Bina Puri Holdings Bhd

CIMB Investment Bank Berhad

Financial Report

Table of Contents

Section 1 : Risk & Mitigation Analysis

Section 2 : Security Arrangement

Section 3 : Estimated Capital Expenditure

Section 4 : Preliminary Financing Plan and Parameters

Section 5 : Sensitivity Analysis & Project Economics

Section 6 : Way Forward

2

Section 1

Risk & Mitigation Analysis

Risk Analysis – Construction Period

4

Risk Mitigating Factor

Increase in construction cost

• Lump Sum Turnkey Design and Build Contract arrangement

• Contingency in construction cost (10% of construction cost)

Delay in completion • Penalty clause / liquidated ascertained damages, insurance during construction period & performance bond

Technical performance • Penalty clause & defect liability / warranty period

Land acquisition • Minimum land acquisition is required

• Under M9 CA, NHA shall bear all costs, expenses or charges incurred in making available the land required

Public Utilities • Under M9 CA, NHA shall pay for the costs and expenses associated with the removal, relocation or diversion of Public Utilities and services ancillary affected by the Works at a date no later than the Work Commencement Date

Risk Analysis – Operating Period

5

Risk Mitigating Factor

Traffic Volume • Minimum traffic assurance by NHA. Under M9 CA, NHA shall pay the Concessionaire on the lost tolling revenue in the event the actual traffic volume for any operating year of the Concession is lower than the Minimum Traffic Volume for that year

• Independent traffic & revenue study by Exponent Engineers

Toll Rate • Under M9 CA, monetary compensation shall be payable by NHA to Concessionaire on any reduction in Schedule Toll Structure

Competing Routes • Under M9 CA, NHA shall undertake that any Competing Route shall be tolled at the toll rate equivalent to 1.33 times higher than the prevailing toll rate imposed by the M9 Motorway

Highway Maintenance • Minimal risk as existing Bina Puri’s highway concession in Malaysia (LATAR) has not encountered major operational problems as all expressways in Malaysia are governed & regulated by stringent standards

Risk Analysis – Concession

6

Risk Mitigating Factor

Termination due to Event of Default & Force Majeure

Prior to Financial CloseNHA shall compensate the Concessionaire for actual pre-development cost and actual development cost

Prior to Completion of WorksNHA shall compensate the Concessionaire for actual pre-development cost, actual development cost, actual cost in raising finance, value of completed work, consultant fees & third party costs, and interests as well as penalty charges

Upon Completion of Works NHA shall compensate the Concessionaire for actual pre-development cost, actual development cost, actual cost in raising finance, value of completed work, consultant fees and third party costs, interests as well as penalty charges, and return on equity of the Concessionaire (for NHA’s event of default)

Notwithstanding, under Concessionaire’s event of default, Lenders are compensated for any amount due

Section 2

Security Arrangement

Proposed Security Arrangement

8

Assignment of all rights, interests and benefits whatsoever (to the exclusion of any liabilities therein) under the M9 CA including the right to collect and retain toll and other revenues

Debenture on fixed and floating assets – main office and administration buildings (2 units), maintenance offices (at least 7 units), machineries, vehicles, quarry, etc

Assignment of lease and rental contracts with third parties for RSA, petrol stations, restaurants, bill boards, etc

Assignment of Turnkey Construction Contract

Assignment of Performance Bond

Assignment of Insurance proceeds

Shareholders’ Undertaking for cost overruns

Assignment of DSRA and any cash in-hand & bank balances

Section 3

Estimated Capital Expenditure

Estimated Capital Expenditure

Description

Rupees

(“PKR”)

Main Carriageway (North & South Bound) 12,898,796,912

Interchanges (7 nos) 1,507,732,244

Service Road 1,084,549,545

Service Areas (North and South) 676,595,473

Main Toll Plaza 378,494,986

Weigh Bridges & Allied Works 236,559,366

Construction Cost 16,782,728,525

General & Preliminary, Consultancy, Design & Project Management Fees 1,485,271,472

Grand Total 18,267,999,997

Detailed Breakdown

10

NB: The above capex does not include refurbishment cost for the existing road

Year Implementation

Schedule (%)

Amount

(PKR ‘Million)

2012 30# 5,480.4

2013 40 7,307.2

2014 30 5,480.4

Total 18,268.0

Estimated Capital Expenditure (Cont’d)

Proposed Implementation Schedule

NB: #Indicative of full year

11

Section 4

Preliminary Financing Plan and Parameters

Preliminary Financing Plan and Parameters

Earlier Case Revised Case

(Current)

Interest Rate 13.5% p.a. 15% p.a.

Loan Tenure:

- Grace

- Repayment

10 years

3 years

7 years

10 years

4 years

7 years

Debt to Equity Ratio 80 : 20 75 : 25

DSRA 3 months 4 months

DSCR (min) 1.5 times 1.5 times

Indicative Salient Terms

13

Preliminary Financing Plan and Parameters (Cont’d)

Earlier Case Revised Case

(Current)

PKR ‘Million Total Total

Debts 18,524.0 16,969.8

Equity 4,652.5 5,655.7

Total Uses 23,176.5 22,625.5

Construction Cost 18,268.0 18,268.0

Interest During Construction 3,569.7 3,690.7

Other Funding Costs, Cash Balance & Debt Service

Reserve Account 1,338.8 666.8

Total Funds 23,176.5 22,625.5

Source & Application of Funds

14

Section 5

Sensitivity Analysis & Project Economics

Sensitivity Analysis

16

Adverse Case Best Case

(Potential Case)

Total Projected Toll Revenue Reduce by 8% or PKR

703.3 bill

(As per NHA case /

Minimum Traffic Assurance)

As per Revised Case or

PKR 745.7 bill

Sectional Completion & Tolling None Hydrebad – Noriabad

section completed

(Additional of PKR 857

bill for 1 year after 18

months of construction)

Non-Toll Revenue 2% of Toll Revenue 10% of Toll Revenue

Project Economics

SUMMARY OF FINANCIAL RESULTS Revised Adverse Best / Potential

Total Revenue (PKR ‘Million) - Toll Revenue

- Other Revenue (Ancillary Incomes)- NHA Revenue Sharing

745,717.0764,848.7 15,297.0

(34,428.7)

685,761.3703,356.5 14,067.1

(31,662.3)

807,757.6765,701.476,484.9

(34,428.7)

Total Capex (PKR ‘Million) 18,268.0

Total O&M Cost (PKR ‘Million) 109,224.6 103,075.3 109,878.5

Financed by:- Commercial Loan

- Equity

22,625.516,969.85,655.7

Debt to Equity Ratio 75 : 25

Interest Rate:- Commercial Loan 15% p.a.

Loan Tenure:- Commercial Loan 10 years

DSCR (min): - Commercial Loan 1.5 times 1.5 times 1.5 times

DSRA 4 months 3 months 6 months

17

Section 6

Way Forward

Way Forward

19

To humbly request lenders with indicative participation with terms in order to expedite construction works

To request lenders’ debt arranger proposal (with indicative fee) for Bina Puri to appoint joint lead arranger