IPO Note | Telecom Infrastructure
December 7, 2012
Bharti Infratel
AVOID
Issue Open: December 11, 2012
Valuations at premium
Issue Close: December 14, 2012
Bharti Infratel limited (Bharti Infratel) is tower and related infrastructure providing
Issue Details
company of Bharti group. It is one of the largest tower infrastructure providers in
terms of number of towers own and operated by a company having pan India
Face Value: `10
presence on a consolidated basis.
Present Eq. Paid-up Capital: `1742.4cr
Largest player in the sector: Bharti Infratel is one of the largest tower infrastructure
Offer Size*: 18.89cr Shares
providers in terms of number of towers own and operated by a company on a
Post Eq. Paid-up Capital: `1888.6cr
consolidated basis. Given the nationwide network of towers we believe the
company is well placed to gain an advantage over their existing and potential
Issue size (amount):** `3,967-4,534cr
competitors.
Price Band: `210-240
Long term contract provides revenue visibility: Bharti Infratel has entered into
Post-issue implied mkt cap**: `39,661cr-
MSAs with the leading wireless telecommunications service providers in India. We
45,327cr
believe long term contract agreement and the adverse consequences of contract
Promoters holding Pre-Issue: 86.1%
termination provide stability to Bharti Infratel business throughout the term of the
Promoters holding Post-Issue: 79.4%
MSAs thereby providing comfortable visibility of future revenues.
Note:*42,665,888 equity shares are for offer sale
**At the lower and upper price band, respectively
Strong parental, an advantage: The Bharti group has been one of India’s leading
business conglomerates, with operations in the telecommunications, retail,
insurance and real estate sectors. Over more than decade, company created a
Book Building
strong brand and credibility which we believe Bharti Infratel can leverage to its
QIBs
Up to 50%
advantage in growing its business.
Non-Institutional
At least 15%
Outlook and valuation: Bharti Infratel has registered a 3.4% and 9.6% CAGR in
Retail
At least 35%
towers and tenancies, respectively over the last three years. The company posted
15.9% and 21.0% revenue and EBITDA CAGR over FY2010-12. In terms of
valuation, the current IPO price band of
`210-240 implies a June
2012
Post Issue Shareholding Pattern
annualized EV/EBITDA of 11-13x, EV/tower of `0.5-0.56cr; P/E of 45-53x, and
Promoters Group
79.4
P/BV of 2.7-3.0x, which we believe is at a premium. In addition, low asset
MF/Banks/Indian
turnover and minimal use of leverage in a capital intensive industry have resulted
FIs/FIIs/Public &
in low RoE for Bharti Infratel over the past three years. Bharti Infratel’s RoE has
Others
20.6
remained in the range of 4.0-5.2 in the past couple of years. Also, the
overcapacity in the industry is expected to limit the demand for rollout of new
towers. Further, regulatory changes and the resultant uncertainty pose a risk to
telecom players as their network rollout plans could be hampered. Hence, we
recommend Avoid to the issue on account of its premium valuations.
Key financials
Y/E March (` cr)
FY2009
FY2010
FY2011
FY2012 1HFY2013
Net Sales
5,051
7,039
8,508
9,452
4972
% chg
616.3
39.4
20.9
11.1
-
Viral Shah
Adj. Net Profit
195
253
551
751
460
022-39357800 Ext: 6842
% chg
383.6
29.6
118.0
36.1
-
EBITDA Margin (%)
29.9
34.4
36.8
37.4
37.1
P/E (x) Lower End
203.1
156.8
71.9
52.8
46.5
Ankita Somani
P/E (x) Upper End
232.2
179.2
82.2
60.4
53.2
022-39357800 Ext: 6819
RoE (%)
1.9
1.9
3.9
5.2
5.8
Source: Company, Angel Research; Note: P/E and ROE for 1HFY13 calculated on an
annualized basis
Please refer to important disclosures at the end of this report
1
Bharti Infratel | IPO Note
Company Background
Bharti Infratel Limited (Bharti Infratel) is tower and related infrastructure providing
company of Bharti Group. It is one of the largest tower infrastructure providers in
terms of number of towers own and operated by a company having pan India
presence on a consolidated basis. The business of Bharti Infratel and Indus is to
acquire, build, own and operate tower and related infrastructure. Currently the
company provides access to their towers primarily to wireless telecommunications
service providers on long-term contracts and share basis. We believe there exist
opportunity for providing additional services such as signal transmission and first
level maintenance services in relation to customer equipment at towers which
Bharti Infratel is well placed to tap. Bharti Infratel client includes - Bharti Airtel
(together with Bharti-Hexacom), Vodafone India and Idea Cellular who are three
leading wireless telecommunication service providers in India by wireless revenue.
(Source: TRAI)
Bharti Infratel has a pan India presence with operations in all
22
telecommunications circles in India, with Bharti Infratel’s and Indus’ operations
overlapping in four telecommunications circles. Bharti Infratel own and operates
33,446 towers spread across 11 telecommunications circles as on June 2012
while Indus operates 109,539 towers spread across 15 telecommunications circles.
As on June 2012, the company has an economic interest of 79,452 towers
(including its 42% interest in Indus) spread across 22 telecommunication circles.
Exhibit 1: Group Structure
Bharti Airtel
Financial Investors
86.1%
13.9%
Bharti Infratel
Aidtya Birla
Vodafone India
100%
Telecom
42%
42%
16%
Bharti Infratel Ventures
Indus Towers
Source: Company, Angel Research
December 7, 2012
2
Bharti Infratel | IPO Note
Issue Details
The IPO comprises an issue of 188.9mn equity shares of face value `10 each out
of which ~146.2mn equity shares are fresh equity issue to the public and
remaining ~42.7mn equity shares are offer for sale. Bharti Infratel has fixed
the issue price band at `210-240 per share, implying an equity valuation of
`3967-4534cr (US$7.3bn-8.3bn) for the tower portfolio. The company plans to
use the IPO proceeds for installation of
4,813 towers, upgradation and
replacement of existing towers and for green initiatives at tower sites.
Exhibit 2: Objects of the issue
Particulars
Amount (` cr)
Installation of 4,813 new towers
1,086
Upgradation and replacement of existing towers
1,214
Green initiatives at tower sites
639
Source: RHP, Angel Research
Exhibit 3: Shareholding Pattern
Pre-Issue
Post-Issue
Particulars
No. of shares
(%)
No. of shares
(%)
Promoter and promoter group
1,500,000,000
86.1
1,500,000,000
79.4
Total public holding
242,408,730
13.9
388,642,842
22.3
Total
1,742,408,730
100
1,888,642,842
100
Source: Source: RHP, Angel Research
December 7, 2012
3
O Note
Investment arguments
Largest player in the sector
Bharti Infratel is one of
the largest tower infrastructure providers in terms of no. of
towers own
and operated by a company on a
consolidated basis. Given the
nationwide
network of towers we believe the company is well placed to gain an
advantage over their ex
isting and potential comp
etitors. The
costs of establishing
a tower infrastructure
business includes huge
capital expenditure required to
acquire an
d develop to
wers, high costs incurred
to comply
with local laws and
entering in
to long-term
contracts between tower
providers and wireless
service
providers.
Additionally,
a sharing operator who
requests the
creation of
a new
tower by a
nother tower
infrastructure provider will incur higher rental expense,
operating c
osts and ene
rgy costs as
the sole ope
rator at that
site, compared with
the lower r
ent and oper
ating costs of sharing an existing tower of Bharti Infratel or
Indus. Goi
ng forward,
we believe that the capacity available
on Bharti Infratel’s
and Indus’
tower portfo
lios positions them well
to capitalize
on an increase in
tower shari
ng in India.
Exhibit 4:
Installed to
wer base (As on FY2012)
00
4,0
Indus Towers
10,000
8,00
0
BSNL/MNTNL
33,000
109,000
42,000
RTIL
GTL Infra
Viom Networks
33,000
Bharti Infratel
69,
000
ATC
50,000
Tower Vision
Ascend Teelcom
Source: RHP, Angel Research
Extensive
presence
across India
Bharti Inf
ratel has
a pan India presence with operations
in all
22 telecom
munications
circles in India, with Bhart
i Infratel’s and Indus’ operations
overlappin
g in four tele
communications Circles.
The company has a significant
presence i
n B-category
and C-category telecom
munications
circles, while
Indus
operates in the metros a
nd A-category and B-cate
gory telecommunications circles.
The B-cate
gory and C-c
ategory circles have an u
ntapped consumer potential for
voice servic
es and will a
lso see increasing deman
d for data services. In addition,
rural areas
in India cur
rently suffer
from low pe
netration of
telecommunications
services, an
d we believe
that these areas offer p
otential for growth of voice and,
over time,
data service
s. Further, demand for d
ata services
increases, wireless
telecommu
nications serv
ice providers in the metro
s and A-cate
gory circles will seek
to expand
their existing
networks to
accommodat
e the roll ou
t of 3G services, as
well as new
er technolog
ies such as
4G. Given th
e absence o
f extensive wire-line
services in rural areas along with growing demand for data services in metros; we
December 7, 2012
4
Bharti Infratel | IPO Note
believe that Bharti Infratel’s and Indus’ existing portfolios of towers, will stand to
benefit as it provide customers with operational efficiencies such as strategically
located towers and faster time to market.
Long term contracts provides revenue visibility
Bharti Infratel has entered into master service agreements (MSAs) with the leading
wireless telecommunications service providers in India. This includes long-term
contracts which set out the terms on which access is provided to Bharti Infratel
towers. All of the service provided is being offered substantially at the same terms
and receiving equal treatment at towers where they have installed their active
infrastructure. This helps in co-locations and encourages telecommunications
service providers in India to use the tower infrastructure of Bharti Infratel. Bharti
Infratel has
27,276 co-locations as of June
30,
2012 from wireless
telecommunications service providers other than Bharti Airtel. We believe long term
contract agreement and the adverse consequences of contract termination provide
stability to Bharti Infratel business throughout the term of the MSAs thereby
providing comfortable visibility of future revenues.
Comfortable balance sheet
The costs of establishing a tower infrastructure business includes huge capital
expenditure required to acquire and develop towers. The balance sheet is relatively
unlevered with 2QFY2013 net debt/EBITDA at 0.8x. This leaves room for inorganic
expansion in India and abroad. Given its strong balance sheet and ready access to
capital we believe Bharti Infratel has the ability to expand their tower portfolio at
the rate, in the manner and within the constraints required by wireless
telecommunications service providers.
Strong relationship with parental
The Bharti group has been one of India’s leading business conglomerates, with
operations in the telecommunications, retail, insurance and real estate sectors.
Over more than decade, company created a strong brand and credibility which we
believe Bharti Infratel can leverage to its advantage in growing its business.
Further, pursuant to a letter agreement dated September 8, 2012, Bharti Airtel has
granted Bharti Infratel a right of first refusal in relation to all of Bharti Airtel’s new
tower and co-location requirements. We believe that this strong relationship with
Bharti Airtel is a significant advantage, and that Bharti Infratel will continue to
benefit from it as Bharti Airtel expands its operations across India.
December 7, 2012
5
Bharti Infratel | IPO Note
Key concerns
Decline in demand can lead to lower revenue
The business of Bharti Infratel consists of building, acquiring, owning and
operating tower and related infrastructure and providing access to these towers
primarily to wireless telecommunications service providers. Factors such as
(a)decrease in consumer demand, (b)deterioration in the financial condition of
wireless telecommunications service providers owing to declining tariffs, media
convergence or other factors or their access to capital adversely, (c)decrease in the
overall growth rate of wireless telecommunications and (d)ability and willingness of
wireless telecommunications service providers to maintain or increase capital
expenditures affects the demand for tower space in India which may adversely
affect operating results of these operators.
High dependence on factors affecting telecommunication
industry
Bharti Infratel performance is directly related to the performance of the Indian
wireless telecommunications industry and is therefore affected by factors that
generally affect that industry. The wireless telecommunications industry is sensitive
to factors such as consumer demand and wireless telecommunications service
providers’ debt levels, their ability to service their debt and other obligations and
general economic conditions. In addition, the Indian telecommunications industry
may face policy changes in response to recent industry developments. We believe
such adverse industry conditions and increased cost pressure on customers may
result in Bharti Infratel having to reduce rents or in co-location exits in excess of
those permitted under the MSAs affecting profitability of the company going
forward.
Competition may lead to margin compression
The tower infrastructure business in India is highly competitive in nature. The
company faces strong competition in the market from the tower infrastructure
provided by wireless telecommunications service providers, tower infrastructure
companies backed by wireless telecommunications service providers and
independent tower infrastructure companies. Increasing competition in the tower
industry and increasing tariff pressures on Bharti Infratel may create pricing
pressures that may adversely affect operating performance of the company.
Policy paralysis could hamper growth
The Indian telecommunications industry may face policy changes in response to
recent industry developments, including the cancellation of 2G licenses’ issued to
certain wireless telecommunications service providers. Also the standardization of
telecommunications tower designs could result in Bharti Infratel having to make
modifications to their existing towers, which may be costly and could have an
adverse effect on their cash flows and profitability.
December 7, 2012
6
Bharti Infratel | IPO Note
Outlook and valuation
Bharti Infratel has registered a 3.4% and 9.6% CAGR in towers and tenancies,
respectively over the last three years. The company posted 15.9% and 21.0%
revenue and EBITDA CAGR over FY2010-12. In terms of valuation, the current IPO
price band of `210-240 implies a June 2012 annualized EV/EBITDA of 11-13x,
EV/tower of `0.5-0.56cr; P/E of 45-53x, and P/BV of 2.7-3.0x, which we believe is
at a premium. In addition, low asset turnover and minimal use of leverage in a
capital intensive industry have resulted in low RoE for Bharti Infratel over the past
three years. Bharti Infratel’s RoE has remained in the range of 4.0-5.2 in the past
couple of years. Also, the overcapacity in the industry is expected to limit the
demand for rollout of new towers. Further, regulatory changes and the resultant
uncertainty pose a risk to telecom players as their network rollout plans could be
hampered. Hence, we recommend Avoid to the issue on account of its premium
valuations.
December 7, 2012
7
O Note
Industry
Overview
Indian w
ireless telecommunication serv
ices sector
The focus
of Indian operators in the
last ten year
s or so has
been to develop an
affordable
mass market telecommuni
cations servic
e model whi
ch allows for service
availability
across India’
s urban and
rural areas at affordable prices. Over t
he five-
year period 2005-2010, the wireless telecommuni
cations servic
es sector has grown
rapidly (So
urce: CRISIL.)
. Industry rev
enue reached
`1,361bn at the end of
March
2012 (Sour
ce: Analysys
Mason.), and
the mobile su
bscriber base rose to arou
nd 919
million at the end of Ma
rch 2012 fro
m 99mn at th
e end of 2005-2006. The Indian
telecommu
nications industry is one o
f the most c
ompetitive gl
obally with o
ver ten
operators e
xisting in the
market. How
ever, the bul
k of the reve
nue market s
hare is
concentrate
d amongst th
e top three o
perators.
Exhibit 5:
Market Sha
re in terms
Revenue (%) (As on Ju
ne 30,2012
)
Source: RHP, Angel Research
; Note: Others includes Loop Mobile, Loop Te
lecom, Videoco
n, HFCL,
Etisalat, S-Tel
Trend in
mobile su
bscribers (
historical)
for 2G and
3G servic
es
In the case
of 2G sub
scribers, the
availability a
nd affordab
ility of servic
es has
resulted in
a significant
increase in th
e wireless us
er base. This subscriber ba
se has
risen from
261 million
in the fiscal
year 2008 t
o 868 millio
n in the fisc
al year
2012. Ther
e are an esti
mated 640,0
00 2G instal
led base stat
ions in India across
operators
and Circles,
translating i
nto around
1,360 2G su
bscribers pe
r base
station. (So
urce: Analys
ys Mason.) T
he penetratio
n of 3G ha
s remained l
imited,
due to limi
ted device p
enetration, in
itial glitches
in the user e
xperience ow
ing to
coverage i
ssues and m
ore importa
ntly service p
ricing relativ
e to the pri
cing of
GPRS / ED
GE. With de
clining price
s of 3G serv
ices in India
, the adoptio
n and
traffic has i
ncreased acr
oss telecomm
unications C
ircles and is e
xpected to c
ontinue
to grow w
ith increasin
gly good ser
vice and de
vice afforda
bility and co
verage
expansion.
Indian to
wer indus
try
Wireless tel
ecommunica
tions service
providers hav
e made cons
iderable inve
stment
in building
network in
frastructure t
o address t
he high sub
scriber grow
th and
consequent increase in traffic. The extent and spread of infrastructure a
nd the
December 7, 2012
8
Bharti Infratel | IPO Note
number of subscribers supported by the infrastructure created by operators is
dependent upon the subscriber base, usage per subscriber, stage of network
rollout by the operator, technology platform, frequency band of operation and
spectrum availability. Typically, for a GSM operator providing 2G services, the
number of subscribers that are served by a base transceiver station (“BTS”) is 850
to 1,200. This number could vary based on the technology, the spectrum and
other factors. (Source: CRISIL.)
Trend in number of tenancies (historical) for 2G and 3G
Industry tenancy has grown from 1.05 in 2007-2008 to 1.70 in 2011-2012.
Tower tenancy currently stands at 1.70 times for 2G towers, of which tenancies for
telco-owned tower companies are estimated at around 1.94 times and tenancies
for independent telcos are estimated at around 1.46 times. Consolidation among
tower companies will further increase the tenancy ratio; consolidation among
tower companies will lower the proportion of operator-owned tower assets.
(Source: Analysys Mason.) The tenancy metrics vary by tower Company and reflect
the genesis of these tower companies. Large tower companies such as Indus
towers were formed by a carve-out of the tower portfolio of multiple operators,
and hence have a high captive tenancy.
Exhibit 6: Tenancies for telco owned tower companies
Exhibit 7: Tenancies for independent tower companies
2.50
2.38
2.38
2.50
1.94
1.94
2.00
1.84
1.82
2.00
1.84
1.82
1.50
1.50
1.00
1.00
1.00
0.50
0.50
0.00
0.00
Viom Networks Indus towers
RTIL
Bharti Infratel BSN/MTNL
ATC
Tower Vision
Ascend Towers
GTL Infra
Sharing ratio for captive towers
Sharing ratio for captive towers
Source: RHP, Angel Research
Source: RHP, Angel Research
December 7, 2012
9
Bharti Infratel | IPO Note
Income statement
Y/E March (` cr)
FY2008 FY2009 FY2010 FY2011 FY2012
Revenue from operations
705
5,051
7,039
8,508
9,452
Other income
1
127
90
118
145
Total income
706
5,177
7,129
8,626
9,597
Power and fuel expenses
258
1,946
2,525
3,015
3,358
Rent
71
527
880
977
1,058
Employee benefit expenses
18
131
240
285
298
Other expenses
100
936
975
1,101
1,199
Total expenses
447
3,540
4,620
5,379
5,913
EBITDA
258
1,510
2,418
3,129
3,539
Dep. and amortization exp.
203
1,477
1,996
2,245
2,371
EBIT
55
33
423
884
1,168
Less: Adjustment
(40)
(240)
(234)
(226)
(225)
Finance expenses
34
114
354
433
407
PBT
62
285
393
795
1,131
Tax
Current tax
7
45
80
169
305
Less: MAT credit
(7)
(45)
(80)
(113)
(64)
Deferred tax
21
89
140
187
139
Fringe benefit tax
0
1
-
-
-
PAT
40
195
253
551
751
December 7, 2012
10
Bharti Infratel | IPO Note
Balance Sheet
Y/E March (` cr)
FY2008
FY2009
FY2010
FY2011
FY2012
Non-current assets
Tangible assets
11,539
16,227
17,552
17,634
16,701
Intangible assets
-
4
23
33
27
Capital WIP
402
953
365
288
186
Deferred tax assets
1
38
21
-
-
Long term loans and advances
295
475
698
1,081
1,130
Other non-current assets
29
224
605
944
1,217
Current assets
Current investments
3,193
287
395
246
336
Trade receivables
86
405
901
699
683
Cash and bank balances
148
209
681
14
48
Short-term loans and advances
375
1,612
790
1,926
2,568
Other current assets
0
292
480
426
579
Total assets
16,066
20,728
22,512
23,289
23,474
Non-current liabilities
Long term borrowings
3,026
1,377
3,966
3,717
2,389
Deferred tax liabilities
180
306
429
596
735
Other long term liabilities
149
860
1,404
1,773
1,852
Long term provisions
522
999
577
499
514
Current liabilities
Short term borrowings
109
1,207
325
547
770
Trade payables
256
92
419
221
402
Other current liabilities
1,568
5,532
1,757
1,932
2,279
Short term provisions
1
3
8
10
10
Total liabilities
5,811
10,376
8,885
9,294
8,950
Total sharecapital
0
541
581
581
581
Securities premium account
2,017
1,595
4,759
4,759
4,759
Stock option outstanding account
-
23
76
122
137
General rReserve
8,198
7,958
7,724
7,494
7,258
Net surplus (profit and loss)
40
236
489
1,039
1,790
Total Reserves and surplus
10,255
9,811
13,047
13,414
13,943
Net worth
10,255
10,352
13,628
13,995
14,524
Total equity and liabilities
16,066
20,728
22,512
23,289
23,474
December 7, 2012
11
Bharti Infratel | IPO Note
Research Team Tel: 022 - 39357800
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December 7, 2012
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Bharti Infratel | IPO Note
6th Floor, Ackruti Star, Central Road, MIDC, Andheri (E), Mumbai- 400 093. Tel: (022) 39357800
Research Team
Fundamental:
Sarabjit Kour Nangra
VP-Research, Pharmaceutical
Vaibhav Agrawal
VP-Research, Banking
Bhavesh Chauhan
Sr. Analyst (Metals & Mining)
Viral Shah
Sr. Analyst (Infrastructure)
Sharan Lillaney
Analyst (Mid-cap)
V Srinivasan
Analyst (Cement, Power, FMCG)
Yaresh Kothari
Analyst (Automobile)
Ankita Somani
Analyst (IT, Telecom)
Sourabh Taparia
Analyst (Banking)
Bhupali Gursale
Economist
Vinay Rachh
Research Associate
Amit Patil
Research Associate
Shareen Batatawala
Research Associate
Twinkle Gosar
Research Associate
Tejashwini Kumari
Research Associate
Technicals:
Shardul Kulkarni
Sr. Technical Analyst
Sameet Chavan
Technical Analyst
Sacchitanand Uttekar
Technical Analyst
Derivatives:
Siddarth Bhamre
Head - Derivatives
Institutional Sales Team:
Mayuresh Joshi
VP - Institutional Sales
Hiten Sampat
Sr. A.V.P- Institution sales
Meenakshi Chavan
Dealer
Gaurang Tisani
Dealer
Akshay Shah
Sr. Executive
Production Team:
Tejas Vahalia
Research Editor
Dilip Patel
Production Incharge
Angel Broking Ltd: BSE Sebi Regn No : INB 010996539 / CDSL Regn No: IN - DP - CDSL - 234 - 2004 / PMS Regn Code: PM/INP000001546 Angel Securities Ltd:BSE: INB010994639/INF010994639 NSE: INB230994635/INF230994635 Membership numbers: BSE 028/NSE:09946
Angel Capital & Debt Market Ltd: INB 231279838 / NSE FNO: INF 231279838 / NSE Member code -12798 Angel Commodities Broking (P) Ltd: MCX Member ID: 12685 / FMC Regn No: MCX / TCM / CORP / 0037 NCDEX : Member ID 00220 / FMC Regn No: NCDEX / TCM / CORP /
December 7, 2012
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