BHARTI REAL ESTATE

INFORMATION MEMORANDUM

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 TABLE OF CONTENT

Bharti Group 3

Bharti Real Estate 5

Bharti Real Estate – Strategic Positioning 8

Bharti Real Estate – Business Verticals 12

Bharti Realty Ltd (BLL) – Existing Portfolio 15

Bharti Realty Ltd (BRL) – Development Potential 19

Bharti Realty Ltd (BRL) – New Acquisition 21

Bharti Land Ltd. (BLL) – Existing Portfolio 25

Bharti Land Ltd. (BLL) – New Acquisition 29

Disclaimer 32

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 BHARTI GROUP

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 B H A R T I G R O UP - O V E R V I E W

 Founded in 1976, by Mr. Sunil Bharti Mittal, Bharti group has grown from being a manufacturer of bicycle parts to one of
largest & most respected business conglomerate with business interests in diverse fields including telecom, financial
services, retail, manufacturing and distribution, agri business, infrastructure and software.
 Bharti Airtel, the group’s flagship company, is among the top listed entities in India having operations in 18 countries
across Asia & Africa - India, Sri Lanka, Bangladesh, Seychelles, Chad, Congo Brazzaville, Democratic Republic of
Congo, Gabon, Kenya, Madagascar, Malawi, Niger, Nigeria, Rwanda, Tanzania, Uganda, and Zambia.
o Airtel has over 404 million telecom customers in South Asia and Africa at the end of March 2019 and total
annual revenue of over USD 11.67 billion*
 Bharti Group have demonstrated their ability to forge key strategic partnerships with biggest international business
players such as SingTel in Telecom business, AXA Group in Insurance business, Del Monte in Processed Food business
and Softbank & Foxconn in Renewable energy (SB Energy)

Strategic Partners

Key Group Companies

LEADING 10 + 18
Diversified Group Operations in 18 geographies
telecom operator in the world
Companies across Asia and Africa

*For the year-ended March 2019

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 BHARTI REAL ESTATE

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 BHARTI REAL ESTATE – OVERVIEW

Bharti’s Real Estate Business

Bharti Realty is the real estate arm of Bharti Enterprises. The company has transformed from a captive real estate
company catering to only group companies to one of the fastest growing real estate companies in North India with
interest in Grade A – Commercial office, Mixed use, Retail shopping mall and Residential ‘Smart Communities’. Bharti
Realty has developed and manages more than 5 mn sft of Grade - A commercial real estate space across prominent
cities in India, namely Delhi, Gurugram, Ludhiana, Bangalore and Chennai including award-winning developments like
Bharti Crescent - New Delhi; Airtel Centre - Gurugram and Worldmark - New Delhi. The organization has been affirmed as
a leader in the real estate sector at both national and international forum.

17 ~5.4 ~92
Existing Projects MN s ft. US$ MN
rental portfolio * Annual Rental potential

* 1US$ estimated at INR 68.5 /- (as of July 2019) ; The Annual Rental potential is ~ INR 6.3 Billion

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• Founded as a captive
real estate company, for
developing and
managing commercial
assets for group
companies
Rental Portfolio N/A
FY 2003
FY 09-10
• Company enters
commercial & retail real
estate market
• Acquisition & Development
of MTB - acquisition of
Worldmark - Aerocity, Delhi
Rental Portfolio
* MTB – Multi Tenanted Building
Bharti Real Estate
BHARTI REAL ESTATE - KEY MILESTONES
• Acquisition of • Operationalized WM -
Commercial / Mixed use 1&2, Delhi
Land parcel for • Signed Mega Residential
Worldmark, Gurugram The Delhi Ridges (50
acres +)
• Acquired Retail parcel
~2.5 m sft - Aerocity
2.0 M s ft 4.3 M s ft
FY 2011 FY 2016
FY 2015 FY 17-18
• Construction completion • Completion &
of Cyberium IT Park Operationalization of
(Manesar) WM 3 & WM (Retail)
• Operationalization of • 100% operationalization
Pavilion Mall, Ludhiana with over 70% leasing
achieved in WM Delhi
3.2 M s ft 4.7 M s ft
August 2019
• WM Delhi ~100% leased
• Part OC - WM Gurugram
applied
• Acquired new land
parcels for commercial /
mixed use ~12.5 m s ft at
Aerocity, Delhi
5.45 M s ft
FY 2019
FY 2020
• WM Gurugram expected
to reach Stable
occupancy state
• Commencement of
construction of new land
parcel - DIAL (~12.5 m sft)
5.45 M s ft
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 BHARTI REAL ESTATE - STRATEGIC POSITIONING

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 FOCUS AREAS

Geographic Focus Product Focus

Smart campuses and marquee

commercial towers, only in key CBD / SBD
Punjab
locations; targeted towards Grade A /
Chandigarh Office international occupiers
Haryana

Delhi

Grade A Retail developments, only in key

CBD / SBD locations with affluent
catchments
Mumbai Retail
Hyderabad
Smart communities in key micro markets
Chennai with existing physical and social
infrastructure
Bengaluru Residential

Phase I Phase II

Integrated multi-modal transport hubs

Bharti’s current investment focus is on joint adjoining to airports, railway stations and
development (sale model) and asset Transport Oriented
metro stations, and in vicinity to existing
management (REAM model) Development commercial business districts (CBD / SBD)

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 MARKET STRATEGY

Leverage Bharti’s • Given the sluggish market conditions, leverage the Bharti brand to revive
demand in the given markets backed by timely delivery
Brand value and
credibility • Leverage market credibility to access capital and low bank rates

Focus on key • Focus only on geographies/micro markets with developed social and
physical infrastructure
locations with
developed • Focus only on selected micro markets with stable demand conditions to
Infrastructure avoid market risks

Focus on Product • Focus on value creation through product innovation and timely delivery
Innovation and • Leverage group’s technical expertise, to create intelligent, smart
Execution developments

• Focus on asset light / capital efficient acquisition model – Joint

Development and Real Estate Asset Management (REAM)
Asset Light
acquisition model • Minimize acquisition, statutory risks by acquiring licenced/brownfield
projects

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 S T R A T E G I C D I R E C TI O N

30 +
Mn sft* Phase III: Stabilization*
Milestones:
20.65 Phase II: Growth Phase* • Operationalization &
Mn ft* Stabilization of the entire 15
Milestones: Mn. sft. of Gateway &
• Acquisition & Development of Downtown District parcels
Gateway & Downtown District • Focus on participation in land
(GLA of 15 Mn. s.ft.) in phased auctions by Govt. & Quasi
manner govt. bodies
5.4 Phase I: Initial Years
Mn • Commencement of Leasing in 1st • Acquire land parcels from
sft Key Milestones: Phase of Gateway district (Retail private individuals / developer
• Company incorporated for & Office) / financial institutions in key
undertaking real estate • Acquisition of other marquee prime locations
development projects under REAM for third • Sign more REAM projects in
• Acquisition of prime land parcels via party – especially Gurugram prime locations
auction from DIAL / private parties • Initiate disposition of Standalone • Explore REIT & Platform / SPV’s
to develop Multi Tenanted Buildings assets to consolidate portfolio exit
• Operationalization of 100% of the • Formation of Investment Business Model: REAM, JDA &
entire 5.45 Mn. sft. existing portfolio Platform - Entity level (Hold co / Outright Purchase
Business Model: Outright Purchase Development Co. / SPV level )
Asset Focus: Grade A -
Asset Focus: Grade A commercial Business Model: REAM & JDA Commercial (Office, Retail,
(Office, Retail, Mixed use) Asset Focus: Grade A commercial Mixed use) & Residential (GH),
(Office, Retail, Mixed use) & TOD, Transited oriented development
GLA Residential – Group Housing (TOD)

FY 2009 2014 2019 2024 2029

* Please note that the above is based on company's business plan & may vary based on market condition & trends

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 BHARTI REAL ESTATE – BUSINESS VERTICALS

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 B US I N E S S V E R T I C A L S - O V E R V I E W

Bharti Real Estate

Bharti Realty (BRL) is the investment and asset holding Bharti Land is the development mgt. arm of the group,
arm of the group, through which all land parcels are including facility & asset management (via Bharti care)
acquired & developed, directly or via subsidiary(s) of BRL.

IDENTIFY CONCIEVE AND CONSTRUCT

• Source opportunities as per investment criteria/ • Conceive & efficiently manage construction of
companies vision, basis market gap & trends innovative project based on high quality design to
PARTICIPATE achieve target budgets, timelines and quality
• Actively participate in government & private land
standards.
auction / discussions to secure new projects at
SELL/LEASE MGMT.
strategic location
• Use internal and external capabilities to lease/ sell
ACQUIRE AND INVEST IN DEVELOPMENT
asset to achieve target rentals/sale value
• Acquire & invest in development of land parcels at key
FACILITIES MGMT. (via Bharti Care)
locations with good infrastructure and stable demand
• Active facility mgt. to optimize costs, improve customer
conditions
experience and create long term value

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Particulars Bharti Realty Limited (BRL)
Acquisition Model Outright Purchase
Investment Model Capital Intensive Model
Capital Requirement / • Acquisition Cost
Liabilities • Development Cost
• Commercial office
Asset Classes • Mixed Use
• Retail
• Acquisition
• Development Financing
Construction development
Key Responsibilities
for BRL’s assets is undertaken
by BLL for a fixed
management fees under
REAM model
Revenue Model Fixed return
Bharti Real Estate August 2019
B US I N E S S V E R T I C A L S - D E T A I L S
Bharti Land Limited (BLL)
Joint Development
Agreement (JDA)
Asset Light Model
• Upfront deposit to Land
partner
• Development cost
• Residential
• Commercial office,
Retail & Mixed use
• Pre - Development
Activity
• Construction financing
(via banks)
• Development
Management
• Cost Management
• Sales Management
• Property management
1. Area / Revenue share in
the project
• Pre-decided share of
revenue from Sale or
Leasing
• Pre-decided area share
of the project
2. Property management
fees (via Bharti care)
Real Estate Asset
Management (REAM)
None
• Commercial office
• Retail
• Mixed use
• Pre - Development
Activity
• Fund Raising assistance
• Development
Management
• Cost Management
• Sales Management
• Property management
1. Management fees (REAM
fees)
• 10% of gross revenue in
sale projects or 12
months of stable state
rent in a leasehold
projects
2. Property management
fees (via Bharti care)
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 BHARTI REALTY LTD (BRL)- EXISTING PORTFOLIO

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 BRL’s EXISTING PORTFOLIO - SNAPSHOT
S.N GLA (Mn s ft) Highlights of Existing Portfolio:
Asset Name Location
o. (Rounded off)
Worldmark – Aerocity, New Delhi
BHARTI ASSETS  Achieved 100% of operationalization
1 Bharti Crescent New Delhi 0.15 & Leasing of Worldmark, Delhi (Retail
2 ATP - IT 01 Manesar, Gurugram 0.10 & Commercial)
3 ATP - IT 02 Manesar, Gurugram 0.42
 Enhanced rental potential of
4 ATP - NEC Manesar, Gurugram 0.11
Worldmark Delhi, by creating
5 Bharti office – Lucknow Lucknow 0.04
premium, world-class office suites,
Bharti office - Oceanic
6 Chennai 0.04 branded as “Atelier” admeasuring
Tower
50,000 s.ft. / 20 independent suites
7 Divyasree Tower Bangalore 0.06
with varying seat formats.
8 Airtel Centre Gurugram 0.69
Sub total (rounded off) - ~ 1.64 Mn sft  Branding of the retail area as “ The
IT PARKS Walk”, to strength the position as a
9 Cyberium Towers Manesar, Gurugram 0.69 retail destination, with opening of
10 Omega Centre Gurugram 0.14 various key retail brands like Farzi
11 Quantum Point Gurugram 0.14 Café, Beer Café, Dragon Fly, Punjab
12 Sigma Centre Gurugram 0.12 Grill Tappa, Kylin, Kampai and Plum
10 Celesta Point Gurugram 0.08 by Ben chair, along with Food
Sub total (rounded off) - ~1.19 Mn sft Capital , its food court.
Grade A – Commercial office & Retail Shopping Malls Worldmark - Gurugram
7 Qutub Gardens* New Delhi 0.02  Commenced leasing at Worldmark
8 Pavilion Ludhiana 0.39 Gurugram, Sector 65 including
9 Worldmark, Delhi (1, 2 & 3) New Delhi 1.43 locked in a space with leading
10 Worldmark, Gurugram Gurugram 0.75 multiplex operator – Inox and other
Sub total (rounded off) - ~2.62 Mn sft retailers & office occupiers, totaling
Grand Total - ~5.45 Mn sft approx. 100,000 sft.
* Qutub Garden is a standalone high end retail arcade

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 BRL’s EXISTING PORTFOLIO - ANALYSIS

Existing Portfolio - Break Up (Mn sft ; % share)

• Due to underlining principle of Real estate being
Other cities,
0.55, 10% largely a Local business, primarily thriving on
developer’s knowledge of the market’s
New delhi,
1.62, 30% characteristics – in terms of land acquisition,
Gurgaon approvals, local development laws or market
(including
manesar), demand etc., the group’s has continued to focus on
3.28, 60%
NCR, with limited developments in other locations
such as Lucknow, Bangalore & Chennai, primarily
catering to group company captive demand.

Existing Portfolio - Segment wise Break Up • Historically, the group focussed towards
development of IT Park, to address the growing
Retail, 0.43, 8% demand for real estate by the IT industry.

• In the last 5-7 years, the group has concentrated on

IT Park, 1.83, 33% acquisition and development of Prime commercial
office space including marquee buildings such as
Office , 3.20, 59%
Bharti Crescent, Airtel Centre, Worldmark – Delhi &
Worldmark – Gurugram etc., thereby advancing
industry standards.

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 B R L ’ s E X I S T I N G P O R T F O L I O – A C T UA L I M A G E S

COMMERCIAL & RETAIL - MULTI TENANTED BUILDINGS (MTB)

WORLDMARK - 1, DELHI WORLDMARK – 2 &3, DELHI WORLDMARK – GURUGRAM PAVILION, LUDHIANA

(0.62 MN SFT) (0.81 MN SFT) (0.75 MN SFT) (0.4 MN SFT)

COMMERCIAL & IT PARK – GROUP & AFFILIATED FIRM OFFICES

BHARTI CRESCENT, DELHI AIRTEL CENTRE, GURUGRAM

IT (01 & 2), MANESAR CYBERIUM TOWERS, MANESAR
(0.15 MN SFT) (0.7 MN SFT)
(0.5 MN SFT) (0.7 MN SFT)
OTHER IT ASSETS - Gurugram

OMEGA CENTRE, CELESTA POINT, QUANTUM POINT, SIGMA CENTRE,

GURUGRAM GURUGRAM GURUGRAM GURUGRAM

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 BHARTI REALTY LTD (BRL)- DEVELOPMENT POTENTIAL

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 BRL’s DEVELOPMENT POTENTIAL – INCLUDING NEW ACQUISITION
Estimated Annual
Revenue (INR Mn) BRL’S ANNUAL RENTAL POTENTIAL IS EXPECTED TO
MULTIPLE by 5X
DIAL Gateway
and
Downtown
Project
16,500 CUMULATIVE ANNUAL RENT POTENTIAL ~ INR 41,500 M
(Phase II)* Approx. 6.50 m s ft GLA added, to form TOTAL GLA: 20+ M s ft*

DIAL Gateway
and Downtown
CUMULATIVE ANNUAL RENT POTENTIAL ~ INR 25,000 M
15,300
Project Approx. 6.25 m s ft GLA added, to form TOTAL GLA: 14+ M s ft
(Phase I)

3,400 CUMULATIVE ANNUAL RENT POTENTIAL ~INR 9,700 M

DIAL Retail
2.5 m s ft GLA added, to form TOTAL GLA: ~ 8 M s ft

EXISTING
PORTFOLIO 6,300 ANNUAL RENT POTENTIAL: INR 6,300 M
Inc. WM Gurugram
TOTAL GLA 5.45 M s ft
• Notes: Bharti Realty has the right to claim development rights for Phase II of the DIAL Gateway & Downtown (~ 6.5 mn s ft)
• Please note that the above does not include revenue from BLL (REAM fees) nor Bharti Care (Property Management fees)

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 BHARTI REALTY LTD (BRL)- NEW ACQUISITIONS

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 DIAL DISTRICT MASTER PLAN

AEROCITY , NEW DELHI

230 ACRES* DEVELOPED AS CENTRAL BUSINESS DISTRICT BY DIAL

DOWNTOWN DISTRICT HOSPITALITY DISTRICT GATEWAY DISTRICT

90 Acres (estimated) 45 Acres (estimated) 65 Acres (estimated)

Including 10 Hotels and 3
commercial assets
* Please note: Approx. 30 acres of additional CBD is part of Aerocity (North Park & South Park)

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 NEW ACQUISITION DETAILS - GATEWAY & DOWNTOWN DISTRICT

Phase I Phase II #
No. of Land Area GLA No. of Land Area GLA
District District
Plots (approx.) (incl. loading) Plots (approx.) (incl. loading)
1 Nos. Gateway 22.7 Acres 2.5 M sft 7 Nos. Downtown 31.6 Acres ~ 6.5 M sft
Gateway &
5 Nos 32.07 Acres 6.25 M sft
Downtown
Total ~ 8.75 M sft

* Notes: The above is for reference only ; the final plot allotment & phasing may change based on DIAL layout approval from relevant authorities

# Bharti Realty has the right to claim development rights for Phase II of the DIAL Gateway & Downtown (~ 6.5 mn s ft)

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 NEW ACQUISITION - ILLUSTRATIVE SITE PLANNING: PHASE I

Commercial Block – 1
Land Area: Approx. 8 Acres
GLA (incl. loading): 1.5 Mn sft

Commercial Block – 2
Land Area: Approx. 5 Acres
GLA (incl. loading): 1 Mn sft.

Retail Mall
Land Area: Approx. 23 Acres
GLA (incl. loading): 2.5 Mn sft.

Future Development
Retail Mall – Phase I

Plot District Land Area GLA

R Gateway 22.7 Acres 2.5 M sft

We are envisaging an integrated development admeasuring approx. 36 acres

with 5 mn sft in Phase I – Gateway district to be developed by FY 2025 with mix
of Retail mall & Grade A – Commercial office space with support retail

* Notes: The above is for reference purpose only and includes only a part of Phase I development

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 BHARTI LAND LTD (BLL)- EXISTING PORTFOLIO

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 BLL’s – EXISTING PORTFOLIO

Particulars Bharti Land Limited (BLL)

Residential Segment
Project Name The Delhi Ridge, Faridabad
Land Area (acres) 52 Acres (Mega - Integrated group housing)
Saleable area (Mn sft.) 5 Mn Sft.
Business Model Joint Venture (JV)
Project status Under planning
Total Sales Potential (INR Mn) INR 48,500 Mn
Developer’s Margin (before interest & tax) Approx. INR 5,750 Mn for BLL
Grade A - Commercial / Retail / Mixed Use Development (on REAM Model)
Project Name Worldmark, Gurgaon
Land Area (acres) 6.7 Acres
Gross Leasable Area - GLA(mn sft) 0.75 mn sft
Business model REAM Model (Asset ownership with BRL)
Project Status Finishing stage (Part OC – received)
REAM fees Approx. INR 730 Million for BLL
Bharti Care – Project Management Fees
Existing Portfolio (under Bharti Care) Approx. 5 Mn sft.
Approx. Annual Revenue (INR Mn) INR 1025 Mn
* Please note: The above indicated fees / margin is based on internal business plan

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 BLL’S – THE DELHI RIDGE (TDR): RESIDENTIAL

Illustrative - Site Layout Illustrative Technology

Positioned as India’s first Smart Community, The Delhi Ridges marks the entry of Bharti
Project Name Land into the residential segment. Situated on the southern fringe of Delhi, the site is
equidistant from South Delhi, Gurgaon and Noida

Location 52.3 Acres / Sector 43, Surajkund Road, Faridabad

Total Saleable Area 5 M. s ft

No. of Apartments 2,330
Development Type Integrated group housing
Project status Under Planning

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 BLL’S – WORLDMARK, GURUGRAM: OFFICE SEGMENT

Actual Project Image Actual Project Image

Project Name Worldmark, Gurgaon

A marquee mixed use (office- retail) development situated in the upcoming business
Description
district on Golf Course extension road to the Worldmark brand to Gurgaon
Location Sec 65, Gurgaon
Land Area 6.7 Acres
Total Leasable Area ~7,50,000 s ft
Project status Finishing(Part OC received)

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 BHARTI LAND LTD (BLL)- NEW ACQUISITION

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 BLL’s – NEW ACQUISITION : PROJECT DETAILS

Particulars Bharti Land Limited (BLL)

Retail Mall with niche office block
Project Name DIAL – Retail Mall
Land Area (acres) ~22.7 Acres
Gross Leasable area – GLA (mn sft) ~ 2.5 Mn Sft.
Business Model REAM Model (Asset ownership with BRL)
Project status Under planning ; REAM Agreement signed with BRL
REAM fees (estimated) Approx. INR 3,400 Mn for BLL
Bharti care - Property Management fees Estimated ~ INR 800 Mn / per annum
Grade A - Commercial Office with support retail
Project Name DIAL – Gateway & Downtown (Phase I)
Land Area (acres) ~32 Acres
Gross Leasable area – GLA (mn sft) ~ 6.25 Mn Sft.
Business Model REAM Model (Asset ownership with BRL)
Project status Under planning ; REAM Agreement signed with BRL
REAM fees (estimated) Approx. INR 15,300 Million for BLL
Bharti care - Property Management fees Estimated ~ INR 2,000 Mn / per annum

* Bharti Realty has the right to claim development rights for Phase II of the DIAL Gateway & Downtown (~ 6.5 mn s ft)

The above indicated fees / margin is based on internal business plan

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 BLL’s – NEW ACQUISITION : PROJECT DETAILS (Cont.)

Particulars Bharti Land Limited (BLL)

Grade A - Commercial Office with support retail
Project Name DIAL – Downtown (Phase II)*
Land Area (acres) ~31.6 Acres
Gross Leasable area - GLA (mn sft) 6. 5 Mn Sft.
Business Model REAM Model (Asset ownership with BRL)
Project status To be planned ; REAM Agreement signed with BRL
REAM fees (estimated) Approx. INR 16,500 Million for BLL
Bharti care - Property Management fees Estimated ~ INR 2,000 Mn / per annum
Grade A - Commercial Office with support retail
Project Name Gurgaon (Sector 27)
Land Area (acres) ~2.85 Acres
Gross Leasable area – GLA (mn sft) ~ 0.6 Mn Sft.
Business Model REAM Model (third party owner)
Under final negotiation ; Term sheet already signed between land
Project status
owner for Development rights (REAM Agreement) with BLL
REAM fees (estimated) Approx. INR 1,100 Million for BLL
Bharti care - Property Management fees Estimated ~ INR 200 Mn / per annum

* Bharti Realty has the right to claim development rights for Phase II of the DIAL Gateway & Downtown (~ 6.5 mn s ft)
The above indicated fees / margin is based on internal business plan

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 DISCLAIMER

This Information Memorandum (“Memorandum”) is prepared exclusively for the benefit and internal use of the
recipient (“Recipient”) and its affiliates and does not carry any right of publication or disclosure to any other
party. Neither this Memorandum nor any of its contents may be used for any other purpose other than that for
which it is intended. The sole purpose of this confidential Memorandum is to enable the Recipient to evaluate
Bharti Realty Limited (or Company or BRL) for any investment decisions.

In preparing this Memorandum, information available from the management of Bharti Enterprises & Bharti Realty
and public sources is considered accurate and complete. The Memorandum may not contain all the
information that the Recipient may desire or need. The Recipient should conduct its own investigation and
analysis including that of the information provided. The Recipient shall be responsible for making its own decision
on the information contained herein and on the proposed Transaction.

The Information Memorandum includes forward-looking statements regarding the Company, including
projections and expectations, which involve risk and uncertainty. When used in this document, the words
“anticipate”, “believe”, “estimate”, “expect” and similar expressions, as they relate to the Company or its
management, are intended to identify forward-looking statements. Such statements are included without any
guarantee as to their future realization. Although the Company believes that the expectations reflected in such
forward-looking statements are based on reasonable assumptions, no assurance can be given that such
projections will be fulfilled. Any such forward-looking statement must be considered along with knowledge that
actual events or results may vary materially from such predictions due to, among other things, political,
economic, financial or legal changes in the markets in which the Company does business, and competitive
developments or risks inherent to the Company’s business plans. Many at these factors are beyond the
Company’s ability to control or predict. Given these uncertainties, readers are cautioned not to place undue
reliance on any forward-looking statements

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 THANK YOU

Contact:

3rd Floor, Worldmark 2,

Asset 8, Delhi Aerocity

NH 8, New Delhi – 110037

Website: http://www.bhartirealty.com/

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