1. business and industrial
2. company
3. merger and acquisition

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
[email protected]
Ankit Panchmatia
[email protected]
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
[email protected]
ICICIdirect.com Research Desk,
ICICI Securities Limited,
1st Floor, Akruti Trade Centre,
Road No 7, MIDC,
Andheri (East)
Mumbai – 400 093
[email protected]
ICICI Securities Ltd | Retail Equity Research
Page 6
ANALYST CERTIFICATION
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It is confirmed that Bharat Chhoda, MBA and Ankit Panchmatia, MBA, Research Analysts of this report have not received any compensation from the companies mentioned in the report in the preceding
twelve months.
Compensation of our Research Analysts is not based on any specific merchant banking, investment banking or brokerage service transactions.
ICICI Securities or its subsidiaries collectively or Research Analysts do not own 1% or more of the equity securities of the Company mentioned in the report as of the last day of the month preceding the
publication of the research report.
Since associates of ICICI Securities are engaged in various financial service businesses, they might have financial interests or beneficial ownership in various companies including the subject
company/companies mentioned in this report.
It is confirmed that Bharat Chhoda, MBA and Ankit Panchmatia, Research Analysts do not serve as an officer, director or employee of the companies mentioned in the report.
ICICI Securities may have issued other reports that are inconsistent with and reach different conclusion from the information presented in this report.
Neither the Research Analysts nor ICICI Securities have been engaged in market making activity for the companies mentioned in the report.
We submit that no material disciplinary action has been taken on ICICI Securities by any Regulatory Authority impacting Equity Research Analysis activities.
This report is not directed or intended for distribution to, or use by, any person or entity who is a citizen or resident of or located in any locality, state, country or other jurisdiction, where such distribution,
publication, availability or use would be contrary to law, regulation or which would subject ICICI Securities and affiliates to any registration or licensing requirement within such jurisdiction. The securities
described herein may or may not be eligible for sale in all jurisdictions or to certain category of investors. Persons in whose possession this document may come are required to inform themselves of and
to observe such restriction.
ICICI Securities Ltd | Retail Equity Research
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