Nila Infrastructures Limited · NSE:NILAINFRA
Nila Infrastructures — Merger or Acquisition (November 2017)
33 slides from Nila Infrastructures's merger presentation, Nov 7, 2017
Slide 1: Nila Infrastructures Limited filing cover letter
NILA INFRASTRUCTURES LIMITED NILA/Cs/2017/307 Date: November 07, 2017 To, To, The Department of Corporate Services The Listing Department BSE Limited National Stock Exchange of India Limited Phirozee Jeejeebhoy Towers Exchange Plaza, Plot no. C/l, G Block, Dalai Street, Fort, Bandra-Kurla Complex, B
Slide 2: Demerger of Real Estate Business
DEMERGER OF REAL ESTATE BUSINESS NOVEMBER 2017
Slide 3: Safe Harbour
SAFE HARBOUR This presentation and the accompanying slides (the “Presentation”), which have been prepared by Nila Infrastructures Limited (the “Company”), have been prepared solely for information purposes and to enable the investors to understand the scheme of demerger of real estate undertaking of
Slide 4: Nila's real estate business is a diamond waiting to be unearthed
NILA’S REAL ESTATE BUSINESS IS A DIAMOND WAITING TO BE UNEARTHED THE MAIN THESIS BEHIND THE DEMERGER
Slide 5: Overview
OVERVIEW INFRASTRUCTURE BUSINESS REAL ESTATE BUSINESS RATIONALE FOR DEMERGER MECHANICS & TRANSACTION OVERVIEW POST DEMERGER
Slide 6: Business Quick View
BUSINESS QUICK VIEW NILA INFRASTRUCTURES LIMITED Shareholding: Promoter – 61.98% & Public – 38.02% Market Cap: INR 713 Crores1 22.34% Share Price: INR 18.101 Turnover growth^ Net Worth: INR 201.43 Crores2 34.01% Debt Equity Ratio: 0.722 PAT growth^ 1At 11 October 2017 ^From 2015-16 to 2016-17 2At 31
Slide 7: Unique Hybrid Business Model
UNIQUE HYBRID BUSINESS MODEL Unique company with a REAL blend of Infrastructure ESTATE and Real Estate BUSINESS businesses, primarily Affordable Housing 16.03% of 2016-17 INFRASTRUCTURE Well positioned to grab Turnover BUSINESS emerging opportunities in both the sectors 83.97% of 2016-17 Turnover 5
Slide 8: Overview
OVERVIEW INFRASTRUCTURE BUSINESS REAL ESTATE BUSINESS RATIONALE FOR DEMERGER MECHANICS & TRANSACTION OVERVIEW POST DEMERGER
Slide 9: Well-Diversified Portfolio
WELL-DIVERSIFIED PORTFOLIO 7
Slide 10: Order Book Promises Sustained Growth
ORDER BOOK PROMISES SUSTAINED GROWTH YTD ORDER INFLOW Total Order inflow of INR 1,101.5 million during Q1 FY18 Affordable Housing & SRA projects TOTAL segment: INR 378.5million (34%) ORDERS* Urban Infrastructure segment: INR 155.7 INR 4521.2 million (14%) MN White Label segment: INR 567.3 million (5
Slide 11: Order Book Breakup
ORDER BOOK BREAKUP* *At June 30, 2017 TOTAL TOTAL EPC & PPP AFFORDABLE HOUSING & OTHER INFRA PROJECTS EPC 14% EPC + PPP AFFORDABLE 18% PPP HOUSING 42% OTHER INFRA 68% 58% URBAN INFRA & WHITE LABEL AFFORDABLE HOUSING EPC & PPP EPC & PPP 16% 13% EPC EPC PPP EPC + PPP 31% 56% 84% PPP 9
Slide 12: Subsidiary, Associate & JV
SUBSIDIARY, ASSOCIATE & JV NAME OF ENTITY STAKE (%) STATUS Nila Terminals (Amreli) Pvt. Ltd. 100.00% Development of Bus Port facility Romanovia Industrial Park Pvt. Ltd. 50.00% To acquire land and develop industrial & logistics parks, Units, Sheds, Plots, Residential Colonies Sarathi Industrial Park
Slide 13: Growth Enablers
GROWTH ENABLERS URBAN INFRASTRUCTURE ••Govt. of India has unveiled a new Urban Development strategy for the next 20 years, aimed at development of rural and urban areas, housing for all urban poor and ensuring gender equity in the country among other objectives AREA-BASED DEVELOPMENT ••Will transfor
Slide 14: Overview
OVERVIEW INFRASTRUCTURE BUSINESS REAL ESTATE BUSINESS RATIONALE FOR DEMERGER PROPOSED MECHANICS & TRANSACTION OVERVIEW POST DEMERGER
Slide 15: Our Core Competency
OUR CORE COMPETENCY 27+ years of experience in Diversified, well developing and located and low-cost marketing real estate land bank projects Well-established Established track linkages with market Well networked with constituents like record in satisfactorily deep understanding of farmers, land-own
Slide 16: Subsidiary, Associate & JV
SUBSIDIARY, ASSOCIATE & JV NAME OF ENTITY STAKE (%) STATUS Nila Projects LLP 99.97% Real Estate project: Plotting scheme, operations yet to commence Fangdi Land Developers LLP 51.00% Real Estate project: Plotting scheme, operations yet to commence Real Estate project: Plotting scheme, certain regula
Slide 17: Growth Enablers
GROWTH ENABLERS HOUSING FOR ALL BY 2022 ••Affordable Housing requirement – 110 mn Investment Potential USD – 2 tn (INR 130tn) PMAY ••Aims to build 50 million housing units by 2022 100+ SMART CITIES ••Investment required: USD 1.2 tn (INR 79 tn) RERA, 2016 ••Over 19,000 projects across 27 cities, inve
Slide 18: Overview
OVERVIEW INFRASTRUCTURE BUSINESS REAL ESTATE BUSINESS RATIONALE FOR DEMERGER PROPOSED MECHANICS & TRANSACTION OVERVIEW POST DEMERGER
Slide 19: Enabling Macro Environment
ENABLING MACRO ENVIRONMENT POLICY REFORMS POWERING THE SECTOR REAL ESTATE PRADHAN MANTRI REAL ESTATE (REGULATION AND GOODS AND EASE OF DOING AWAS YOJANA INVESTMENT TRUST DEVELOPMENT) ACT, SERVICES TAX (GST) BUSINESS (PMAY) (REIT) 2016 PMAY – Urban Came into force on 1 Guidelines released in Implemen
Slide 20: Demand and Supply
DEMAND AND SUPPLY HUGE PENT-UP DEMAND ••10 Million housing demand per annum, out of which only 3 RS 12.2 TRILLION MARKET SIZE Million supplied through PMAY (Pradhan Mantri Awas Yojana) BY 2024 FOR SOCIAL HOUSING ••The private sector will have to step in to meet 7 Million of housing demand per annum
Slide 21: Opportunity and Capacity
OPPORTUNITY AND CAPACITY OPPORTUNITIES OPENING UP LOWER VOLATILITY / RISK ••The new real estate reforms and policy changes are lowering the volatility / risk earlier prevalent in the sector ••Stable turnover and profit growths for the company can be expected GREATER PROFITABILITY ••The reforms are l
Slide 22: Broad Advantages of Demerger
BROAD ADVANTAGES OF DEMERGER ••Creating independent listed companies with leadership positions in CLEAR DEFINITION OF well-defined verticals THE BUSINESS ••Nila Infrastructures Ltd. = Infrastructure Business ••Parmananday Superstructure Ltd. = Real Estate Business ••Business specific specialised str
Slide 23: The Merits
THE MERITS SEPARATE INVESTMENT FINANCIAL RATIOS POSSIBILITY LEADERSHIP JV & ALLIANCES VALUE UNLOCKING Separate investment Focused leadership of Demerger provides Can potentially lead Post-demerger p o s s i b i l i t i e s in respective businesses opportunity to easily to higher financial ratios to
Slide 24: Overview
OVERVIEW INFRASTRUCTURE BUSINESS REAL ESTATE BUSINESS RATIONALE FOR DEMERGER PROPOSED MECHANICS & TRANSACTION OVERVIEW POST DEMERGER
Slide 25: The Structuring
THE STRUCTURING POST PRE DEMERGER DEMERGER Promoters: 61.98% Promoters: 61.98% Public: 38.02% Public: 38.02% Parmananday Nila Infrastructures Nila Infrastructures Superstructure Ltd. Ltd. (NILA) Ltd. (NILA) (PSL) Infrastructure Infrastructure Real Estate Business Business Business Real Estate Busine
Slide 26: The Process
THE PROCESS NILA Infrastructures Ltd (NILA – the Demerged Company) to demerge its Real Estate undertaking in its wholly owned subsidiary, viz. Parmananday Superstructure Ltd (PSL – the Resulting Company) NILA PSL All the assets and liabilities of Real Estate undertaking to be demerged into PSL Pursu
Slide 27: Transaction Approvals & Indicative Timeline
TRANSACTION APPROVALS & INDICATIVE TIMELINE* *The given timeline is merely indicative in nature and subject to the approvals of various regulatory authorities. DEC FEB 30 APR 31 MAY 30 JUN 2017 2018 2018 2018 2018 Obtaining No- Approval of the Sanction of the Receipt of the Receipt of the Objection
Slide 28: Overview
OVERVIEW INFRASTRUCTURE BUSINESS REAL ESTATE BUSINESS RATIONALE FOR DEMERGER PROPOSED MECHANICS & TRANSACTION OVERVIEW POST DEMERGER
Slide 29: Key Implications
KEY IMPLICATIONS Segregation of matured business leads to unlocking shareholders value Regulatory approvals required – Stock Exchanges, SEBI, NCLT, RD, RoC, etc. The equity shares of PSL to be listed on BSE and NSE upon implementation of the Scheme Both businesses i.e. Infrastructure and Real Estate
Slide 30: Financials of Nila Infrastructures
FINANCIALS OF NILA INFRASTRUCTURES FOR FY17 PRE DEMERGER INDICATIVE POST DEMERGER PARTICULARS NILA INFRASTRUCTURES NILA PARMANANDAY SUPERSTRUCTURE LIMITED INFRASTRUCTURES LIMITED (INFRA + REAL ESTATE LIMITED UNDERTAKING) Equity & Reserves INR 2,014.3 Million INR 795.4 Million INR 1218.9 Million Turn
Slide 31: Impact Post Demerger
IMPACT POST DEMERGER NILA INFRASTRUCTURES LIMITED PARMANANDAY SUPERSTRUCTURE LIMITED The operations, business model, growth prospects A focused growth plan can surely generate and valuations shall not in any way affect the sizeable cash flows and optimum profits for Infrastructure Company (including
Slide 32: Towards Higher Value for All Stakeholders
TOWARDS HIGHER VALUE FOR ALL STAKEHOLDERS THANK YOU
Slide 33: Contact Us
CONTACT US COMPANY INVESTOR RELATIONS ADVISORS NILA INFRASTRUCTURES LTD STRATEGIC GROWTH ADVISORS PVT LTD CIN: L45201GJ1990PLC013417 CIN: U74140MH2010PTC204285 Mr. Prashant Sarkhedi Mr. Jigar Kavaiya / Mr. Viraj Shah Email: phsarkhedi@nilainfra.com jigar.kavaiya@sgapl.net / viraj.shah@sgapl.net Cell
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