IRB InvIT Fund - Business · PDF fileIRB InvIT Fund Private & Confidential ... on behalf of...
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IRB InvIT Fund
Corporate Presentation
April 2017
IRB InvIT Fund Private & Confidential
Disclaimer
This presentation is issued by IRB Infrastructure Private Limited (the “Investment Manager”) on behalf of and in its capacity as the investment manager of the IRB InvIT Fund (the “Trust”) for general information purposes only, without regard to specific objectives, suitability, financial situations and needs of any particular person. This presentation does not constitute or form part of any offer or invitation or inducement to sell or issue, or any solicitation
of any offer to purchase or subscribe for, any Units of the Trust, nor shall it or any part of it or the fact of its distribution form the basis of, or be relied on in connection with, any contract or commitment therefor. No person is authorized to give any information or to make any representation not contained in or inconsistent with this presentation and if given or made, such information or representation must not be relied upon as having been authorized by any person. This presentation includes projections and statements which may constitute forward-looking statements. All statements that address expectations or projections about the future, including, but not limited to,
statements about any plan or strategy for growth, business development, market position, expenditures, and financial results, are forward looking statements. Forward looking statements are based on certain assumptions and expectations of future events. All forward looking statements are subject to risks, uncertainties and assumptions that could cause actual results, performance or events to differ materially from the outcome contemplated by the relevant forward looking statement.
This presentation should not be relied upon as a recommendation or forecast by the Investment Manager or the Trust. Please note that the past performance of the Trust or the financial information provided by way of the combined financial statements, which are prepared in accordance with the requirements of the Securities and Exchange Board of India (Infrastructure Investment Trusts) Regulations, 2014, as amended, is not, and should not be considered as, indicative of future results. The Investment Manager or the Trust cannot guarantee that these assumptions and expectations are accurate or will be realised. The actual results, performance or achievements, could
thus differ materially from those projected in any such forward-looking statements. The Investment Manager, the Trust or any of their respective affiliates, do not undertake to revise any forward-looking statement that may be made from time to time by or on behalf of the Trust. Given these risks, uncertainties and other factors, viewers of this presentation are cautioned not to place undue reliance on these forward looking statements. This presentation may not be copied or disseminated, in whole or in part, and in any manner or for any purpose. Failure to comply with this restriction may constitute a violation of applicable laws.The information contained in these materials has
not been independently verified. None of the Sponsor, Trust, Investment Manager, Trustee, or their respective Directors, or associates, nor any of its or their respective employees, advisers or representatives or any other person accepts any responsibility or liability whatsoever, whether arising in tort, contract or otherwise, for any errors, omissions or inaccuracies in such information or opinions or for any loss, cost or damage suffered or incurred howsoever arising, directly or indirectly, from any use of this presentation or its contents or otherwise in connection with this presentation, and makes no representation or warranty, express or implied, for the contents of this
presentation including its accuracy, fairness, completeness or verification or for any other statement made or purported to be made by any of them, or on behalf of them, and nothing in this presentation shall be relied upon as a promise or representation in this respect, whether as to the past or the future. The information and opinions contained in this presentation are current, and if not stated otherwise, as of the date of this presentation. The
Investment Manager, the Trust or any of their respective affiliates, undertake no obligation to update or revise any information or the opinions expressed in this presentation as a result of new information, future events or otherwise. Any opinions or information expressed in this presentation are subject to change without notice.
The IRB InvIT Fund is proposing, subject to receipt of requisite approvals, market conditions and other considerations, to undertake an initial public offering of its units and has filed an offer document dated April 20, 2017 with the
Securities and Exchange Board of India and the BSE Limited and the National Stock Exchange of India Limited. The offer document is available on the website of the Securities and Exchange Board of India at www.sebi.gov.in, the websites of the stock exchanges at www.bseindia.com and www.nseindia.com and the respective websites of the Global Coordinators and Book Running Lead Managers at www.idfcbank.com, www.credit-suisse.com and www.icicisecurities.com and the Book Running Lead Manager at www.iiflcap.com. Investors should note that investment in the units involves a degree of risk and for details relating to the same, please refer to the offer document,
including the section 'Risk Factors‘ on page 17 of the Offer Document and the section “Forward Looking Statements and Financial Projections” on page 15 of the Offer Document.
These materials are not for publication or distribution, directly or indirectly, in or into the United States (including its territories and possessions, any state of the United States and the District of Columbia). These materials are not an offer of securities for sale into the United States, Canada or Japan. The securities referred to herein have not been and will not be registered under the U.S. Securities Act of 1933, as amended, and may not be offered or sold in
the United States, except pursuant to an applicable exemption from registration. No public offering of securities is being made in the United States.
This presentation is not intended to be an offer or placement for the purposes of the Alternative Investment Fund Managers Directive (“AIFMD”), and any “marketing” as defined under AIFMD will take place in accordance with
the national private placement regimes of the applicable European Economic Area jurisdictions in which it is intended to offer the Interests.
The communication of this presentation is exempt from the general restriction in section 21 of the Financial Services and Markets Act 2000 which prohibits the communication of an invitation or inducement to engage in investment activity on the grounds that the communication of this presentation is directed at the following persons in the United Kingdom, namely (i) persons falling within any of the categories of “Investment Professionals” as
defined in article 19(5) of the Financial Promotion Order, (ii) persons falling within any of the categories of persons described in article 49(2) of the Financial Promotion Order, (iii) persons falling within the categories of “certified high net worth individual” described in article 48(2) of the Financial Promotion Order and “self-certified sophisticated investor” described in article 50A(1) of the Financial Promotion Order and (iv) any person to whom it may otherwise lawfully be made. Persons of any other description should not act upon this presentation.
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IRB InvIT Fund Private & Confidential
Offer Summary
InvIT
Offer Type
Allocation
GCBRLMs & BRLM
Listing OnStock Exchanges
IRB InvIT Fund
Initial Public Offering of units
Institutional Bidders portion: Not more than 75% of the Offer, available for allocation*
Other Bidders portion: Not less than 25% of the Offer, available for allocation
Offer Structure
Price band of Rs. 100 – Rs. 102 per unit
Fresh Issue of up to Rs. 43,000 mn.
Offer for sale of up to 34,761,770 units
Option to retain oversubscription of up to 25% of the issue size
Bid / Issue Period Anchor bid issue opens and closes on Tuesday, May 2, 2017
Wednesday, May 3, 2017 – Friday, May 5, 2017
*Anchor portion upto 60% of the Institutional Bidders portion on discretionary basis
Enterprise Value At lower end of price band – Rs. 58,050 Mn
At higher end of price band – Rs. 59,211 Mn
Credit Rating of the Debt of InvIT
The Trust has been assigned a rating of “CARE AAA(Is); Stable” by CARE Ratings, the rationale is available on www.careratings.co.in. The rating is an opinion on the general creditworthiness of the Trust and it has not rated the Units of the Trust
The Trust’s external senior debt has been assigned a long-term rating of “IND AAA; Outlook Stable” by India Ratings, the rationale is available www.indiaratings.co.in. The rating assigned by India Ratings is a reflection of the combined credit quality of the underlying assets and it has not rated the Units of the Trust
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IRB InvIT Fund Private & Confidential
IRB InvIT Fund – Overview
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IRB InvIT Fund Private & Confidential
Proposed Structure of IRB InvIT Fund
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Investors In Units Of TrustInvestors In Units Of Trust
*Subject to applicable provisions of Companies Act, 2013
IRB InvIT FundIRB InvIT Fund
TrusteeIDBI Trusteeship Services Ltd.
TrusteeIDBI Trusteeship Services Ltd.
SponsorIRB Infrastructure Developers Ltd.
SponsorIRB Infrastructure Developers Ltd.
Investment ManagerIRB Infrastructure Pvt. Ltd.
Investment ManagerIRB Infrastructure Pvt. Ltd.
Project ManagerModern Road Makers Pvt. Ltd.
Project ManagerModern Road Makers Pvt. Ltd.
Surat – Dahisar NH 8 Project
Surat – Dahisar NH 8 Project
Bharuch – Surat NH 8 Project
Bharuch – Surat NH 8 Project
Talegaon – AmravatiNH 6 Project
Talegaon – AmravatiNH 6 Project
Jaipur – Deoli NH 12 Project
Jaipur – Deoli NH 12 Project
Tumkur – Chitradurga NH 4 Project
Tumkur – Chitradurga NH 4 Project
Omallur - Salem – Namakkal
NH 7 Project
Omallur - Salem – Namakkal
NH 7 Project
Project Assets Acquired From Sponsor
O&M
Will Hold Minimum 15% units
Distributions:
Minimum 90% of NDCF
Distributions:
Minimum 90% of NDCF*
Investment:
Equity
Issue of Debt
Invest in units
Each Project SPV is required to distribute atleast 90% of its net distributable cash flows to the InvIT, semi-annually which comprises:
Post tax cash generated during the year
Proceeds from sale of infrastructure assets (net of tax)
Adjusted for:
Repayment of debt to external lenders, and
Any premium / negative grant payments to NHAI
InvIT is required to in turn distribute atleast 90% of its net distributable cash flows to its unit holders, semi-annually, comprising:
Dividend received from the SPV
Interest received from the SPV (net of witholding tax)
Cash flows from repayment of debt principal by SPVs, and proceeds from sale of assets of SPV
Buyback of units
Adjusted for:
Expenses (including IM fees) at Trust level
Income tax
Repayment of external debt at Trust level
IRB InvIT Fund Private & Confidential
Details of Projects Forming Part of Initial Portfolio
Project LaneKms
Commencement of toll collection
End of concession
period
Trust's equity
interest upon the
listing of the Units
Gross toll revenue in
FY 2016 (Rs. Mn)
Gross toll revenue in 9m FY 2017
(Rs. Mn)6
Surat – Dahisar NH 8(ISDTPL) 1,434 Feb-09 Jan-221 100% 6,135 4,208
Tumkur – Chitradurga NH 4 (ITCTPL) 684 Jun-11 Jun-372 100% 2,0193 1,426
Bharuch – Surat NH 8(IDAAIPL) 390 Sep-09 Jan-22 100% 1,936 1,336
Jaipur – Deoli NH 12(IJDTPL) 595 Sep-134 Sep-371 100% 1,206 812
Omalur – Salem – Namakkal NH 7 (MITPL) 275 Aug-09 Aug-26 100% 749 544
Talegaon – Amravati NH 6(ITATPL) 267 Apr-135 Jan-371 100% 472 346
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Notes:
The Map is for illustrative purposes only, is not to scale and is subject to change at any time
1. This is the most likely extension date estimated in the Traffic Reports based on the terms of the concession agreements and the projections made by the Traffic Consultant.
2. ITCTPL's concession agreement provides that, if the actual traffic volume falls short of or exceeds the target traffic volume on a defined date, the concession period will be extended or reduced, respectively, according to a formula specified in the agreement. According to projections in the Traffic Reports, we believe that the traffic volume on the target date will exceed the target traffic volume by 10,078 PCUs, which, according to the Traffic Reports, may warrant a reduction in the concession period of approximately 2.6 years. However, because NHAI may at its discretion cause ITCTPL to undertake suitable capacity augmentation of the project instead of reducing the concession period, the concession period under the concession agreement with ITCTPL is expected to end in June 2037 without any reduction.
3. Gross toll revenues for the Tumkur–Chitradurga NH 4 Project in financial year 2016 excludes toll fees collected in relation to the Tumkur Bypass as per the supplementary agreement to the concession agreement dated January 20, 2015, with the NHAI.
4. Toll collection for partial length of 119.75 km began on September 27, 2013 and toll collection for the stretch of 25.22 km began on May 20, 2014. A final completion certificate was issued on April 1, 2016.
5. Toll collection for partial length of 45.31 km began on April 24, 2013 and toll collection for the stretch of 63.70 km began on April 1, 2015.
6. Pursuant to the demonetization of certain high-value currency denominations in November 2016, the Government of India announced a temporary suspension of toll collection at all our toll roads from November 9, 2016 until December 2, 2016. The NHAI issued office orders dated November 29, 2016 and December 6, 2016 and a circular dated November 21, 2016 to specify the compensation mechanism for toll road operators in relation to such demonetization. Hence, toll collection for the nine months ended December 31, 2016 is only for 251 days
Dahisar
Surat
Bharuch
Deoli
Jaipur
Amravati
Talegaon
Tumkur
Chitradurga
Namakkal
Omalur
IRB InvIT Fund Private & Confidential
Brief Overview of the Investment Manager
The IM has ~18 years experience in operating a road BOT project, & in developing, operating and maintaining toll plazas in the infrastructure sector
The IM constructed a 1,400 meter high-level bridge across the Patalganga river, wherein the IM
Constructed approach roads to the bridge,
Widened the footpath relating to the bridge, &
Constructed a six lane toll plaza
The net-worth of the IM as on March 31, 2016 was Rs. 391.44 Mn
The Chairman of the Board is Mr. R.P. Singh, who has previously held the office of Chairman of the NHAI.
The IM has adequate infrastructure, personnel & resources to perform its functions, duties & responsibilities with respect to management of the Trust in accordance with the InvIT Regulations
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Background & Past Experience
Mr. R.P. Singh – Chairman of the Board He was previously the Chairman of the
National Highways Authority of India (June 2012-June 2015)
Has experience in the fields of Finance, Industry, Urban and Infrastructure Development, and has held the office of Chairman and MD of Punjab and Sind Bank
Presently, he is also a director at Maruti Suzuki India Limited, Bharti Infratel and Lodha Developers Pvt. Ltd.
Mr. Vinod Kumar Menon – Whole Time Director He was previously President (Business
Development) of the Sponsor Has experience in fields of infrastructure
development & management Has a B.Tech degree in Civil Engineering
Mr. B. L. Gupta – Independent Director He was previously Chief General Manager
of IIFCL Has experience in banking, corporate &
project finance Has a B.Com & MBA; also is a certified
associate of Indian Institute of Bankers
Brief Profiles of Directors & Key Managerial Personnel
Mr. Sumit Banerjee – Independent Director He was previously the Managing
Director of ACC Limited Has experience in management Has a B.Tech in Mechanical Engineering
Mr. Madhav Kale – Head Corporate Strategy Planning Previously was in same function of the
Sponsor group Has experience in audit, taxation &
consultancy B.Com, FCA
Mr. Tushar Kawedia – CFO Previously served as Deputy CFO of
the Sponsor Has experience in accounts & finance B.Com, CA
Mr. Urmil Shah – Company Secretary Previously served as Assistant
Company Secretary of the Sponsor Has experience in secretarial &
compliance function B.Com, ACS
IRB InvIT Fund Private & Confidential
Combined Financials of InvIT
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Combined Historical Financials Projected Summary of the Trust Group
Profit & Loss (INR Mn) FY14 FY15 FY16 9MFY17
Income 7,625 9,164 10,038 7,511
Expenditure 757 1,723 1,605 1,263
EBITDA 6,868 7,441 8,433 6,248
Depreciation & Amortisation 3,564 4,254 4,676 3,204
Finance Costs 3,756 4,448 4,348 3,098
PBT (452) (1,261) (591) (54)
Tax 24 (24) 173 76
PAT (475) (1,238) (764) (130)
Balance Sheet (INR Mn) FY14 FY15 FY16 9MFY17
Fixed Assets 138,970 134,180 129,936 126,906
Other Non-Current Assets 914 986 906 375
Current Assets 2,085 3,304 3,781 4,373
Total Assets 141,969 138,469 134,623 131,654
Equity 20,227 19,047 18,282 18,153
Borrowings 40,069 38,682 36,552 33,257
Other Financial Liabilities (Premium) 69,592 68,673 66,626 62,543
Other Non-Current Liabilities 1,218 735 1,094 1,487
Current Liabilities 10,861 11,333 12,069 16,213
Total Equity & Liabilities 141,969 138,469 134,623 131,654
•Out of the above cash flows, distributions shall be made to unitholders in the form of interest, dividend & buyback of units. The distributions shall be subject to InvIT regulations as well as restrictions provided under the applicable laws
Cash Flow Information (INR Mn) FY18 FY19 FY20Net profit before tax 2,654 3,025 3,194Adjustments to reconcile PBT to net cash flows
Finance costs - interest on loans from banks/institutions 583 504 428
Finance costs - interest on loans from InvIT – – –Depreciation & amortisation expenses 5,554 6,093 6,706Provision for resurfacing expenses 605 605 605 Actual outflow for major maintenance (158) (532) (1,606)
Cash generated from/(used in) operations 9,238 9,695 9,327Direct taxes paid (net of refunds) (10) (40) (112)Premium Paid to NHAI (2,059) (1,382) (2,077)
Net cash flows from/(used in) operating activities 7,168 8,272 7,138
Finance costs - interest on loans from banks/institutions (583) (504) (428)
Repayment of bank debt (712) (1,189) (626)Cash generated during the year * 5,874 6,579 6,084
Profit & Loss Information (INR Mn) FY18 FY19 FY20
Total income 10,782 11,762 12,911
Expenditure
O&M Expenses 1,840 1,985 2,422
InvIT Expenses (incl IM, Trustee, Valuer Fees) 151 156 161
EBITDA 8,790 9,621 10,328
Depreciation & amortisation 5,554 6,093 6,706
Finance costs - interest on loans from banks/institutions 583 504 428
PBT 2,654 3,025 3,194
Tax Expense 10 40 112
PAT 2,644 2,985 3,082
IRB InvIT Fund Private & Confidential
Competitive Strengths of IRB InvIT Fund
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Low leverage upon listing, providing debt capacity to finance future growthLow leverage upon listing, providing debt capacity to finance future growth
Growth opportunities and access to Sponsor’s portfolio through ROFO / ROFRGrowth opportunities and access to Sponsor’s portfolio through ROFO / ROFR
Experienced Sponsor, Investment Manager & Project Manager with consistent track records in operating & maintaining projects in
roads & highways sector in India
Experienced Sponsor, Investment Manager & Project Manager with consistent track records in operating & maintaining projects in
roads & highways sector in India
Portfolio of income generating assets in key growth markets with expected growth in traffic volumes (due to regional growth) and toll
fees (due to inflation adjustments)
Portfolio of income generating assets in key growth markets with expected growth in traffic volumes (due to regional growth) and toll
fees (due to inflation adjustments)
Geographically and temporally diverse project portfolio reducing reliance on any specific region / projectGeographically and temporally diverse project portfolio reducing reliance on any specific region / project
Attractive sector with strong underlying fundamentalsAttractive sector with strong underlying fundamentals
IRB InvIT Fund Private & Confidential
About the Sponsor
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IRB InvIT Fund Private & Confidential
Sponsor is one of the Largest Infrastructure Development & Construction Cos.# in India
IRB Infrastructure Developers Ltd (IRB) was incorporated in 1998 and has been listed on the Stock Exchanges since 2008
Successfully executed numerous BOT projects in roads & highways sector, including improvement of National highways and sections of Golden Quadrilateral
Has a large project portfolio of 8,183 lane kms of roads & highways in operation, under construction or under development, excluding the Initial Road Assets of the Trust
The Sponsor’s key projects (excluding the Initial Road Assets of the Trust) include:
Yashwantrao Chavan Mumbai – Pune Expressway
Ahmedabad Vadodara NH 8 and NE-1 project
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Overview
Key Competitive Advantages
(INR Mn) FY14 FY15 FY16
Revenue 38,533 39,619 52,541
Growth (%) 2.8% 32.6%
EBITDA 18,751 23,247 27,846
EBITDA Margin 48.7% 58.7% 53.0%
PAT (after MI) 4,591 5,429 6,358
PAT Margin 11.9% 13.7% 12.1%
Net-worth 35,607 43,609 48,272
Financial Snapshot
Shareholding Pattern as on December 31, 2016
Market Cap as on April 18, 2017: Rs. 87,405 Mn
57.55%27.87%
7.71%
6.86%
Promoter & Promoter Group
FII / FPI
DII
Others
One of the largest BOT Project portfolio in the Roads & Highways sector
22 BOT projects as on December 31, 2016, out of which: 14 are Operational 5 are Under Construction 3 are Under Development
Integrated project execution capabilities
Consistent financial track record & relationship with leading financial institutions
Professionally managed company with qualified & skilled employee base
# In terms of networth in Roads & Highways sector according to the NHAI’s annual pre-qualification for public private partnerships in national highway projects report for 2016
IRB InvIT Fund Private & Confidential
Operational Under ConstructionPart of Initial Portfolio of the Trust
Large Portfolio of 11,828 lane kms including 3,645 lane kms of Initial Portfolio of the Trust
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Kaithal – Rajasthan Border BOT 100%
Lane kms: 665
Concession period ends: July-2042
Agra Etawah BOT Project 100%
Lane kms: 747
Concession period ends: July-2040
Pathankot Amritsar BOT 100%
Lane kms: 410
Concession period ends: Dec-2030
Goa Kundapur BOT 100%
Lane kms: 758
Concession period ends: Mar-2042
Surat Dahisar BOT 100%
Lane kms: 1,434
Concession period ends: Jan-2022
Bharuch Surat BOT 100%
Lane kms: 390
Concession period ends: Jan-2022
Ahmedabad Vadodara BOT 100%
Lane kms: 987
Concession period ends: Dec-2037
Tumkur Chitradurga BOT 100%
Lane kms: 684
Concession period ends: June-2037
Omalur – Salem - Namakkal BOT 100%
Lane kms: 275
Concession period ends: Aug-2026
Yedeshi Aurangabad BOT 100%
Lane kms: 756
Concession period ends: June-2041
IRDP Kolhapur BOT 100%
Lane kms: 100
Concession period ends: Jan-2039
Pune Solapur BOT 100%
Lane kms: 104
Concession period ends: Mar-2019
Pune Nashik BOT 100%
Lane kms: 119
Concession period ends: Sept-2021
Solapur Yedeshi BOT 100%
Lane kms: 395
Concession period ends: Jan-2043
Talegaon – Amravati BOT 100%
Lane kms: 267
Concession period ends: Sep-2032
Thane Bhiwandi Bypass 100%
Lane kms: 96
Concession period ends: May-2017
Thane Ghodbunder BOT 100%
Lane kms: 60
Concession period ends: Dec-2020
Mumbai Pune BOT 100%
Lane kms: 1,014
Concession period ends: Aug-2019
Gulabpura – Chittorgarh BOT 100%Lane kms: 749
Concession period ends: 20 years from appointed date
Udaipur – Gujarat Border BOT 100%
Lane kms: 683
Concession period ends: July-2038
Kishangarh – Gulabpura BOT 100%Lane kms: 540
Concession period ends: 20 years from appointed date
Jaipur Deoli BOT 100%
Lane kms: 595
Concession period ends: Sep-2037
IRB InvIT Fund Private & Confidential 13
IRB InvIT Fund Private & Confidential
Annexure - Details of Projects
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IRB InvIT Fund Private & Confidential
Surat – Dahisar NH 8 Project
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Project Highlights Tollable Annual Average Daily Traffic Volume
Gross Toll Revenue (INR Mn)
4 to 6 lane widening under NHDP Phase V: DBFOT for a 12 yr concession period
239 kms between Surat and Dahisar in the states of Gujarat and Maharashtra
4 toll plazas operated by ISDTPL: Boriyach (Km 297.3), Bhagwada (Km 356.2), Charoti (Km 420.3) and Khanivade (Km 470.0)
Location Highlights:
Connects Surat in Gujarat to Dahisar in Maharashtra
Connects two key metro cities – New Delhi to Mumbai as well as major cities like Gurgaon, Jaipur, Ajmer, Udaipur, Ahmedabad, Vadodara & Surat
Main traffic influence areas are: Surat, Navsari, Valsad, Vapi and Dahisar
Upcoming developments along Project Corridor – Developments around Surat & Mumbai region, Delhi Mumbai Industrial Corridor, Virar-Alibaug Multi Modal Corridor
No alternative short or long distance routes with comparable riding quality, cost efficiency and service
Project Cost – Rs. 25.3 Bn
Outstanding Debt as on December 31, 2016 – Rs. 7.4 Bn
Recommended most likely growth rates of traffic as per the traffic consultant:
Vehicle TypeMaharashtra Gujarat
2015-20 2020-25 2015-20 2020-25
Car 8.0% 7.5% 7.5% 7.0%
LCV 6.5% 6.0% 7.5% 7.0%
Bus / Truck 7.0% 6.5% 7.0% 6.5%
Multi Axle 7.5% 7.0% 8.0% 7.5%
FY14 FY15 FY16 9MFY17
6,805 8,810 9,620 9,237
4,198 4,827 5,416 5,499 3,690 4,024
4,081 3,959 7,033
7,490 7,995 7,956
Multi Axle Bus / Truck LCV Car
55,821 61,825 65,962
Total PCU
CAGR: 8.7%
FY14 FY15 FY16 9MFY17 FY18P* FY19P* FY20P*
4,879 5,549
6,135
4,208
7,417
8,396
9,512
CAGR: 12.1%
CAGR: 13.2%
* As per gross toll revenue projected by the traffic consultant in the most likely scenario
65,162
IRB InvIT Fund Private & Confidential
Tumkur – Chitradurga NH 4 Project
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Project Highlights Tollable Annual Average Daily Traffic Volume
Gross Toll Revenue (INR Mn)
4 to 6 lane widening under NHDP Phase V: DBFOT for a 26 yr concession period
114 kms between Tumkur and Chitradurga on NH-4 in the state of Karnataka
2 toll plazas operated by ITCTPL, exist on the project road
Location Highlights:
Connects Tumkur to Chitradurga in Karnataka
Connects two key metro cities – Thane to Chennai as well as major cities
such as Pune, Kolhapur, Belgaum, Dharwad, Hubli & Bangalore
Main traffic influence areas are - Tumkur, Sira, Hiriyur & Chitradurga
Upcoming developments along Project Corridor – Suvarna Karnataka
Development Corridor Programme, Mumbai-Bangalore Industrial Corridor, Integrated Machine Tool Park near Tumkur, Solar Parks with 500 MW
capacity, Defense and Atomic Research Projects under Chitradurga Techno
Hub
No alternative short or long distance routes with comparable riding quality, cost
efficiency and service
Project Cost – Rs. 11.4 Bn
Outstanding Debt as on December 31, 2016 – Rs. 9.6 Bn
Recommended most likely growth rates of traffic as per the traffic consultant:
FY14 FY15 FY16 9MFY17
2,951 3,687 4,618 5,4992,136 2,109
2,3522,3692,593
2,9363,081
3,2625,0165,460
5,8395,693
Multi Axle Bus / Truck LCV Car
36,508 40,228 43,666
Total PCU
CAGR: 9.3%
FY14 FY15 FY16 9MFY17 FY18P* FY19P* FY20P*
1,630 1,841
2,231
1,609
2,498
2,834
3,240
CAGR: 17.0%
CAGR: 13.9%
Vehicle Type 2015-20 2020-25 2025-30 2030-35 2035-40
Car 8.0% 7.5% 7.0% 6.5% 6.0%
LCV 8.0% 7.5% 7.0% 6.5% 6.0%
Bus / Truck 7.0% 6.5% 6.0% 5.5% 5.0%
Multi Axle 8.0% 7.5% 7.0% 6.5% 6.5%
# Includes toll fee collected in relation to Tumkur Bypass as per the supplementary agreement to the concession agreement dated January 20, 2015 * As per gross toll revenue projected by the traffic consultant in the most likely scenario, excluding toll revenue from Tumkur Bypass which accrues to the NHAI
44,457
IRB InvIT Fund Private & Confidential
Bharuch – Surat NH 8 Project
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Project Highlights Tollable Annual Average Daily Traffic Volume
Gross Toll Revenue (INR Mn)
4 to 6 lane widening under NHDP Phase V: DBFOT for a 15 yr concession period
65 kms between Bharuch and Surat on NH-8 from in the state of Gujarat
1 toll plaza operated by IDAAIPL, exists on the project road at Km 246.1
Location Highlights:
Connects Bharuch to Surat in Gujarat
Highway connects two key metro cities – New Delhi to Mumbai as well as major cities Gurgaon, Jaipur, Ajmer, Udaipur, Ahmedabad, Vadodara & Surat
Main traffic influence areas are – Bharuch, Ankleshwar, Palod & Surat
Upcoming developments along Project Corridor – Developments around Bharuch & Surat, Delhi Mumbai Industrial Corridor, Cargo Terminal by AAI near Surat, Diamond Research & Mercantile (DREAM) City in Surat
No alternative short or long distance routes with comparable riding quality, cost efficiency and service
Project Cost – Rs. 14.0 Bn
Outstanding Debt as on December 31, 2016 – Rs. 2.8 Bn
Recommended most likely growth rates of traffic as per the traffic consultant:
FY14 FY15 FY16 9MFY17
5,464 5,438 5,980 5,902
3,763 4,023 4,461 4,619
4,623 4,6184,769 4,666
8,459 8,9559,472 9,623
Multi Axle Bus / Truck LCV Car
63,044 65,623 69,601
Total PCU
CAGR: 5.1%
FY14 FY15 FY16 9MFY17 FY18P* FY19P* FY20P*
1,666 1,857 1,935
1,336
2,327
2,653
3,007
CAGR: 7.8%
CAGR: 13.7%
Vehicle Type 2015-20 2020-25
Car 8.00% 7.50%
LCV 7.50% 7.00%
Bus / Truck 6.25% 5.75%
Multi Axle 7.50% 7.50%
* As per gross toll revenue projected by the traffic consultant in the most likely scenario
70,132
IRB InvIT Fund Private & Confidential
Jaipur – Deoli NH 12 Project
18
Project Highlights Tollable Annual Average Daily Traffic Volume
Gross Toll Revenue (INR Mn)
2 to 4 lane widening under NHDP Phase III: DBFOT for a 25 yr concession period
148.7 kms between Jaipur and Deoli on NH-12 in the state of Rajasthan
2 toll plazas operated by IJDTPL on the project road at Km 30.5 & Km 105.0
Location Highlights:
Connects Jaipur to Deoli in Rajasthan
Highway connects two key cities – Jaipur to Jabalpur via Tonk, Kota & Bhopal
Main traffic influence areas are – Shivdaspura, Chaksu, Tonk & Deoli
Upcoming developments along Project Corridor – Delhi Mumbai Industrial
Corridor, Mahindra World City Jaipur, Export Promotion Industrial Park in
Sitapura region of Jaipur, Sitapura Educational Hub
No alternative short or long distance routes with comparable riding quality, cost
efficiency and service
Project Cost – Rs. 17.8 Bn
Outstanding Debt as on December 31, 2016 – Rs. 9.4 Bn
Recommended most likely growth rates of traffic as per the traffic consultant:
FY14 FY15 FY16 9MFY17
2,549 3,015 3,670 4,115924
9681150
11671,9761,770
2,166 1,8651,601 1,518
1,908 1,930
Multi Axle Bus / Truck LCV Car
17,066 16,610 20,478
Total PCU
CAGR: 9.5%
FY14 FY15 FY16 9MFY17 FY18P* FY19P* FY20P*
342
1,015 1,206
812
1,495 1,696
1,924
CAGR: 87.7%
CAGR: 13.4%
Vehicle Type 2015-20 2020-25 2025-30 2030-35 2035-40
Car 7.5% 7.0% 6.5% 6.0% 5.5%
LCV 7.5% 7.0% 6.5% 6.0% 5.5%
Bus / Truck 6.5% 6.0% 5.5% 5.0% 4.5%
Multi Axle 8.0% 7.5% 7.0% 6.5% 6.0%
* As per gross toll revenue projected by the traffic consultant in the most likely scenario
20,145
IRB InvIT Fund Private & Confidential
Omallur – Salem – Namakkal NH 7 Project
19
Project Highlights Tollable Annual Average Daily Traffic Volume
Gross Toll Revenue (INR Mn)
2 to 4 lane widening under NHDP Phase V: DBFOT for a 20 yr concession period
69 kms between Omallur and Namakkal on NH-7 from in the state of Tamil Nadu
1 toll plaza operated by MITPL, exists on the project road at Km 191.8
Location Highlights:
Connects Omallur to Namakkal in Tamil Nadu
NH-7 is a major North-South National Highway and runs through UP, MP,
Maharashtra, Telangana, Andhra Pradesh, Karnataka & Tamil Nadu
Main traffic influence areas are – Omallur, Salem, Rasipuram & Namakkal
Upcoming developments along Project Corridor – Coimbatore Salem
Industrial Corridor, Salem Steel Plant & Steel SEZ by SAIL, Power plant by
MALCO
No alternative short or long distance routes with comparable riding quality, cost
efficiency and service
Project Cost – Rs. 3.1 Bn
Outstanding Debt as on December 31, 2016 – Rs. 2.1 Bn
Recommended most likely growth rates of traffic as per the traffic consultant:
FY14 FY15 FY16 9MFY17
6,395 8,27510,298 10,414
32083778
4105 40192,059
3,351
4,375 4,257
1,936
3,381
2,832 2,809
Multi Axle Bus / Truck LCV Car
26,099 39,210 42,324
Total PCU
CAGR: 27.3%
FY14 FY15 FY16 9MFY17 FY18P* FY19P* FY20P*
613
756 749
544
956
1075
1216
CAGR: 10.6%
CAGR: 12.8%
Vehicle Type 2015-20 2020-25 2025-30
Car 8.0% 7.5% 7.0%
LCV 6.5% 6.0% 5.5%
Bus / Truck 7.5% 7.0% 6.5%
Multi Axle 8.0% 7.5% 7.0%
* As per gross toll revenue projected by the traffic consultant in the most likely scenario
41,854
IRB InvIT Fund Private & Confidential
Talegaon – Amravati NH 6 Project
20
Project Highlights Tollable Annual Average Daily Traffic Volume
Gross Toll Revenue (INR Mn)
2 to 4 lane widening under NHDP Phase III: DBFOT for a 22 yr concession period
67 kms between Talegaon and Amravati on NH-6 in the state of Maharashtra
1 toll plaza operated by ITATPL, exists on the project road at Km 142.8
Location Highlights:
Connects Talegaon to Amravati in Maharashtra
NH-6 connects two major ports of Hazira and Kolkata via Surat, Dhule,
Amravati, Nagpur, Raipur and Sambalpur
Main traffic influence areas are – Talegaon, Tivasa, Mozri & Amravati
Upcoming developments along Project Corridor – Amravati Thermal Power
Plant, Amravati Integrated Textile Park, Missiles Factory by Bharat Dynamics
Ltd, Amravati Educational Hub
No alternative short or long distance routes with comparable riding quality, cost
efficiency and service
Project Cost – Rs. 8.9 Bn
Outstanding Debt as on December 31, 2016 – Rs. 3.8 Bn
Recommended most likely growth rates of traffic as per the traffic consultant:
FY14 FY15 FY16 9MFY17
3,353 3,496 4,118 4,451
1133 10751201 12781,285 1,2141,228 1,196
2,091 1,8861,733
1,804
Multi Axle Bus / Truck LCV Car
18,319 17,237 17,402
Total PCU
CAGR: (-2.5%)
FY14 FY15 FY16 9MFY17 FY18P* FY19P* FY20P*
264
461 472
346
585
664
754
CAGR: 33.7%
CAGR: 13.5%
Vehicle Type 2015-20 2020-25 2025-30 2030-35 2035-40
Car 7.5% 7.0% 6.5% 6.0% 5.5%
LCV 6.5% 6.0% 5.5% 5.0% 4.5%
Bus / Truck 7.0% 6.5% 6.0% 5.5% 5.0%
Multi Axle 8.0% 7.5% 7.0% 6.5% 6.0%
* As per gross toll revenue projected by the traffic consultant in the most likely scenario
18,071
IRB InvIT Fund Private & Confidential
Annexure - InvIT Regulations Summary
21
4
IRB InvIT Fund Private & Confidential
SEBI (Infrastructure Investment Trust) Regulation, 2014, as amended
22
Registration The InvIT has to be registered with SEBI The InvIT has to be registered with SEBI
Invest at least 80% of the value of the assets in completed and revenue generating infrastructure assets
Balance 20% can be invested in under-construction infrastructure projects and securities of infrastructure companies in India (cannot invest in
units of other InvITs)
InvIT should hold (directly or through SPVs) the infrastructure assets for at least 3 years from the date of purchase of the asset by the InvIT
(except investment in securities of infrastructure companies)
Investment into SPVs is subject to the InvIT holding a controlling interest (at least 51% of equity share capital) in the SPVs
Invest at least 80% of the value of the assets in completed and revenue generating infrastructure assets
Balance 20% can be invested in under-construction infrastructure projects and securities of infrastructure companies in India (cannot invest in
units of other InvITs)
InvIT should hold (directly or through SPVs) the infrastructure assets for at least 3 years from the date of purchase of the asset by the InvIT
(except investment in securities of infrastructure companies)
Investment into SPVs is subject to the InvIT holding a controlling interest (at least 51% of equity share capital) in the SPVs
Key investment conditions
Infrastructure as defined
All infrastructure sub-sectors defined by the Cabinet Committee on Infrastructure; vide the Notification of Ministry of Finance dated 1 March 2012 (i.e. under the categories - transport, energy, water sanitation, communication and social and commercial infrastructure)
All infrastructure sub-sectors defined by the Cabinet Committee on Infrastructure; vide the Notification of Ministry of Finance dated 1 March 2012 (i.e. under the categories - transport, energy, water sanitation, communication and social and commercial infrastructure)
Parties in an InvIT Structure & Key Responsibilities
Sponsor
Net worth of at least Rs. 1 Bn
in case of body corporate or
a company or net intangible
assets of Rs. 1 Bn in case of a
LLP
Ensuring aggregate minimum
post-issue holding of at least
15% (with a three-year lock-
in)
Divestment of 15% holding:
- Possible only after 3 yrs
from the date of listing
Sponsor
Net worth of at least Rs. 1 Bn
in case of body corporate or
a company or net intangible
assets of Rs. 1 Bn in case of a
LLP
Ensuring aggregate minimum
post-issue holding of at least
15% (with a three-year lock-
in)
Divestment of 15% holding:
- Possible only after 3 yrs
from the date of listing
Investment Manager (IM)
Decision-making w.r.t.
investments in assets
Overseeing Project Manager’s
activities
Ensuring assets have legally
enforceable titles & that
material contracts are legally
enforceable
Declaring and making
distributions to unit holders
Coordinate with Trustee for
operations of InvIT
Investment Manager (IM)
Decision-making w.r.t.
investments in assets
Overseeing Project Manager’s
activities
Ensuring assets have legally
enforceable titles & that
material contracts are legally
enforceable
Declaring and making
distributions to unit holders
Coordinate with Trustee for
operations of InvIT
Trustee
Holds the InvIT assets in trust
for the benefit of unit holders
Execution of Investment
Management Agreement with
the IM
Overseeing Investment
Manager or Project
Manager’s activities as
provided
Reviewing of transactions
between the Investment
Manager and associates
Trustee
Holds the InvIT assets in trust
for the benefit of unit holders
Execution of Investment
Management Agreement with
the IM
Overseeing Investment
Manager or Project
Manager’s activities as
provided
Reviewing of transactions
between the Investment
Manager and associates
Project Manager
Undertaking the
operation, management,
maintenance and
supervision of assets
Ensuring compliance with
the concession agreement
Undertaking all obligation
of project implementation
in compliance with the
terms of the project
management agreement
Project Manager
Undertaking the
operation, management,
maintenance and
supervision of assets
Ensuring compliance with
the concession agreement
Undertaking all obligation
of project implementation
in compliance with the
terms of the project
management agreement
IRB InvIT Fund Private & Confidential
InvIT Regulations – Dividend Policy, Leveraging and Other Aspects
23
Distribution Policy
At least 90% of distributable cash flow of the SPV shall be distributed to the InvIT in proportion to its holding in the SPV
At least 90% of distributable cash flow of the InvIT shall be distributed to the unit holders
Dividend declared to be paid within 15 days; distributions to the unit holders to be made on a half yearly basis
At least 90% of distributable cash flow of the SPV shall be distributed to the InvIT in proportion to its holding in the SPV
At least 90% of distributable cash flow of the InvIT shall be distributed to the unit holders
Dividend declared to be paid within 15 days; distributions to the unit holders to be made on a half yearly basis
Borrowings and deferred payments not to be more than 49% of value of InvIT assets (excluding any borrowings made by the InvIT to the SPVs)
Borrowings and deferred payments more than 25% of the value of assets are subject to:
Credit rating;
Approvals of unit holders where the votes cast in favor should be more than the votes cast against the resolution
Borrowings and deferred payments not to be more than 49% of value of InvIT assets (excluding any borrowings made by the InvIT to the SPVs)
Borrowings and deferred payments more than 25% of the value of assets are subject to:
Credit rating;
Approvals of unit holders where the votes cast in favor should be more than the votes cast against the resolution
Related parties of InvIT shall include (i) parties to the InvIT; (ii) promoters, directors and partners of the persons mentioned in (i) and as per
Companies Act, 2013 and as per Accounting Standards;
Transactions with related parties to be disclosed in the offer document w.r.t. transactions prior & proposed after the offer
The Sponsor will not have voting rights on matters pertaining to related party transactions
Related parties of InvIT shall include (i) parties to the InvIT; (ii) promoters, directors and partners of the persons mentioned in (i) and as per
Companies Act, 2013 and as per Accounting Standards;
Transactions with related parties to be disclosed in the offer document w.r.t. transactions prior & proposed after the offer
The Sponsor will not have voting rights on matters pertaining to related party transactions
Related Party Transactions
Leveraging
Approval by way of votes cast in favor of the resolution shall be at least 1.5 times the votes cast against for certain cases
Change in Investment Manager or Auditor or Valuer or Trustee
Prior approval of at least 60% of unit holders
Special approval by way of votes cast in favor of the resolution should be at least 1.5 times the votes cast against
Annual report for unit holders within 3 months from the end of the financial year; half-yearly report within 1 month
Price sensitive information to be disclosed to stock exchange
Approval by way of votes cast in favor of the resolution shall be at least 1.5 times the votes cast against for certain cases
Change in Investment Manager or Auditor or Valuer or Trustee
Prior approval of at least 60% of unit holders
Special approval by way of votes cast in favor of the resolution should be at least 1.5 times the votes cast against
Annual report for unit holders within 3 months from the end of the financial year; half-yearly report within 1 month
Price sensitive information to be disclosed to stock exchange
Governance
IRB InvIT Fund Private & Confidential
The Trust will have Right of First Refusal (RoFR) to acquire Sponsor’s existing operational and future assets
Also, the Trust can purchase Non-Sponsor assets as per its investment strategy
Prior approval of the unit holders will be required at the time of any purchase / divestment of assets
The Trust will have Right of First Refusal (RoFR) to acquire Sponsor’s existing operational and future assets
Also, the Trust can purchase Non-Sponsor assets as per its investment strategy
Prior approval of the unit holders will be required at the time of any purchase / divestment of assets
Key Rights of Investors & Investment Manager
24
Unit holders shall have right to receive income through distributions from the Trust
With respect to any matter requiring approval of the unit holders
A resolution shall be considered as passed when the votes cast by unit holders in favour of the resolution exceeds those casting against the resolution
For removal of the IM, an approval from the Unitholders shall be required where the votes cast in favour of the resolution shall not be less than one and a half times the votes cast against the resolution
Unit holders shall have right to receive income through distributions from the Trust
With respect to any matter requiring approval of the unit holders
A resolution shall be considered as passed when the votes cast by unit holders in favour of the resolution exceeds those casting against the resolution
For removal of the IM, an approval from the Unitholders shall be required where the votes cast in favour of the resolution shall not be less than one and a half times the votes cast against the resolution
The investment manager shall make the investment decisions with respect to the underlying assets or projects of the
Trust including any further investment or divestment of the assets
The Board of Directors of the investment manager will have at least 50% of the Directors as Independent
The investment manager shall ensure adequate and timely redressal of all unit holders’ grievances pertaining to
activities of the Trust
The investment manager shall make the investment decisions with respect to the underlying assets or projects of the
Trust including any further investment or divestment of the assets
The Board of Directors of the investment manager will have at least 50% of the Directors as Independent
The investment manager shall ensure adequate and timely redressal of all unit holders’ grievances pertaining to
activities of the Trust
Rights of Unit HoldersRights of Unit Holders
RoFR / Future AssetsRoFR / Future Assets
Rights & Responsibilities of
Investment Manager
Rights & Responsibilities of
Investment Manager
IRB InvIT Fund Private & Confidential
InvIT Regulations – Public Offer, Listing, Delisting & Valuation Norms
25
Public Offer Delisting
Valuation Norms
Public Offer
Minimum value of assets held by InvIT should be Rs.
5.0 Bn
Minimum offer size of Rs. 2.5 Bn
Minimum value of assets held by InvIT should be Rs.
5.0 Bn
Minimum offer size of Rs. 2.5 Bn
Minimum float – 25%
Minimum subscription – Rs. 1.0 Mn
Minimum trading lot – Rs. 0.5 Mn
Foreign investment permitted
Minimum float – 25%
Minimum subscription – Rs. 1.0 Mn
Minimum trading lot – Rs. 0.5 Mn
Foreign investment permitted
Mandatory listing within 12 working days from date of
closure of initial offer
Mandatory listing within 12 working days from date of
closure of initial offer
Mandatory Listing
Requirement
Minimum Float and
Subscription Requirements
Trading of units permissible only through stock
exchange
InvIT shall not redeem units to the unit holders other
than by way of buyback or at the time of delisting of
units
Trading of units permissible only through stock
exchange
InvIT shall not redeem units to the unit holders other
than by way of buyback or at the time of delisting of
units
Listing
If public float is less than 25% of total outstanding units
Number of unit holders (other than sponsor) is less than 20 (each holding not more than 25% of units of InvIT)
Where no projects / assets are remaining under the InvIT for more than six months, and where there is no proposal to invest in projects in future
If public float is less than 25% of total outstanding units
Number of unit holders (other than sponsor) is less than 20 (each holding not more than 25% of units of InvIT)
Where no projects / assets are remaining under the InvIT for more than six months, and where there is no proposal to invest in projects in future
Voluntary delisting subject to approval of unit holders where votes cast in favor shall be not less than one and half times votes cast against
Voluntary delisting subject to approval of unit holders where votes cast in favor shall be not less than one and half times votes cast against
Voluntary Delisting
Events Triggering
Compulsory Delisting
Purchase & sale of assets
Acquisition price – cap of 110% of valuer’s valuation
Sale price – floor of 90% of valuer’s valuation
Full valuation (in prescribed format) to be undertaken by Valuer / Principal Valuer at least once in a year within two months from the date end of such financial year
Half yearly valuation for a publicly offered InvIT
Purchase & sale of assets
Acquisition price – cap of 110% of valuer’s valuation
Sale price – floor of 90% of valuer’s valuation
Full valuation (in prescribed format) to be undertaken by Valuer / Principal Valuer at least once in a year within two months from the date end of such financial year
Half yearly valuation for a publicly offered InvIT
IRB InvIT Fund Private & Confidential
Tax Implications at Various Levels
26
SPV
Interest on debt from InvIT
Distribution of dividend to InvIT
Interest on debt from InvIT
Distribution of dividend to InvIT
InvIT
Dividend income of the InvIT
Tax on other income
Gains on disposal of assets
Dividend income of the InvIT
Tax on other income
Gains on disposal of assets
Interest income received from InvIT
Dividend income distributed by the InvIT
Capital gains on sale of units
Any other income distributed by the InvIT
Interest income received from InvIT
Dividend income distributed by the InvIT
Capital gains on sale of units
Any other income distributed by the InvIT
Unit Holder
No. Entity Issue
1 SPV
Interest on loans from InvIT – not subject to witholding tax obligations at SPV level
Distribution of dividend to trust – not subject to DDT if InvIT holds 100% interest in the SPV
2 InvIT
Income of trust
Dividend and Interest received by trust from SPV – Tax Exempt
Capital gains on disposal of assets - taxable in the hands of InvIT
Any other income – taxable at maximum marginal rate
Interest component of income distributed by trust to the unit holders would attract withholding tax @ 5%/ 10% for non-resident and resident unit holders respectively
3 Unit-holder
Interest income shall be taxable in the hands of Unit Holders as if they have received the interest directly
At applicable rates for resident unit holders
At 5% for non-resident / offshore investors; benefits under DTAA, if any, shall be available
Dividend Income distributed by the Trust is exempt in the hands of Unit Holders
Sale of listed units of InvIT on the exchange to attract levy of STT at par with that of listed equity shares
Long term capital gains (LTCG), where units held for over 36 months, would be tax exempt and short term capital gains (STCG) would be taxable @ 15%
Where sale of units is off the exchange LTCG taxable at 20% and STCG @ applicable rates
For Non-Resident Unit Holders, benefits under respective DTAA, if any, shall be available
11
22
33
11
22
33
IRB InvIT Fund Private & Confidential
Annexure - Key Risks
27
5
IRB InvIT Fund Private & Confidential
Risks Associated with Operational Road Projects
28
WPI Risk
Toll pricing is linked to WPI movement and can get affected in periods of negative WPI changes
Traffic Risk
Traffic of Tollable vehicles and growth in this traffic has a direct impact on toll revenues
NHAI provides for following protections to the concessionaire against Traffic growth risk
• Increase in concession period if the actual traffic is less than target traffic
• Restriction on construction of alternate routes for a pre-specified time
Concerns of termination of concession agreements of operational roads by government
Developer and investors of NHAI toll road concessions are completely protected through pre-defined compensation payments in case of an unlikely event of termination of contract
Toll RiskToll Risk
Regulatory RiskRegulatory Risk
IRB InvIT Fund Private & Confidential
WPI and Toll Rates
29
WPI Movement Factored into Pricing
Project SPV Lane Kms Tariff Hike Clause
IRB SD - Surat - Dahisar section of NH-8 1,434 Tariff hike is directly linked to the increase in Wholesale Price Inflation
IDAA - Bharuch - Surat section of NH-8 390 Tariff hike is directly linked to the increase in Wholesale Price Inflation
IRB JD - Jaipur - Tonk - Deoli section of NH-12 585 3% fixed increase + 40% of the increase in Wholesale Price Inflation1
IRB TC - Tumkur - Chitradurga section of NH-4 684 3% fixed increase + 40% of the increase in Wholesale Price Inflation1
IRB TA - Talegoan - Amravati section of NH-6 267 3% fixed increase + 40% of the increase in Wholesale Price Inflation1
MVR - Omallur Salem Namakkal section of NH-7 275 Tariff hike is directly linked to the increase in Wholesale Price Inflation
Total 3,635
1 Eg. If WPI for the year is 5%, the increase is [3% + 0.40*(5%)] = 5% Tariff Hike for the year
Average WPI inflation over last 10 years is at 5.5%Average WPI inflation over last 10 years is at 5.5%
IRB InvIT Fund Private & Confidential
Termination payments
30
Concession Termination payment
Bharuch Surat (IDAA) & Omallur Salem Namakkal (MVR)
Upon termination of the Concession Agreement on account of occurrence of NHAI Default, NHAI shall pay by way of termination payments
i. the total debt due, plus
ii. 120% the total subordinated debt, plus
iii. 150% of the equity if such termination occurs at any time during three years commencing from the Appointed Date and for each successive year. Thereafter, such amount shall be adjusted every year to fully reflect the changes in wholesale price index during such year and the adjusted amount so arrived at shall be reduced every year by 7.5% per annum.
Jaipur Deoli, Talegaon Amravati, Tumkur Chitradurga, Surat Dahisar
Upon termination of the Concession Agreement on account of occurrence of NHAI Default, NHAI shall pay by way of termination payments, an amount equal to
(i) debt due and
(ii) 150% of the adjusted equity.
IRB InvIT Fund Private & Confidential
Target Traffic and Design Capacity Details
31
Projects Target Date as per Concession Agreement
Target Traffic as per Concession Agreement
(PCU)
Design Capacity as per Concession Agreement
(PCU)
Traffic - FY 16(PCU)
Traffic – 9MFY17(PCU)
Surat - Dahisar 01.01.2017 82,043 90,000 65,962 65,162
Jaipur - Deoli 01.10.2018 30,344 60,000 20,478 20,145
Talegaon - Amravati 01.04.2020 41,052 60,000 17,402 18,071
Tumkur - Chitradurga 01.04.2020 54,558 120,000 43,666 44,457
Notes:
Bharuch – Surat and Omallur – Namakkal are projects with fixed concession periods
Source: Traffic Reports & respective Concession Agreements