exposure in commodities GEL Valuation Equity Value of USD 1 bn (~Rs 6,665 cr 1 ) Proceeds from the transaction (~Rs 2,000 cr) to be used for corporate debt servicing Key Terms & Conditions All convertible instruments (Private Equity players) to be converted into equity shares prior to the transaction GMR would remain the majority shareholder Subject to conditions customary to a transaction of this nature including applicable regulatory approvals from Malaysia and India, applicable lender consents, restructuring of GEL including carve out of assets, etc Assuming an INR/ USD exchange rate of 66.65 5
Revised Structure of GMR Energy GMR Infrastructure Ltd 52%* Tenaga 30% GMR Energy Ltd 18% Private Equity Investors Thermal (Coal & Gas) Renewable (Hydro & Solar) Other Assets Excluded Assets Warora Power Plant- 600MW Bajoli Holi Hydro Project- 180MW Gujarat Solar Plant- 25MW Chhattisgarh Power Plant 1370MW Indonesia coal mines Kamalanga Power Plant- 1,400MW Upper Karnali Hydro Project- 900MW Rajahmundry Power Plant 768MW Maru & Aravalli Transmission Barge Plant- 235MW Upper Marsyagadi Hydro Project- 600MW Other Power Assets Vemagiri Power Plant- 388MW Alaknanda Hydro Project- 300MW Portfolio A Tenaga is investing in this portfolio Portfolio B Right to invest within 5 years Operational Under Construction Under Development * Includes both direct & indirect holding Kamalanga Power Plant includes 350MW of Unit 4 which is under development 6
Portfolio A Balanced Mix of Operational & Pipeline Projects Bajoli Holi (180 MW / Hydro) Alaknanda (300 MW / Hydro) Upper Marsyangdi (600 MW / Hydro) Upper Karnali (900 MW / Hydro) Operating capacity of ~2,300 MW comprising 5 assets o Warora 600 MW coal based plant strategically located in the high growth oriented western region of Maharashtra o Kamalanga 1,050 MW coal based plant strategically located close to the coal belt of Odisha o Vemagiri 388 MW gas based plant o Barge 235 MW barge mounted gas based plant Solar Plant (25 MW) o Gujarat Solar 25 MW solar power plant located at Patan Kamalanga (1,050 MW / Coal) Kamalanga (350 MW / Coal) Additional pipeline capacity of ~2,330 MW comprising 5 under construction / development assets o Kamalanga Unit 4 350MW extension of Kamalanga Warora (600 MW / Coal) Legends: Operational Assets Projects Under Construction Projects Under Development Vemagiri (388 MW / Gas) Kakinada (235 MW / Gas) o Bajoli Holi 180 MW hydro facility on the River Ravi o Upper Karnali 900 MW hydro project on the river Karnali o Upper Marsyangdi 600 MW hydro project on the river Marsyangdi o Alaknanda 300 MW hydro project on the Alaknanda River Balanced mix of Coal (2,000 MW), Gas (623 MW) and Renewable energy - Hydro (1,980 MW) & Solar (25 MW) 7
Portfolio B - Right to Invest in Additional ~2,000 MW of Capacity Project Location Fuel Capacity (MW) COD Chhattisgarh Raipur Coal 1,370 Rajahmundry Rajahmundry Gas 768 Total 2,138 Unit 1 Nov 2015 Unit 2 Mar 2016 Unit 1 Oct 2015 Unit 2 Oct 2015 Tenaga would have a right to invest in these assets anytime within the next five years Adds further strategic value to the portfolio by adding ~2,000 MW of operating capacity and increase its total portfolio to over 6,700 MW 8
Merits of the Partnership
Merits of the Partnership 1 Strong synergies from the strategic partnership with Tenaga 2 Strong visibility of cash flows from operational portfolio 3 Strengthening of Balance Sheet 4 Attractiveness of GMR Energy from a value unlocking perspective 5 Highlights the strength and resilience of the Group 10
1 Strong Synergies from the Strategic Partnership with Tenaga (1/2) OVERVIEW OF TENAGA NASIONAL BERHAD Tenaga is the largest electricity utility in Malaysia and one of the largest power companies in Southeast Asia. Its core businesses span the entire value chain of electricity production and supply encompassing Generation, Transmission and Distribution Total installed capacity of 10,818 MW with more than 50% market share of the Malaysian grid s generation capacity & over 8.9 mn customers serving a peak load of ~17,000 MW STRONG FINANCIAL POSITION (Year ending Aug 15, USD bn) Mcap (as on 09 May 16) 20.0 Shareholders equity 11.3 Total borrowings 5.9 Total Fixed Assets 21.6 Revenue 10.3 EBITDA 3.3 Net Profit 1.5 Significant operational experience in managing and operating power assets with 6 thermal power plants, 3 large hydro plants and supporting O&M of three independent power producers (IPPs) OPERATIONAL OVERVIEW Hydro 11.6% Others 0.1% Key Shareholders o Khazanah Nasional Berhad (~30%), o Employees Provident Fund Boards (~17%), o Foreign Investors (~23%) Coal 40.1% Gas 48.1% 10,818 MW 11
1 Strong Synergies from the Strategic Partnership with Tenaga (2/2) Partnership between one of the largest integrated utilities and an established player in the Indian Power sector will be a force multiplier to create one of the most valuable companies Tenaga s presence across the power value chain viz. generation, transmission and distribution increases the bandwidth of GEL to capture future opportunities Rich experience of Tenaga in Operating & Maintaining thermal power plants will help GEL in achieving operational excellence in its thermal assets Tenaga s experience in successfully developing hydro projects will strengthen implementation of our hydro projects Creation of GMR Energy platform will facilitate rerating of the Energy business leading to wider sources of funds at competitive terms All future investments in Indian Power sector would be through this platform 12
2 Strong Visibility on Cash Flows from Operational Portfolio Majority of the capacity contracted under long term PPAs Details of Power Offtake Operational Projects Remaining 17% 15% 100% 85% 100% 100% 100% Long term PPAs 83% Capacity (MW) Warora Kamalanga Barge Vemagiri Solar % PPAs % Remaining 600 1,050 235 388 25 The key operational assets of GEL are largely contracted under long term PPAs Warora is fully contracted with 3 PPAs to Dadra & Nagar Haveli, Maharashtra and Tamil Nadu Kamalanga's ~85% capacity is contracted through 3 PPAs to Haryana, Bihar and Odisha Vemagiri 388 MW is fully contracted with Andhra Pradesh GEL has more than 80% of its capacity contracted under long-term PPAs ensuring high visibility of cash flows 13 13
3 Strengthening the Balance Sheet Primary proceeds from Tenaga s investment will be used for corporate debt servicing o Reduction of GMR consolidated corporate debt by ~30% o o o Savings of ~Rs 250 cr of interest expense on an annual basis Strengthening of the Balance Sheet Provides GEL with greater flexibility for future inorganic acquisitions and organic developments GIL Consolidated Corporate Loans * Rs 6,375 cr Repayment through proceeds from Tenaga ~Rs 2,000 cr Balance Corporate Loans ~Rs 4,375 cr Convertible preference shares (CCPS) issued by GEL to Private Equity Investors would be converted into Equity Primary capital infusion at GEL strengthens its balance sheet * Unaudited company estimate as on 31 March 2016 & does not include FCCBs of Rs 2,000 cr 14
Key Merits of the Partnership 4 Attractiveness of GMR Energy from a value unlocking perspective Induction of a strong strategic partner provides renewed impetus to GEL Given the attractiveness of GMR Energy post the investment, it will have an opportunity to unlock value at an appropriate time Proceeds from any value unlocking route would provide additional impetus to the overall Group 5 Highlights the Strength and Resilience of the Group GMR Group has been focused on protecting the interests of the shareholders and lenders. The Group raised o Rs 1,477 cr QIP in July 2014 o Rs 1,402 cr Rights Issue in April 2015 o USD 300 mn Long Term FCCB from Kuwait Investment Authority in December 2015 Investment by Tenaga demonstrates the ability of the GMR Group to induct strategic partner and reaffirms the long term value & potential of its Energy business 15
Thank You For further information, please visit Website: www.gmrgroup.in or Contact: investor.relations@gmrgroup.in