Dlf Limited · NSE:DLF
Dlf — Merger or Acquisition (December 2009)
17 slides from Dlf's merger presentation, Dec 17, 2009
Slide 1: DLF Limited Analyst Presentation
DLF Limited Analyst Presentation December 17, 2009 1
Slide 2: Safe Harbour
SAFE HARBOUR This presentation contains certain forward looking statements concerning DLF’s future business prospects and business profitability, which are subject to a number of risks and uncertainties and the actual results could materially differ from those in such forward looking statements. T
Slide 3: DLF Ltd.'s Subsidiary - DCCDL integrates Caraf
DLF Ltd.’s Subsidiary - DCCDL integrates Caraf Upon the recommendation of Special Committee of Independent Directors, the Board of Directors approved in-principle, the integration of Caraf Builders & Constructions Pvt. Ltd (“Caraf”) with DLF Cyber City Developers Ltd. (“DCCDL”). The Special Comm
Slide 4: Business Re-structuring
Business Re-structuring Optimizing value of DLF’s real estate DLF businesses in their respective regions / businesses Development Company with three divisions focused on the Gurgaon Market, Super Dev Co Annuity Metro’s & the Rest of India Rental Business under DCCDL comprising Gurgaon Offices
Slide 5: What does this Achieve
What does this Achieve: Substantial Consolidation of Group’s rental assets: Aggregation under the flagship listed company thereby enhancing stable rental flows Resolution of “Perceived” Conflict of Interest: Elimination of perceived conflict of interest between promoter entities and DLF, while f
Slide 6: Key Parameters
Key Parameters MSF DCCDL Caraf Total Ready Assets 6.73 9.65 Additional Development Potential 11.83 Nil Figs in Rs. Crs. Rs Cr DCCDL1 Caraf2 Annualized Net Property Income ( Post Tax) 416 555 Net Current Assets 715 2192 Net Debt 4140 2460 1 Aggregated numbers from Pro Forma Balance Sheets for DCCDL a
Slide 7: DLF follows a rigorous, transparent process
DLF follows a rigorous, transparent process Being a related party transaction, and in the best interest of all stakeholders, especially the minority shareholders, the Board of Directors of DLF constituted a Special Committee of Independent Directors at its Board meeting held on March 10th, 2009 to
Slide 8: Transaction Advisors
Transaction Advisors Enam Securities Pvt. Ltd. Transaction Advisors and Independent Valuers Kotak Mahindra Capital Co. Ltd Fairness Opinion on Citigroup Global Markets India Pvt. Ltd Exchange ratio Amarchand & Mangaldas & Suresh A, Shroff & Co. Legal Advisors Fox Mandal Little BMR Advisors Ltd. Tax
Slide 9: Current Structure
Current Structure DLF Promoters DLF holds stabilised as well as under development commercial and retail assets under DCCDL 78.65% 100% DCCDL directly owns commercial space while retail space is held through various DLF CARAF subsidiaries (Commercial Space) Other DCCDL subsidiaries provide 100%
Slide 10: Post-Integration Structure
Post- Integration Structure DLF to hold 60% effective economic 78.65% DLF Promoters DLF interest in integrated DCCDL with the residual 40% economic interest being 60% held by the shareholders of Caraf (who 40% are the promoters of the Company) DCCDL (Commercial Space) DCCDL will emerge as the Gr
Slide 11: Summary
Summary The transaction creates significant value for DLF by bringing in prime pre leased assets and helps achieve significant consolidation of the Group’s Rental business Achieves an increasing proportion of strong, stable and growing rental income in DLF’s overall business portfolio Preserve
Slide 12: Annexures
Annexures 12
Slide 13: Caraf: Background and Details
Caraf: Background and Details Caraf was incorporated in March 2006 and is Structure Overview engaged in the business of acquisition and Caraf development of real estate properties in India Caraf initially acquired ~1.1 msf area from DLF Infocity DLF Infocity ~96%(1) (Chandigarh) (Kolkata) owners
Slide 14: Caraf Portfolio: High Quality IT SEZ, IT Park and Commercial Space
Caraf Portfolio: High Quality IT SEZ , IT Park and Commercial Space DLF Cyber Green , Gurgaon IT Park , Chandigarh DAL Silokhera Ericsson, SEZ, Gurgaon Gurgaon DLF Cyber Green , Gurgaon IT Park , Chandigarh DAL Chandigarh Gurgaon DLF Cyber Cyber SEZ, Gurgaon Ericsson, Green , Gurgaon Ericsson,Gurgao
Slide 15: Background of DAL
Background of DAL DAL was set up to facilitate creation of a monetization platform Promoters of DLF were only the facilitators for creation of the monetization platform and had infused Rs. 50 Cr as equity in DAL and thereafter facilitated private equity investment in DAL All profits of DAL wer
Slide 16: DCCDL: Background and Details
DCCDL: Background and Details DLF Cyber City Developers Private Limited, a Structure Overview wholly owned subsidiary of DLF, focuses on Cyber City development and leasing of commercial and Office space (Gurgaon) retail real estate properties Operational Area: 6.0 msf Potential: 5.8 msf Currentl
Slide 17: Thank You
Thank You 17