Investor Presentation December 2014 1 Overview of Jaypee Group 2 Corporate Structure Jaiprakash p Associates Limited (JAL) ( ) E&C Cement – 19.45 MTPA Real Estate & Hospitality BOO Power Listed company Infrastructure Cement 60.72% Jaiprakash Power Ventures Ltd (JPVL) 400 MW Vishnuprayag HEP # 500 MW Bina TPP # 1,320 MW Nigrie TPP (UI)$ 99% 86% 74% Himachal Baspa Power Co. Ltd.@ 300 MW Baspa – II HEP # 1000 MW Karcham Wangtoo HEP # Prayagraj Power Generation Co. Ltd.(1) (1) 1980 MW Bara TPP – 1980 MW (UI)* Jaypee Powergrid Limited 214 KM Long Transmission System# 3 SPVs for executing an aggregate capacity of 5900 MW 74% 100% Bhilai SAIL JV 2.2 MTPA # 71.64% Jaypee Cement Corporation Limited Balajij Cement (5 MTPA) # Jaypee Infratech Limited (JIL) # 165 Km long expressway with 443 mn sq ft Real p Estate Development (Yamuna Expressway) 100% Himalayan Expressway Limited # (NHAI BOOT Project) P j t) 100% Jaypee Sports Int’l Limited. (Formula-1) # 100% Jaypee Fertilizers & Industries Limited (JFIL) # (Fertilizer Plant at Kanpur) @ Projects $ 660 under transfer to new entities through Scheme of Arrangement (1) JAL has a right to subscribe up to 26% equity in this project Projects where disinvestment recently announced MW Unit-I COD on 3rd Sept, ‘14 * UI - Under Implementation Market Cap. (02nd Dec’ 14) – JAL INR 72.37 Bn (USD 1.21 Bn); JPVL INR 38.14 Bn (USD 0.64 Bn) ; JIL INR 28.96 Bn (USD 0.48 Bn) # In Operation 3 Demonstrated Execution Capability of JAL – Completed p HEPs Generating g 9840 MW between 2002-2011 JAL is the leader in the construction of multi-purpose river valley and hydropower projects and has been involved in construction of major engineering projects over the last 4 decades Baghalihar I ** 450MW Dulhasti 390 MW Baspa-II* 300 MW Chamera II** II 300 MW Karcham Wangtoo 1000 MW Nathpa Jhakri ,500 MW 1,500 Vishnuprayag* 400 MW Teesta 510 MW Tehri 1,000 MW X PROUD TO PARTICIPATE IN: Largest Concrete Dam in India – Sardar Sarovar Largest Rockfill Dam in India – Tehri Largest Underground Powerhouse in India India– Natpha-Jhakri Second Largest Surface Powerhouse in India – Indira-Sagar BHUTAN Sardar Sarovar 1,450 MW BAY OF BENGAL Tala 1,020 MW Omkareshwar** 520 MW Indira Sagar 1,000 MW *BOO projects **EPC contracts Projects completed between 2002-2011 4 JPVL’s Business Overview 5 Power Capacity in Operation/ Under Advanced Stages of Implementation p S.N. Project State Fuel Capacity (MW) PPA (MW) Merchant (MW) Equipment Supplier VER / CER Current Capacity 1. Baspa-II H.P. Hydro 300 300 - VA Tech (Austria), Voith (Germany), Alstom (France) 1.00 Mn VERs 2. Karcham Wangtoo H.P. Hydro 1,000 704# 296 VA Tech (Austria), Voith (Germany), Areva (France) 3.35 Mn CERs 1,300 , 1,004 , 296 Hydro 400 400 - Alstom (France) 1.32 MnVERs Thermal 500 350 150 BHEL (India) 660 248 412 L&T-MHI L&T MHI (India/Japan) Sub Total 1,560 998 562 Total (Operational Capacity) 2,860 2,002 858 Sub Total ((Divested Assets)) 3. Vishnuprayag U.K. 4. Bina Phase –I M.P. 5 5. MP M.P. Nigrie (Unit-I) (Coal Linkage) Thermal By Jan 2015 * 6. Nigrie (Unit II) M.P. Thermal 660 248 412 L&T-MHI (India/Japan) 0.8Mn CERs* U.P. Thermal (Coal Linkage) 1,980 1,782 198 BHEL (India), Alstom (France), Siemens (Germany) 1.5 Mn CERs* Sub Total (Capacity after divestment) 4,200 3,028 1,172 Grand Total 5 500 5,500 4 032 4,032 1 468 1,468 By Oct 2015 * 7. Bara Ph B Phase – I (Units 1, 2 & 3) * Management Estimates Definitive document for disinvestment signed with JSW # Tariff petition filed with CERC. Sale of energy under PPA commenced for Haryana w.e.f. 1st May’14, for UP w.e.f. 1st June’14, for Rajasthan w.e.f. 1st Oct, ‘14 and for Punjab to commence soon. 6 Thermal Hydro y Mix & Merchant Power Capacity p y Thermal : Hydro Mix of Power Capacity * Saleable Generation in Mus * 10% 48% 100% 87% 77% 77% 13% 23% 23% FY 12 FY 13 FY 14 Year Merchant (MU) PPA (MU) Total (MU) FY 2012 2,249 3,111 5,360 (A) FY 2013 FY 2013 3 542 3,542 3 172 3,172 6 714 (A) 6,714 (A) FY 2014 4,145 4,073 8,218 (A) FY 2015 4,236 8,663 12,899 (E) FY 2016 8,407 18,158 26,565 (E) 90% 52% 0% FY 11 Thermal FY 15 FY 16 Hydro Merchant vs. PPA * 58% 100% 57% 100% 42% 47% 50% 67% 47% 50% 73% 53% 50% 53% 50% 33% FY 13 FY 14 FY 15 27% FY 11 FY 12 Merchant 68% 73% 32% 27% FY 16 PPA * All figures assuming disinvestment of Baspa II HEP & KWHEP by June’ June 15 Optimal off-take arrangements to ensure balance between steady locked-in cash flows (PPA) and upside from merchant tariffs. 7 Nigrie g TPP - 2X660 MW – Progress g Report p As on 30th Sept 2014 Nigrie STPP - Unit - I - Progress Report Completed Nigrie STPP - Unit II - Progress Report Balance Work Completed Balance Work 87% 13% Balance of Plant 100% 0% Balance of Plant ESP 100% 0% ESP 97% 3% TG 100% 0% TG 99% 1% Mill Bay & Bunker Structure 100% 0% 100% 0% 97% 3% B il Boiler 100% 0% 100% 0% Structural Steel Fabrication 100% 0% 98% 2% Concrete 100% 0% Mill Bay & Bunker Structure Boiler Structural Steel Fabrication Concrete Target Commissioning Project Investment as on 30th Sept ’14 Commissioned on 3rd Sept’ 14 Jan-15 Total Investment – INR 10,238 Crores (US$ 1,678 Mn) Equity Investment – INR 3,163 Crores (US$ 518 Mn) Nigrie g TPP - 2X660 MW – Project j Highlights g g 9 Unit ‐II Boiler Light up on Oil done on 11th November ’14 14 9 Unit –II expected to be Synchronized to the grid on January ’15 9 Majhauli Railway Station at Amelia (North) commissioned in Apr ’14 9 Expected Commissioning : Unit I : Commissioned on 3rd Sept’ 14 ; Unit II : Expected by January’15 9 Bara TPP – 3x660 MW – Progress g Report p As on 31st Oct, 14 Bara STPP - Unit I - Progress Report Completed 80% Balance of Plant 20% 94% % ESP % 6% 100% TG 0% 96% Bunker Structure 4% 92% Boiler including Mill Bay 8% 94% Structural Steel Fabrication 6% 92% Concrete Target Commissioning Balance Work p - 15 for April Unit I June – 15 for Unit II 8% Oct – 15 for Unit III Project Investment as on 30th Sept ’14 Total Investment – INR 10,703 Crores (US$ 1,755 Mn) Equity q y Investment – INR 2,823 , Crores ((US$ $ 463 Mn)) Remarks • FSA for 6.95 MTPA signed with NCL on 29th August, 2013 • Project lending led by SBI Bank 10 Bara TPP – 3x660 MW – Progress g Report p Contd.. As on 31st Oct, 14 Bara STPP - Unit 2 - Progress Report p Completed ESP Balance Work 93% Boiler including Mill Bay Structural Steel Fabrication Concrete Completed 7% 99% TG Bunker Structure Bara STPP - Unit 3 - Progress Report 89% 78% 1% 11% 22% 99% 95% ESP 5% 92% Bunker Structure Structural Steel Fabrication Concrete 8% 98% TG Boiler including Mill Bay 1% Balance Work 91% 78% 2% 9% 22% 100% 90% 0% 10% 11 Financial Overview 12 Power Business – Summary y of Project j Status: Hydro y Rs in Crs (In US$ Mn) Equity Invested Securitized Loan* Loan Design Energy (in Mus) Baspa 491 91 (80) 440 0 (72) ( 2) 10 0 1,050 Vishnuprayag 509 (83) 775 (127) 1,774 2,070 (339) 1,377 (226) 4,114 3,070 (503) 2,592 (425) 6,938 Project Karcham Wangtoo Total * VHEP, Baspa and Karcham have been successfully securitized in FY’ 09, FY’ 10 & FY’ 14 respectively. 13 Power Business – Summary y of Project j Status: Thermal Rs in Crs (In US$ Mn) P j t Project Total Equity to be Invested Equity Invested As on 30th Sept’ 14 Balance Equity Design Energy to be Invested (in Mus) Bina 1,317 (216) 1,211 (199) 106 (17) 3,723 Nigrie STPP 3,463 (567) 3,163 (518) 300 (49) 9,239 Bara 4,021 (659) 2,823 (463)* 1,198 (197) 13,858 8,801 (1,443) 7,197 (1,180) 1,604 (263) 26,820 Total *Out Out of the total capital deployed in Bara Project Project, Rs Rs. 340 Crs (US$ 59 Mn) have been deployed by JAL JAL. Total equity investments made across the projects as on 30th Sept 2014 – ~ INR 102.40 Bn (US$ 1.68 Bn) 14 Jaiprakash p Power Ventures - Financial Performance In INR Mn (US$Mn) ANNUAL Particulars HALF YEAR FY 2012 FY 2013 FY 2014 H1 FY 2015 Revenue 16,863 (276) 22,908 (376) 26,775 (439) 19,884 (326) EBIDTA 15,267 15 267 (250) 17,713 17 713 (290) 18,874 18 874 (309) 15,170 15 170 (249) PAT 4,029 (66) 3,291 (54) 197 (3) 3,690* (60) FX: 1US$ = INR 61 Income Tax Benefit under section 80 (I) – A 9 Baspa – II, B II Vishnuprayag, Vi h Karcham K h Wangtoo W t & Bina Bi TPP Projects P j t are eligible li ibl for f income i tax t benefits b fit under d this thi actt for f a period i d off 10 years. 9 * The operational results during the current quarter / half year have been impacted on account of (i) Lower generation of energy at p , and Karcham Wangtoo g HEPs in the current q quarter as compared p to corresponding p gq quarter of p previous y year due to hydrology. y gy Baspa, (ii) The current revenue of 500 MW Jaypee Bina Thermal Power Plant is based on provisional tariff, pending final tariff determination (iii) Higher interest on Corporate loans facilities to fund on going projects in the absence of Company's ability to raise equity due to market conditions prevailing in the recent past. 15 Selected financial information Balance Sheet Rs mn (US$ mn) Particulars JPVL FY 2010 FY 2011 FY 2012 FY 2013 FY 2014 Net worth 33,778 (554) 51,706 (848) 54,650 (896) 64,443 (1,056) 63,297 (1,038) Secured & Unsecured Debt 53,746 53 746 (881) 120,681 120 681 (1,978) 148,124 148 124 (2,428) 180,084 180 084 (2,952) 205,414 205 414 (3,367) Net Fixed A Assets t (including WIP) 48,405 (794) 122,035 (2,000) 160,408 (2,630) 203,367 (3,334) 223,618 (3,366) Capital E l Employed d 77,895 (1 277) (1,277) 172,388 (2 826) (2,826) 202,769 (3 324) (3,324) 248,460 (4 073) (4,073) 266,818 (4 374) (4,374) 11.52 (0 19) (0.19) 24.67 (0 40) (0.40) 20.82 (0 34) (0.34) 21.97 (0 36) (0.36) 21.54 (0 35) (0.35) Book Value / Share (in Rs/share US$ /Share) Fx: 1 US$ = INR 61 NB: JPVL in FY ’10 was Baspa II HEP + Vishnuprayag HEP + Nigrie TPP whereas in FY ’11 post-amalgamation was Baspa II HEP + Vishnuprayag HEP + Nigrie TPP + Karcham Wangtoo HEP + Bina TPP 16 Way Forward 17 Salient Features of JSW Deal Preface The proposed share securities purchase agreement contemplates the purchase of all securities including the entire equity share capital and debt instruments of JPVL’s subsidiary, namely, Himachal p Power Company p y Limited ((HBPCL)) byy the p purchaser i.e.,, JSW Energy gy Limited,, subject j to the Baspa satisfaction of certain conditions precedent. The consideration amount from the Purchaser shall be approximately Rs.9700 crores subject to mutually agreed adjustments. Conditions Precedent The consummation of the transaction is subject to the satisfaction of conditions precedent, some of which are listed below: Approval of the scheme of arrangement by the court for the transfer of two of JPVL’s operating power plants namely, 300 MW Baspa-II Hydro-Electric Plant and 1091 MW Karcham Wangtoo Hydro-Electric Plant to HBPCL as a going concern and on a slump-exchange basis, and the scheme becoming effective; Transfer and/or amendment of licenses/clearances in the name of HBPCL; Receipt of lender consents, third party and government consents for the transaction; Receipt of approval from the Competition Commission of India; Approvals The transaction is subject to the approvals of shareholders, creditors, High Court, SEBI, stock exchanges, the Competition Commission of India, other statutory and governmental authorities and certain third parties. Transition& Assistance by JPVL JPVL has agreed to provide for a period of one year from the Closing Date, such assistance, support and cooperation to the Purchaser as may be required by the Purchaser on terms mutually agreed terms. 18 Scheme of Arrangement g with JSW: Status S.No. Particulars Date 1 1. Board meeting to get appro approval al of Draft Scheme 15th Nov’ No ’ 14 2. Filing of draft scheme and other documents with Stock Exchanges / SEBI 22nd Nov’ 14 3. Approval by Stock Exchanges / SEBI 5th Jan’ 15 4. Filing of 1st motion petition with High Court of Himachal Pradesh 7th Jan’ 15 5. Order on 1st motion petition and approval by High Court and dispatch of notices to shareholders / creditors 9th Jan’ 15 6. Dispatch of notices to shareholders / creditors 15th Jan’ 15 7. Convening of meetings of shareholders and creditors 14th Feb’ 15 8. Filing of reports with High Court 17th Feb’ 15 9. Filing of 2nd motion petition 24th Feb’ 15 10. Court hearing 27th Mar’ 15 11. Receipt of certified copy of order 15th Apr’ 15 12. Filing of order with ROC 15th May 15 Already Held Already Filed 19 CONFIDENTIAL Term Loan (Debt) Status – Pre & Post Divestment Rs. in Crs In US$ Mn Name of the Project Baspa II Debt as of 30th Sept,’14 Debt * as of 31st March, ’15 Debt * as of 30th June, ’15 (Post Disinvestment) 532 (87) 501 (82) - 973 (159) 791 (129) 743 (122) K h Karcham 5 397 (883) 5,397 5 364 (877) 5,364 - Bina 2,019 (330) 1,929 (315) 1,883 (308) 7,075 (1,157) 7,273 (1,189) 7,230 (1,182) 50 (8) 200 (33) 200 (33) 5,124 (838) 4,845 (792) 3,089 (505) 21,170 (3,462) 20,903 (3,418) 13,145 (2,150) Vishnuprayag Nigrie Nigrie CGU Corporate Total * Management Estimates Debt/Equity as on 30th Sept’ 14 – 3.19; Debt/ Equity as on 30th June’ 15 – 1.87 20 CONFIDENTIAL Movement of Debt in the coming g years y Rs. in Crs (US$ in Mn) Particulars Debt as on 31 Debt as on 31st Mar Mar’ 15 15 Project Corporate Total (A) (B) Total (A+B) = C Total (A+B) = C 16,058 (2,626) 4,845 (792) 20 903 (3,418) 20,903 (3 418) Less Debt Transfer to JSW Baspa II ( ) (D) 501 (82) ( ) Karcham Wangtoo (E) 5,364 (877) Total (D+E) = F (C‐F) = G Repayment during the Year p y g Project (H) Corporate Loans (I) Total (H+I) = JJ Total (H+I) Debt as on 31st Mar’ 16 (G ‐ J) = K Likely Debt /Equity as on 31st March’ 16 – 1.74 5,865 (959) 15,038 (2,459) 819 (134) 2,285 (374) 3,104 (508) 3,104 (508) 11,934 (1,952) 21 CONFIDENTIAL Coal Capacity p y – Thermal Power Projects j N Name off th the Project P j t Coal Qty required for the P j t Project (MTPA) Coa Linkage* Coal age (MTPA) 2.40 CCL – 0.713 SECL – 0.829 Total - 1.542 Nigrie @ 5.00 Amelia – 2.50 2 50 Dongri Tal – 2.70 Total - 5.20 Bara 8.43 NCL – 6.95 Total 15.83 13.69 Bina * Remaining Coal Requirement to be bought from e-auction/ washeries/ imported coal. @ Currently tied up with the Dedicated Coal Blocks. Since these coal blocks have been cancelled, the company will be bidding for the new coal blocks in the auction process. 22 CONFIDENTIAL Coal Block Cancellation 9 The Supreme Court in a decision given on September 2014 has cancelled the allocation of 204 out of the 218 blocks that various governments since 1993 had allocated to companies for captive consumption. consumption 9 6 months breathing g time was g granted to the mining g companies p to wind up p their operations and the govt was told to hold auctions by 31st March’ 15. 9 Companies which had utilized coal from these captive blocks were asked to pay a penalty of Rs. 295 per tonne. 9 The govt has since brought out an ordinance to make coal block allocation transparent. 9 The government has since brought out “The Coal C Mines (special ( Provisions)) Ordinance, O 2014” to ensure continuity in mining operation and for promoting optimum utilization. 23 CONFIDENTIAL Salient Features of Coal Auction Process 9 The 74 coal blocks covered in Schedule II (42 nos.) and Schedule III (32 nos.) have been earmarked for allotment to Government sector and for auction. 9 The Nominated Authority will fix reserve price for Government blocks and Floor price for auction based on technical information/recommendation. 9 A company engaged in specified end use including a company having a coal linkage shall be eligible to bid. 9 The Tender process shall include technical bid and financial bid. The tender document will specify the weightage to be applied for technical bid and the financial bid for the purposes of determination of the successful bidder bidder. 9 The Nominated Authority will specify the maximum number of mines and/or coal reserves that may be allocated to one or more persons. 9 The participants in the tender process shall be required to make payment off tender ffee on the basis off the geological reserves. 9 Upon completion of public auction process the Nominated authority shall forward its recommendations to the Central Government with regard to the selection of successful bidder. bidder Central Government may direct the Nominated authority to issue a Vesting Order in favour of the successful bidder. 9 The time frame g given for Request q for proposal p p is Dec 22,, 2014 and issue of Allotment letters to winners is Mar 16, 2015. JPVL WILL ACTIVELY PARTICIPATE IN COAL AUCTION FOR ITS THERMAL CAPACITIES. 24 Reforms in Power Sector 9 Finance ministry has appointed committee under IIFCL Chairman Mr.Santosh B Nayar, to recommend measures to revive investments stuck power projects wherein investment to the tune of ` 6.2 lakh crore is stranded. 9 The Committee has proposed allowing banks and lenders a one-time dispensation to provide easier refinancing norms for all viable projects, irrespective of their loan size. 9 One time shift of all stressed but competitively bid projects to a regulated tariff regime that may even One-time enable banks to consider sharing a part of the burden by partially converting their debt into equity 9 The committee has also proposed setting up of a separate government entity to assess project viability and prepare a detailed project report to ensure funding for key projects is not choked. 9 Power Industry P I d under d the h new govt is i receiving i i renewed d focus f with i h through h h on sorting i out the h issues i plaguing the industry. 9 The govt believes that for GDP to grow, infrastructure including power sector needs to get back on track. 25 Reforms in Power Sector 9 It was observed by the Govt appointed Committee headed by Sh S B Nayyar that power plants are facing challenges like coal & gas shortage, delay in obtaining regulatory approvals, low offtake by di t ib ti companies, distribution i t transmission i i bottlenecks, b ttl k high hi h interest i t t rate t and d rupee depriciation d i i ti . 9 The committee has made their recommendations to the g govt which include the follows: a) Providing additional debt without the condition of bringing fresh equity b) Lowering interest rates c)) Restructuring loans without classifying them as non – performing assets d) Extending the loan repayment period to match cashflows of the projects. 9 It is believed that based on the above suitable packages are likely to be recommended for power plants facing these challenges. 9 Further, the govt is determined to make some sure that coal production in India double’s to ensure no fuel shortage is seen by power companies. POWER SECTOR REVIVAL IS ON TOP OF GOVT AGENDA 26 Shareholding g Pattern* – Jaiprakash p Power Ventures Limited All figures in % S.N. Category JPVL 1 Promoters 63.60 2 Trust 11.71 3 FIIs 6.44 4 Mutual Funds 3 80 3.80 5 Bodies Corporate 4.66 6 P bli Fi Public Financial i l Institutions I tit ti & Banks B k 1 64 1.64 7 Public 8.16 TOTAL No. of Shares Face Value (Rs) * As on 31st October, 2014 100.0 (in Mn) 2,938 10/27 THANK YOU 28
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