Event Update March 13, 2015 Rating matrix Rating Target Target Period Potential Upside : : : : Pipavav Defence & Offshore (PIPSHI) Buy | 80 12 months 29% Play on long term defence opportunity… What’s changed? Target EPS FY15E EPS FY16E EPS FY17E Rating Changed from Under Review to | 80 Changed for | -2.4 to | -2.6 Changed for | -2.2 to | -0.4 Introduced at | 0.7 Changed from Under Review to Buy Key financials | Crore Net Sales EBITDA Net Profit EPS (|) FY14 1,064 626 3 0.0 FY15E 1,064 280 (194) (2.6) FY16E 1,751 441 (26) (0.4) FY17E 2,098 555 48 0.7 FY14 1639.3 2,123.0 14.6 1.9 0.1 6.0 FY15E NA NA 33.2 2.1 -9.0 2.0 FY16E NA NA 21.2 2.2 -1.2 4.1 FY17E 93.4 120.9 16.9 2.1 2.2 5.4 Valuation summary P/E Target P/E EV / EBITDA P/BV RoNW (%) RoCE (%) Stock data Particular Market Capitalization (| Crore) Total Debt (FY14) (| Crore) Cash and Investments (FY14) (| Crore) EV (| Crore) 52 week H/L Equity capital Face value Amount 4,490.9 5,674.9 384.4 9,781.4 85 / 33 736.2 10.0 Stock Price vs. Nifty chart 10,000 9,000 8,000 7,000 6,000 5,000 4,000 3,000 2,000 130 100 70 40 Mar-15 Sep-14 Mar-14 Sep-13 Mar-13 Sep-12 Mar-12 10 Pipavav (R.H.S) | 62 Nifty (L.H.S) Research Analysts Bharat Chhoda bharat.chhoda@icicisecurities.com Ankit Panchmatia ankit.panchmatia@icicisecurities.com ICICI Securities Ltd | Retail Equity Research Unparalleled infrastructure provides scope for defence orders Pipavav Defence and Offshore Engineering (PDOECL), spanning over 861 acres of land with two dry docking facilities of 662 m x 65 m (Dry Dock-1) and 750 m x 60 m (Dry Dock-2 under construction), is one of the largest defence shipbuilding facilities in India. The shipyard is capable of accommodating 400,000 dwt capacity ships along with construction and repair of a wide range of vessels starting from coastal and naval vessels together with repair and fabrication of offshore platforms and rigs. It also has a dedicated offshore yard with 175 m x 16.89 m quay consisting of both launching and loading platform together with installation of bollard and mooring rings. Recently, along with Larsen & Toubro, PDOECL was shortlisted for a potential | 60000 crore order to build six submarines for Indian Navy. Strategic tie-ups to enable capturing of forthcoming opportunity PDOECL formed a JV with Mazagaon Dock (MDL) providing exposure to MDL’s ~$20 billion order book to capture the defence shipbuilding opportunity in India. Further, to enhance its position, PDOECL formed several strategic tie-ups with a slew of foreign partners to provide integrated solution. PDOECL’s tie-up with multinational players like SAAB, DCNS, Babcock, etc. that have a proven track record in defence shipbuilding provide it the ability to bid for defence projects. Further, the government raised the FDI cap from 26% to 49% with its focus on enhancing indigenous capacity and capability of defence shipbuilding. Hence, PDOECL with its robust infrastructure may be a prime candidate for stake sale and, thereby, significantly de-leverage itself. Acquisition by Reliance Infrastructure – positive over long term PDOECL, in spite of having one of the largest dry dock in the world, was unable to ramp up its revenues owing to sluggish execution on account of varied factors like an initial delay in setting up the yard and delayed payments by clients. As revenue growth slackened, delayed payments by clients led to pressure on working capital and increase in interest cost. With the global shipping scenario remaining bleak and defence orders announcements being delayed, PDOECL ran into a severe financial crisis with lenders suggesting it be referred to corporate debt restructuring cell (CDR). Recently, Reliance Infrastructure announced that it would acquire ~18% stake in PDOECL at | 63 per share at a total consideration of | 819 crore. Also, Reliance Infrastructure launched an open offer to acquire a further 26% stake at | 66/share. The acquisition by Reliance Infrastructure would provide requisite strength to PDOECL to withstand the financial difficulties in the near term and provide support for capturing the long term opportunity in the defence sector. Stronger promoter group augurs well for capturing long term opportunity The government has approved 49% FDI in defence and is expediting indigenisation of defence procurement. PDOECL stands at a vantage point for the same owing to its superior infrastructure. Defence projects are usually long gestation. With Reliance Infra at the helm, we believe PDOECL is better placed than before to capture the humongous opportunity presented by the indigenisation of Indian defence procurement. We value PDOECL at 2.7x FY17 P/BV to arrive at a target price of | 80 with a BUY recommendation on the stock. We recommend that investors with a long term view not tender their shares in the open offer. Variance analysis Revenue Cost of material Purchase of stock in trade Employee benefit Other expenses EBITDA EBITDA Margin (%) Depreciation Interest Other income Extra-ordinary gain/loss Total Tax PAT Q3FY15 252.0 Q3FY14 318.1 YoY (%) -20.8 17.5 102.0 14.5 74.0 38.2 21.7 13.1 120.0 -54.1 369.9 10.6 -38.4 31.5 12.4 14.1 114.4 44.0 125.0 -64.8 39.8 10.7 39.3 -2183 bps 40.0 -16.3 102.0 10.9 10.0 -9.1 0.0 -2.2 -4.8 NA 18.8 13.4 106.4 4.1 0.0 -7.5 -68.3 -128 bps 150.1 6.4 120.5 17.5 33.5 113.1 9.1 0.0 -23.3 -70.2 Q2FY15 QoQ (%) 212.2 18.8 Comments Revenue declined YoY on account of lower shipbuilding revenue -44.3 720.4 3.0 -35.3 Interest cost continues to remain elevated NA Source: Company, ICICIdirect.com Research Change in estimates (| Crore) Revenue EBITDA EBITDA Margin (%) PAT EPS (|) FY15E Old 1,092.0 261.0 23.9 -175.0 -2.4 New % Change 1,064.0 -2.6 279.9 7.2 25.2 125 bps -194.1 NA -2.6 NA FY16E Old 1,164.0 305.0 26.2 -160.0 -2.2 FY17E New % Change Introduced 1,751.1 50.4 2,097.7 440.5 44.4 554.6 25.2 -105 bps 26.4 -26.0 -83.7 48.0 -0.4 -83.9 0.7 Source: Company, ICICIdirect.com Research CDR to provide relief Over the past two years, PDOECL’s operational performance was impacted due to slow execution and delay in payments from clients, which resulted in stressed working capital position and escalation of interest cost. Lower EBITDA generation and higher interest cost negatively impacted the profitability. More than 70% of EBITDA was eaten up by interest expense. The lenders (banks) have referred PDOECL to the CDR cell to enable it to improve the profitability. The CDR would likely entail deferral of loan repayment and reduction in cost of borrowing. This would provide PDOECL some breathing space and enable it to improve its cash flows. Key features of acquisition and open offer • • • • • • Reliance Infrastructure together with its wholly-owned subsidiary Reliance Defence Systems Pvt Ltd has decided to acquire 13,00,00,000 equity shares from the promoters of PDOECL at | 63/share aggregating to ~18% shareholding in the company with an investment to the tune of | 819 crore Reliance Defence Systems, a subsidiary of Reliance Infrastructure, has launched a mandatory open offer to acquire a 26% stake from the public shareholders of the company at | 66/share aggregating to | 1263 crore In case Reliance Infrastructure is unable to acquire a total shareholding of 25.1%, it will acquire additional shares to the extent of the shortfall from the promoters at | 63/share Post the transaction, existing promoters of PDOECL will continue to hold a minority stake in the company, together with two non-executive Board seats The acquisition would result in a change in management and control of the company Post completion of the transaction, Anil D Ambani, will become the chairman of PDOECL ICICI Securities Ltd | Retail Equity Research Page 2 Company Analysis Strategic joint venture, indigenous focus to support PDOECL PDOECL’s joint venture (JV) with Mazagaon Dock (MDL) provides scope for the JV to co-bid for the existing order book of MDL, which is upwards of ~$20 billion. Also, PDOECL has formed a strategic partnership with SAAB (part of Wallenberg Group) to enhance its capability to build and provide maintenance of equipment for the Indian armed forces. All this places PDOECL in a very sweet spot as the government focus shifts to “buy & make Indian” in the Defence Procurement Policy (DPP). Also, as the government has raised the FDI cap to 49% from the present 26% it opens up an opportunity window of ~$12 billion market size of defence orders over the years. Exhibit 1: Strategic tie-ups with multiple players Company Babcock DCNS Finmeccanica Nortthrop Grumman Saab AB, Sembcorp Marine Rosoboronexport Sagem Country UK France Italy Israel Sweden Singapore Russia France Expertise Engineering Support Services Naval Defence, submarine Aeronautics, Space, Defence and Security, Electronics & Transportation Naval weapon platforms and missile systems Aeronautics, Dynamics, Electronic Defence Systems Marine and offshore engineering Export/import of military/dual use equipment and strategic raw material Defence electronics and communication systems Source: Company, ICICIdirect.com Research Exhibit 2: Indian navy pipeline Item 18 Diesel Electric Submarine 7 Stealth Frigates 4 Destroyers 4 Landing Platforms 32 Corvettes 2 Aircraft Carriers 7 Offshore Patrol Vessel Estimated Cost (US$) $24 Billion $12 Billion $6 Billion $4 Billion $8 Billion $10 Billion $1.5 Billion Source: Company, ICICIdirect.com Research Offshore engineering, fabrication provide firm footing PDOECL with its dedicated offshore yard infrastructure of 175 m x 16.9 m of both launching and loading platform together with 280 m long fixed and variable tracks is well poised to serve the strong growing offshore segment. With PSUs like ONGC and OIL together with players such as Gail, Cairn and RIL estimated to spend nearly $10-20 billion over the next three to four years, this provides a footing for the offshore segment business in India. Consequently, PDOECL received orders to the tune of $240 million from ONGC for conversion to mobile offshore production unit and maintenance of rigs. Besides, it has also received an order for rig maintenance from global players such as Trans-ocean and Noble. Going ahead, we believe, as there is significant growth in the oil & gas business, PDOECL can be a direct beneficiary of the same. ICICI Securities Ltd | Retail Equity Research Page 3 Valuation PDOECL, with one of the largest shipyards in the country, is well placed to take advantage of any policy change towards foreign direct investment (FDI) in the defence segment as the company already has a significant presence in the defence sector. The Government of India has approved 49% FDI in defence and is expediting indigenisation of defence procurement. PDOECL stands at a vantage point for the same owing to its superior infrastructure. Defence projects are usually long gestation. With Reliance Infra at the helm, we believe PDOECL is better placed than before to capture the humongous opportunity presented by the indigenisation of Indian defence procurement. We value PDOECL at 2.7x FY17 P/BV to arrive at a target price of | 80 with a BUY recommendation on the stock. We recommend that investors with a long term view not tender their shares in the open offer. Exhibit 3: P/BV trend Close -Unit Curr 0.5 X 0.8 X 1.0 X 1.5 X Oct-14 Aug-14 Jun-14 Apr-14 Feb-14 Dec-13 Oct-13 Aug-13 Jun-13 Apr-13 Feb-13 Dec-12 Oct-12 Aug-12 Jun-12 Apr-12 Feb-12 Dec-11 Oct-11 100 90 80 70 60 50 40 30 20 10 0 2.0 X Source: Company, ICICIdirect.com Research Exhibit 4: Valuations FY14 FY15E FY16E Sales Sales (| cr) Growth (%) 2533.9 -2.0 1064.0 -58.0 1751.1 64.6 FY17E 2097.7 19.8 EPS EPS (|) Growth (%) 0.04 -91.6 -2.6 NA -0.4 NA 0.7 NA PE EV/EBITDA (x) (x) 1639 14.6 NA 33.2 NA 21.2 RoNW (%) 0.1 -9.0 -1.2 RoCE (%) 6.0 2.0 4.1 16.9 2.2 5.4 93 Source: Company, ICICIdirect.com Research ICICI Securities Ltd | Retail Equity Research Page 4 Financial summary Profit and loss statement (Year-end March) Total operating Income Growth (%) Raw Material Expenses Employee Expenses Others Expense Total Operating Expenditure EBITDA Growth (%) Depreciation Interest Other Income PBT Exceptional loss/gain Total Tax PAT Growth (%) EPS (|) | Crore FY14 2,533.9 -2.0 997.1 57.4 853.8 1,908.3 625.5 14.9 166.5 477.5 39.0 20.6 0.0 18.0 2.6 -91.5 0.04 FY15E 1,064.0 -58.0 267.9 63.8 452.4 784.1 279.9 -55.3 131.0 430.1 38.4 -242.8 0.0 -48.6 -194.2 NA -2.6 FY16E 1,751.1 64.6 440.7 52.5 817.4 1,310.6 440.5 57.4 138.6 360.6 21.3 -37.3 0.0 -11.2 -26.1 NA -0.4 FY17E 2,097.7 19.8 505.8 62.9 974.3 1,543.0 554.6 25.9 146.2 370.5 30.7 68.6 0.0 20.6 48.0 NA 0.7 Cash flow statement (Year-end March) Profit after Tax Add: Depreciation (Inc)/dec in Current Assets Inc/(dec) in CL and Provisions Others CF from operating activities (Inc)/dec in Investments (Inc)/dec in Fixed Assets Others CF from investing activities Issue/(Buy back) of Equity Inc/(dec) in loan funds Others CF from financing activities Net Cash flow Opening Cash Closing Cash | Crore FY14 2.6 166.5 673.0 1,720.5 0.0 742.0 284.2 -829.8 -242.7 -788.3 262.4 541.2 -756.9 384.8 338.5 45.9 384.4 FY15E -194.2 131.0 -1,206.9 -1,458.9 0.0 -633.5 397.4 -69.0 40.5 368.9 0.0 53.0 94.1 147.0 -117.6 384.4 266.8 FY16E -26.1 138.6 652.4 766.5 0.0 -106.3 39.7 -61.4 -29.2 -50.9 0.0 150.1 123.4 273.5 116.4 266.8 383.2 FY17E 48.0 146.2 448.1 465.5 0.0 -133.1 35.8 -53.8 -24.9 -43.0 0.0 141.8 123.4 265.2 89.2 383.2 472.4 FY14 FY15E FY16E FY17E 0.04 2.3 31.8 0.0 2.3 -2.6 -0.9 29.2 0.0 -0.9 -0.4 1.5 28.8 0.0 1.5 0.7 2.6 29.5 0.0 2.6 24.7 0.8 0.1 33.3 201.0 45.5 26.3 -22.8 -18.3 33.0 350.0 55.0 25.2 -2.1 -1.5 32.0 280.0 45.0 26.4 3.3 2.3 32.0 280.0 45.0 0.1 6.0 6.6 -9.0 2.0 2.2 -1.2 4.1 4.4 2.2 5.4 5.8 1,639.3 14.6 3.6 1.8 1.9 NA 33.2 8.7 4.3 2.1 NA 21.2 5.3 2.6 2.2 93.4 16.9 4.5 2.2 2.1 3.6 2.1 0.6 9.4 8.0 2.3 1.0 11.1 5.2 2.4 1.0 11.6 4.2 2.4 1.0 11.6 Source: Company, ICICIdirect.com Research Source: Company, ICICIdirect.com Research Balance sheet | Crore (Year-end March) Liabilities Equity Capital Reserve and Surplus Total Shareholders funds Total Debt Deferred Tax Liability Other liabilities & prov Total Liabilities FY14 FY15E FY16E FY17E 736.2 1,606.8 2,343.0 1,919.6 99.0 327.5 4,689.1 736.2 1,412.7 2,148.9 2,099.8 99.0 147.5 4,495.1 736.2 1,386.6 2,122.9 2,149.9 99.0 147.5 4,519.2 736.2 1,434.7 2,170.9 2,191.6 99.0 147.5 4,609.0 Assets Gross Block Less: Acc Depreciation Net Block Total Fixed Assets Inventory Debtors Loans and Advances Other Current Assets Cash Total Current Assets Creditors Other Liab & Provisions Short term borrowing Total Current Liabilities Net Current Assets Application of Funds 3,346.4 495.6 2,850.8 6,879.4 230.9 1,395.6 395.9 796.6 384.4 3,203.3 316.1 1,646.9 3,430.6 5,393.6 -2,190.3 4,689.1 3,546.4 626.6 2,919.9 6,551.0 96.2 1,020.3 174.9 320.7 266.8 1,878.8 160.3 1,020.3 2,754.1 3,934.7 -2,055.9 4,495.1 3,746.4 765.1 2,981.3 6,572.7 153.5 1,343.3 287.9 479.8 383.2 2,647.7 215.9 1,631.2 2,854.1 4,701.2 -2,053.5 4,519.2 3,946.4 911.3 3,035.1 6,590.8 183.9 1,609.2 344.8 574.7 472.4 3,184.9 258.6 1,954.0 2,954.1 5,166.7 -1,981.8 4,609.0 Source: Company, ICICIdirect.com Research Key ratios (Year-end March) Per share data (|) EPS Cash EPS BV DPS Cash Per Share Operating Ratios (%) EBITDA Margin PBT / Total Operating income PAT Margin Inventory days Debtor days Creditor days Return Ratios (%) RoE RoCE RoIC Valuation Ratios (x) P/E EV / EBITDA EV / Net Sales Market Cap / Sales Price to Book Value Solvency Ratios Debt/EBITDA Long term Debt / Equity Current Ratio Quick Ratio Source: Company, ICICIdirect.com Research . ICICI Securities Ltd | Retail Equity Research Page 5 RATING RATIONALE ICICIdirect.com endeavours to provide objective opinions and recommendations. ICICIdirect.com assigns ratings to its stocks according to their notional target price vs. current market price and then categorises them as Strong Buy, Buy, Hold and Sell. The performance horizon is two years unless specified and the notional target price is defined as the analysts' valuation for a stock. Strong Buy: >15%/20% for large caps/midcaps, respectively, with high conviction; Buy: >10%/15% for large caps/midcaps, respectively; Hold: Up to +/-10%; Sell: -10% or more; Pankaj Pandey Head – Research pankaj.pandey@icicisecurities.com ICICIdirect.com Research Desk, ICICI Securities Limited, 1st Floor, Akruti Trade Centre, Road No 7, MIDC, Andheri (East) Mumbai – 400 093 research@icicidirect.com ICICI Securities Ltd | Retail Equity Research Page 6 ANALYST CERTIFICATION We /I, Bharat Chhoda, MBA and Ankit Panchmatia, MBA, Research Analysts, authors and the names subscribed to this report, hereby certify that all of the views expressed in this research report accurately reflect our views about the subject issuer(s) or securities. We also certify that no part of our compensation was, is, or will be directly or indirectly related to the specific recommendation(s) or view(s) in this report. 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