Professional Documents
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Business Overview
December 2020
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statements’ relating to the Company and the GMR Group and may include
1
Table of Contents
Business Overview 8 – 11
Airport Sector 12 – 19
Energy Sector 20 – 23
Summing Up 28 – 30
Strategic Initiatives And Way Forward 31 – 37
2
Institutional Framework
Visionary Leadership - Building Institution For Perpetuity…
Srinivas Bommidala
GBS Raju
Chairman, Energy S Sandilya S Rajagopal
Chairman,
and International
Airports
Airports • Chairman - Eicher Motors • Ex-Chairman & MD of
• Board Member - Mastek Bank of India, Indian Bank
B V N Rao
G Kiran Kumar Chairman,
Corporate Transportation
Chairman & MD and Urban
Infra
Kameswari Vissa Suresh Narang
• CA with 24 yrs of • Ex-Board member of
Madhva experience Mandiri Securities
Bhimacharya • Board Member: L&T • Ex-Chief Country Officer
Terdal
valves, Madura microfin. of the Deutsche Bank in
Whole Time
Director
Indonesia
Group has rotated its Business Chairmen across verticals as a healthy governance practice.
4
External Advisory Council
Ensures Highest Standards of Governance and Professionalism
Dr Ram Charan
• Highly acclaimed business advisor, speaker, and author.
Group Performance • For 35 years, he's worked with companies like GE, BoA, DuPont, 3M,etc.
Advisory Council
M Damodaran
• Retired IAS, with 30+ experience in financial services and PSUs.
• Served leadership positions- Chairman SEBI,CMD IDBI Bank, Chairman UTI
O P Bhatt
• Former MD & Chairman of SBI, Chairman of Indian Bank’s Association.
• Independent Director & interim Chairman of TATA Steel
Pradip P Shah
• Independent panel
• Founder / Co-founding member Indocean, CRISIL and HDFC.
comprising eminent • Advisory roles to USAID, The World Bank and ADP
industry leaders
Sanjeev Aga
• Experience of 40+ yrs, Now engages in advisory/board
• Quarterly meetings • Has been CEO/MD at Blow Plast / VIP Industries, Aditya Birla Nuvo, Idea.
Daljit Mirchandani
• Former Chairman Ingersoll Rand/ leadership positions with Kirloskar group.
• Brings Outside – in
• Serves on the advisory and statutory Board of various Companies
view
Dr V Sumantran
• Executive Vice-Chairman of Hinduja Automotive
• Advises on business • Was chief executive of TATA Motors (Cars);16-year stint with GM in Detroit
strategy and future
positioning Luis Miranda
• President & CEO at IDFC alternatives.
• Now works for non-profits & also as advisor to Morgan Stanley Infra.
5
Vision & Values
GMR Vision
Through Through
Our Four Pronged approach
“Our Projects” “Personal Philanthropy”
Working with communities where: Started from Rajam (A.P) in 1991
o Group has business operations-
Education
25 locations in India & 1 in Personal Holding in the Group -
Health, Nepal pledged to foundation by GM Rao
Hygiene &
Sanitation o 350+ school & 35 K students
GMR
Varalakshmi o Vocational training to ~44K Family Constitution ensures
Foundation
GHIAL recognized as an example donation by the family members to
Community
Development of “Reaching out to Bottom of the Foundation
Pyramid” in 2012/13
Livelihood
*National Voluntary Guidelines for Responsible Business published by Ministry of Corporate Affairs
7
7
Group Overview
GMR Group : Evolution And Key Milestones
Managing Cash Flow
Growth Phase Turbulence Consolidation Stabilisation
1996 - 2008 2009 - 11 2012 - 14 > 2015
Group • IPO - INR 8bn • QIP - USD 315mn • QIP - INR 14.8bn
(Capital • QIP - USD 1bn • Rights issue - INR 14.0bn
Raising) • FCCB - INR 20bn from KIA
Commencement of Divestments • Agreement with Groupe ADP for 49% stake sale in
Operations • Istanbul Airport, Turkey GMR Airports Ltd – received ~INR 98.13 bn.
• DIAL - Completed Terminal
3 of in record 37 months New Airport Wins New Airport Wins
New Airport Wins
• Delhi Airport • Istanbul Airport • Cebu Airport in Philippines • Nagpur Airport in Oct’18
• Hyderabad Airport (CoD in • Mopa Airport, Goa in Aug’16
Airports 2008)
Capital Raising • Crete Airport, Greece in Jun’17
• GMR Airports - USD 330mn • Clark Airport, Philippines in Dec’17 (EPC project)
from PE Investors • Bhogapuram Airport, AP in Feb’19
• Bidar Airport, Karnataka in Feb’20
International Bonds
• Delhi Airport - USD 1.31 bn
• Hyderabad Airport - USD 650 mn
Commencement of Operations Capital Raising Commencement of Operations Capital Raising/Partnership
• Chennai Power Plant (200MW) • GMR Energy - USD 300mn • Warora (Coal - 600MW) • Tenaga - 30% stake in GMR Energy for
from PE Investors • Kamalanga (Coal – 1,050MW) USD 300mn
Acquisition
• 50% stake in Intergen Power – Acquisition Equity Partnership with Lenders
USD 1.1bn • 30% stake in PT GEMS • Rajahmundry (Gas – 768MW)
Energy (coal mine in Indonesia) – • Chhattisgarh (Coal – 1,370MW)
USD 520mn
Divestments
Divestments
Divestments • Island Power Project, Singapore • Divested Chhattisgarh Plants
• Intergen Power for USD 1.2 • 2 Transmission assets
bn
• PT BSL coal mine (Indonesia)
• Himtal (hydro) project (Nepal)
Commencement of Operations Commencement of Commencement of Operations New Project Wins
• Tuni Anakapalli Operations • Hyderabad Vijayawada • EPC project of INR 51bn on eastern DFCC
Urban • Tambaram Tindivanam • Pochampalli • Hungund Hospet
Infra & • Ambala Chandigarh • Jadcherla Expressways • Chennai ORR Divestment
Highways • Ulundurpet Expressways • 1 Highway project
Divestments
• Signed agreement for divesting entire stake in
• 2 Highway projects Kakinada SEZ 9
Leading Airport Focused Infrastructure Player
22.1%
4 nos. 13,000 acres 417 km
Of highway projects Of land at strategic Of railway stretch
covering ~350 km locations, integrated getting constructed
industrial development
1) Includes Barge Plant (220 MW) for which Sale and Purchase Agreement for divestment is signed; 2) Revenue for GMR Energy Limited is not consolidated in FY20 financials hence, revenue for ‘power’ segment shown above
includes mainly power trading and mining operations
10
Corporate Structure
Promoter &
Promoter Group
65.5% MF & DIIs 2.0%
Others 11.3%
GMR Airports Ltd GMR Energy Other Energy Assets GMR Highways Ltd Special Investment Region
Operational Projects Stake Operational Projects Stake Operational Projects Stake Annuity Projects Stake Projects Stake
Delhi International Airport 64% Warora Plant (Coal) 100% Rajahmundry Plant (Gas) 45% Pochanpalli 100% Kakinada SIR& 51%
Hyderabad International Airport 63% Kamalanga Plant (Coal) 87.4% Wind Projects 100% Chennai ORR 90% Krishnagiri SIR 100%
Mactan-Cebu International
40% Kakinada Plant (Gas)^^ 100%
Airport, Philippines
Vemagiri Plant (Gas) 100%
Goa International Airport (Mopa) 100% Bajoli Holi Project # 79.1% Ambala Chandigarh 100%
PT Golden Energy Mines
30%
(PT GEMS)
Bhogapuram Airport 100% Alaknanda Project 100% Hyderabad Vijaywada 90%
• Includes both direct & indirect holding; ** direct and indirect holding and post transfer of 49% to Groupe ADP; # DIAL holds 20.9% stake; ^^ Barge Plant (220 MW) - Sale and purchase agreement for
divestment is signed; & Signed definitive agreement to divest Kakinada SEZ to Aurobindo Realty and Infrastructure Pvt. Ltd.
11
Airport: World’s 4th Largest Private Airport Developer
One of the World’s Leading Integrated Airport Platforms
Wide range of capabilities and One of the fastest growing aviation Portfolio of 7 marquee airports– Delhi,
services across the entire airport market globally with an expected Hyderabad, Cebu, Goa, Bhogapuram,
value chain; with demonstrated passenger traffic growth of 7.4% Bidar and Crete; handling ~101 mn2
replicability and scalability CAGR1 for the period 2020-2037 passengers globally
2020
GMR has constantly expanded its capability set over time, Ninoy Aquino
as demonstrated across multiple assets and geographies InternationaI
Airport
(Granted OPS)
2019
EPC
Bidar Airport
(Concession Won)
Airport Operations
2016–2017 Nagpur Airport*
(Highest Bidder)
Non Aero Expertise
Bhogapuram Airport
2014 (Concession Won)
Real Estate Development
Goa Airport
(Concession Won;
2010 Expected COD in 2022)
Advisory / Consultancy
Crete Airport
2008 (Concession Won Expected
COD in 2023)
2006
2004
Clark Airport
(EPC)
Hyderabad Airport Delhi Airport Istanbul Airport Male Airport Cebu Airport
(Concession Won; (Concession Won; (Operations (Operations (Concession Won
Operations Operations Commenced; Commenced; and Operations
Commenced in 2008) Commenced in 2006) Divested in 2014) Exited in 2012) Commenced)
14
GMR Airports : Focus on Emerging Markets
49%
Groupe ADP GMR Airports Ltd
(GAL)
India Outside India
64% 63%
40% 100%
F&B (TFS) Real Estate
50%
Delhi Aviation Services
Under Subsidiaries /
Operational EPC
Development JVs
^ direct and indirect holding and post transfer of 49% to Groupe ADP and the stake will undergo change post achievement of milestones
* Includes both direct & indirect holding; ** Duty Free business merged with GHRL; # Wholly owned subsidiary of GHIAL w.e.f Nov’18 and MRO business is merged with Cargo w.e.f Aug’19
## Nagpur Airport award is sub judice
15
Portfolio of World Class Assets
GAL Stake
(%)
Cebu, Philippines
Crete
• Vital international
DIAL 11.4
Nagpur, India7 gateway to
Nagpur Philippines
• Winter capital of Bhogapuram • One of the fastest
3.1 MOPA
Maharashtra GHIAL Cebu growing airports in
15.81/28.3 Philippines
• Fast emerging as Bidar Partnerships in Businesses
16.9%
Partnerships a major IT / ITES,
in Businesses • Named “APAC
logistics, and Regional Airport of
aerospace hub along GHIAL, Hyderabad, India
the year” by
9.7% with a major CAPA3 in
manufacturing base • Ranked 1st by 40.0%
21.7 November 2016
ACl3 4 in its ASQ
MOPA, Goa, India
awards for 2019
4.0%
63.0%
Source: Company Data; 1) Capacity increased to 15.8 mn, 2) Under-development, 3) ACI: Airport Council International. CAPA: Center for Asia-Pacific Aviation, 4) In 15 to 25mm passengers per annum category, 5) MPPA: Million Passengers
per Annum, 6) As of FY19, 7) Nagpur airport award is sub-judice
16
Non-Aero Businesses : Delivering Strong Growth
Demonstrated Track Record of Successful Execution Across Value Chain of Non-Aero Businesses
INR bn INR bn
22.0
20.9
18.0
3.9
15.3
3.4
13.6
3.0
11.4 2.7
2.2
1.9
FY15^ FY16* FY17 FY18 FY19 FY20 FY15^ FY16 FY17 FY18 FY19 FY20
^ FY15 financials are based on I-GAAP; * FY16 financial adjusted for one-time adoption of Ind-AS; ^^ excluding CGF which is classified as aero
Delhi Airport
Aerocity – Upcoming Central Business District in NCR Marquee Customer Base
Hyderabad Airport
Aerotropolis – Large Integrated Ecosystem Synergistic with the Airport Large Client Base across Industry Verticals
18
Airports Business : Main Growth Engine
Rapidly growing
passenger • Low penetration of flying (0.07 trips per capita vs. 0.3 in China)
volumes
• Strong non-aero performance and significant potential to grow; Duty free SPP of ~USD
Significant 11.3/pax1 in Delhi vs. USD ~25/pax at Dubai/Bangkok
unregulated • Continuous revamp of retail offerings to cater to evolving passenger profile of young and
commercial aspirational travelers
revenue
upside • Plans to develop Delhi as a cargo hub
• Addition of new airports particularly Goa and Greece with tourist destination to provide big fillip
• Marquee hospitality/retail development in 230 acres at Delhi (monetized ~127 acres so far)
Outstanding
Real Estate
• Hyderabad Airport has one of the largest free unencumbered airport land banks - 1,463 acres
enabling development of both industrial (SEZs) and commercial formats
opportunity
• Addition of new airports particularly Goa with tourist destination to provide prime opportunities
• Comprehensive new aviation policy to strengthen growth in the Indian aviation market
Positive
regulatory • Clarity on major regulatory issues, especially applicability of 30% “hybrid till” and
momentum implementation of Base Airport Charges (BAC)
• Favourable judgement from TDSAT (appellate tribunal) provides clarity on long pending issues
1. As of FY20
19
Energy Business
Diversified Asset Base In Strategic Partnership With Tenaga
GMR Infrastructure
52%
30%
Tenaga GMR Energy Other Assets
18%
Private Equity Investors
Gas
Thermal Renewables Restructuring
(768 MW)
Completed
Warora Bajoli Holi
(600 MW) (180 MW) Gujarat
Coal
(2 MW)
Wind
Hydro
Kamalanga Upper Karnali Project
(1,050 MW) (900 MW) Tamil Nadu
Alaknanda Project (1.4 MW)
Kakinada Barge Plant1 (300 MW)
(220 MW)
Gas
1. Sale and Purchase Agreement for divestment is signed; 2. Including alternate power
21
GMR Energy Ltd. : Diversified Portfolio of Projects
Others • Refinancing of project loan • Debt-free plant • Under construction with ~93%
completed completed by Sep’20
Ownership 45%
Capacity 768 MW
PT Gems
Mine Location Indonesia
Ownership 30%
23
Urban Infrastructure & Transportation
Transportation
Road Projects Diversified Across Annuity And Toll Revenues
Annuity Based Road Projects (133 kms) Toll Based Road Projects (216 kms)
Road
GMR
Shareholding 100% 90% 100% 90%
Road Length
(kms) 103 30 35 181
Commercial
Operations Date March 2009 June 2013 November 2008 December 2012
Note: 1) GPEL: GMR Pochanpalli Expressways Limited , 2) GCORRPL: GMR Chennai Outer Ring Road Private Limited, 3) GACEPL: GMR Ambala Chandigarh Expressways Private Limited, 4) GHVEPL: GMR Hyderabad
Vijayawada Expressways Private Limited
25
Urban Infrastructure – Potential to Unlock Substantial
Value
Kakinada Special Investment Region
Divestment1ofofGroup’s
Divestment Group’sentire
entirestake
stakeininKSEZ
KSEZ1 2
Consideration for the equity stake and sub-debt in KSEZ2 - INR 26.1 bn
INR 16 bn to be received on the closing date
INR 10.1 bn to be received in next 2 - 3 years which is contingent
upon certain agreed milestones
Contract
Length
Corridor Value
Kanpur (Kms)
(INR bn)
GMR’s stretch
Mughalsarai to New
of work 181 24.2
Karchana (UP)
27
Summing Up
Airports Portfolio Expansion And Real Estate Monetization
To Drive Growth In Airports Segment
1
2
• Capacity Expansion underway at Delhi (from 66 mn to 100 mn) and Hyderabad (12mn to 34mn) Airports
• Original Proponent Status (OPS) for developing the Ninoy Aquino InternationaI Airport
− Manila International Airport Authority has granted the GMR Megawide Consortium, the OPS for developing the airport
3
• Delhi Airport - Raised 10 year bonds amounting to USD 350 mn & USD 150 mn priced at 6.45% & 5.34% p.a. respectively
Fundraise
• Hyderabad Airport - Raised 5 year Bonds amounting to USD 300 mn priced at 5.375% p.a.
29
Recent Developments For Value Creation
Energy
Reorganizing • Tenaga Nasional Berhad invests INR 2.26 bn in GMR Bajoli Holi Hydropower Ltd.
Energy Assets • Achieved tariff increase in Warora & Kamalanga related to ‘change in law’ and ‘coal cost pass-through’
Urban Infrastructure
• Signed definitive agreement to divest entire stake in Kakinada SEZ to Aurobindo Realty
Unlocking Value in
SIRs
• Setting up an Special Investment Region at Krishnagiri on ~600acres of land in JV with TIDCO
• Construction of Eastern Dedicated Freight Corridor (DFCC)
30
Strategic Initiatives
Significant Move Towards Deleveraging
Transaction Details
Minority stake sale of 49% in GMR Airports Ltd (GAL)
Utilization of
Servicing of debt and exit for private equity investors in GAL
Proceeds
Deleveraging is expected to result in improved cash flows and profitability over the medium term
*Linked to achievement of certain agreed operating performance metrics and receipt of certain regulatory clarifications over the next ~5 years;
**including Earn-outs on consummation
32
Strategic Group Restructuring to Unlock Value1 (1/2)
100% 100%2
Energy, EPC and Urban Airport Business
GPIL
Infra Businesses
GPUIL
Power Business
The Scheme of Arrangement is subject to necessary approvals from shareholders, creditors & regulatory
authorities. Consent of the Stock Exchanges already received.
Note: 1. subject to the customary approvals from the SEBI, NCLT. Shareholders and Creditors, etc.
3. Directly and indirectly
2. “GPIL” - GMR Power Infra Limited; “GPUIL” - GMR Power and Urban Infra Limited; GIL – GMR Infrastructure Limited
33
Strategic Group Restructuring to Unlock Value1 (2/2)
Value unlocking of Airport & Non-Airport Demerger of the Non-Airport Business of GIL
businesses into GPUIL as a going concern
Reduction of WACC for the Airport Business Appointed date fixed at April 1, 2021
Scheme is expected to be in the best interests of the Companies and their respective shareholders,
employees and creditors
Note: 1. subject to the customary approvals from SEBI, NCLT. Shareholders and Creditors, etc.
2. “GPIL” - GMR Power Infra Limited; “GPUIL” - GMR Power and Urban Infra Limited; GIL – GMR Infrastructure Limited
34
Plans to Divest Select Assets across Businesses
35
Strategic Partnership with Groupe ADP
Leverage Expertise
One of the largest airport groups in Creation of world-class Airport Development and
Europe based out of Paris (France) Combination of expertise to extract more
Management platform in partnership with value and create synergies
strategic airport operator
Building strong partnerships by
leveraging aeronautical and non-
Operating 24 international airports aeronautical expertise through
across geographies Significant deleveraging at GMR using the systematic best practices
equity raise implementation
Improved cash-flow and profitability Sharing knowledge and best practices
across airports
Lower cost of financing
Handled1 234 Mn passengers
Strategic partnership
(including Istanbul Atatürk)
Paves way for value unlocking through Market access for service companies
demerger of businesses3 Route development
Transaction entails ease of & flexibility for Enhance expertise in operations / smart
Market Cap2 of ~ € 9 Bn demerger process airport
Retail and passenger experience,
IT/Innovation, engineering etc.
01 Significant deleveraging of the group via equity capital transaction with marquee partners
02 Pure play airport business on the cards – to drive GMR’s leadership in airports business
Strong underlying macro fundamentals, including fast growing aviation market in India, to act as
03 tailwinds for the group
04 One of the world’s largest integrated airport platforms with significant potential for expansion
Non Aero – on the back of growing retail consumption – and Real Estate to provide additional
05 upside for the Airport segment
06 Ability to derive value from strong partnerships with global majors across businesses
07 Strong management and leadership teams with ability to successfully build strong businesses
37