Cases in Value Investing
Transcription
Cases in Value Investing
Cases in Value Investing CASE ON NOIDA TOLL NOIDA TOLL PITCH DOC OTHER MATERIAL ON NOIDA TOLL WHAT THEY PROJECTED AND HAD CONFIDENCE IN WHAT DO YOU DO WHEN YOU ARE CONFIDENT? WELL, YOU USE LEVERAGE! FROM 2002-03 ANNUAL REPORT POST DILUTION HOW MUCH OF THE EQUITY IS STILL OWNED BY THE ORIGINAL INVESTORS? FOR DETAILS OF CORPORATE DEBT RESTRUCTURING SEE PDF FILE EXTRACTED FROM AIM PROSPECTUS SHEOLI PARGAL’S FINDINGS “CONCESSION FOR THE DELHI NOIDA BRIDGE” BY SHEOLI PARGAL AUGUST 2007 LINK: HTTP://INFRASTRUCTURE.GOV.IN/PDF/NOIDA.PDF VIRTUOUS FOR EQUITY! THANK YOU “IF YOU DANCE TOO NEAR A GRAVE, MAKE SURE YOU DON’T FALL INTO IT!”SAM ZELL, GRAVE DANCER GRAVE DANCING OLD CASE ON JVSL Business Valuation JVSL-JISCO Case Turnarounds “Many of the security analysts are handicapped by a flaw in their basic approach to the problem of stock selection. They seek the industries with the best prospects of growth, and the companies in these industries with the best management and other advantages. The implication is that they will buy into such industries and such companies, however high, and they will avoid less promising industries and companies no matter how low the price of their shares. This would be the correct picture if the earnings of the good companies were sure to grow at a rapid rate indefinitely in the future, for then in theory their value would be infinite. And if the less promising companies were headed for extinction, with no salvage, te analysts would be right to consider then unattractive at any price. The truth about our corporate ventures is quite otherwise. Extremely few companies have been able to show a high rate of un-interrupted growth for long periods of time. Remarkably few, also of the larger companies suffer ultimate extinction. For most, their history is one of vicissitudes, of ups and downs, of change in their relative standing. In some the variations “from rags to riches” and back have been repeated on almost a cyclical basis- the phrase used to be a standard one applied to the steel industry- for others spectacular changes have been identified with deterioration or improvement of management.”- Ben Graham in The Intelligent Investor. Turnarounds “Many shall be restored that are now fallen and many shall fall that are now in honor.” – Ben Graham quoting Horace Turnarounds • Three most common turnaround situations: – New management – Injection of new capital – The passage of time (cyclical stocks) • Other situations: – Debt-restructuring • Cyclical rebound + debt restructuring = multibagger. Financial Surgery Case on JVSL Case on JVSL Case on JVSL Case on JVSL Case on JVSL Case on JVSL Analysis of JISCO-JVSL Deal Analysis of JISCO-JVSL Deal Analysis of JISCO-JVSL Deal Analysis of JISCO-JVSL Deal Analysis of JISCO-JVSL Deal • Key differences: 1. JVSL is a much larger company than JISCO 2. JVSL had a weak balance sheet for many years (now improving), while JISCO has a strong balance sheet. 3. JVSL has large accumulated losses, pays no taxes, or dividends, while JISCO is profitable, and pays substantial taxes and dividends. Analysis of JISCO-JVSL Deal • Key Issues: – How many shares will the combined entity have? – What percentage of the combined entity will be owned by the shareholders of each companies? – What are the sources of value creation in this transaction? – Is this really “value creation”, or “value transfer”? – What is the logic of demerging the investments of JISCO to a separate company? – What is the logic behind merging the steel business of JISCO into JVSL and then renaming the combined entity as JISCO? – What will be the fundamentals of the combined entity, post merger? Details of the transaction JVSL: Status as on 31 March 2003 # of equity shares 129.1 crore shares of Rs 10 each # of preference shares Nil Debt Rs 5,483.76 cr. • Under CDR, Rs 279 cr. of debt is to be converted into 10% cumulative redeemable preference shares. – This was done in July 2003. • So the debt stands reduced by Rs 279 cr. and preference share capital stands at Rs 279 cr. Details of the transaction • Preparing JVSL – Step # 1: Convert 40% of paid up equity capital into preference shares (CRPS): • Paid up capital will fall from Rs 1,291 cr. to Rs 775 cr. • Preference share capital will rise by Rs 516 cr., but only temporarily, because the preference shares so allotted will be converted back into equity in step # 2 – Step # 2: Convert CRPS back into equity: • Allotment of 1 equity share for every 4 CRPS. • Preference share capital will fall by Rs 516 cr. and paid up equity capital will rise by Rs 129 cr. • Now paid up equity capital stands at Rs 904 cr. • Net effect of Step # 1 and 2 is that paid up equity capital will fall by 30% from Rs 1,291 cr. to Rs 904 cr. Details of the transaction • Preparing JVSL – Step # 3: Conversion of debt into equity under CDR: • Rs 457 cr. debt converted into equity at par. • Debt falls by another Rs 457 cr., and paid-up equity capital rises by Rs 457 cr. to become Rs 1,361 cr. – Step # 4: Allot warrants to pre Step # 1 shareholders: • • • • Ratio: 1 warrant for every 7 shares Exercise price: Rs 10 per share before 2006. Total number of warrants to be issued: 18.4 crore. (129.1/7) If all warrants are exercised, then: – Paid up capital rises by Rs 184 cr. – Proceeds to be used to retire debt, so debt will fall by Rs 184 cr. • Post-warrants conversion, paid-up capital becomes Rs 1,545 cr. Details of the transaction • Preparing JVSL – Step # 5: Capital reduction: • No of fully diluted shares at this stage = 154.5 crore shares of Rs 10 each. • Face value reduced by Rs 9.375 to only Rs 0.625 per share (1/16 or original value). Paid up capital becomes 97 cr. i.e. 154.5 crore shares of Rs 0.625 each. • Immediately after this, the face value is increased back to Rs 10. – Now the paid up capital becomes Rs 97 cr. consisting of 9.7 crore shares of Rs 10 each. – Net effect of transition from Step # 4 to Step # 5 is that fully diluted paid up equity capital will reduce from Rs 1,545 cr. to Rs 97 cr. • However, since step # 5 will be effected before step # 4, the two steps have been restated. Details of the transaction • Preparing JVSL – Step # 4 restated: Capital reduction • At the end of step 3, paid up equity capital was Rs 1,361 cr. • This is reduced to 1/16, i.e. Rs 85 cr. i.e. 8.5 cr. shares of Rs 10 each. – Step # 5 restated: Allot warrants to pre Step # 1 shareholders: • • • • Ratio: 1 warrant for every 7 shares Exercise price: Rs 10 per share before 2006. Total number of warrants to be issued: 18.4 crore. (129.1/7) However, since capital reduction has taken place, the number of warrants will be reduced to 1/16th of the original quantity and the exercise price will be multiplied by 16. – Revised number of warrants to be issued: 1.15 cr. – Revised exercise price = Rs 160 per share. • If all warrants are exercised, then: – Paid up capital rises by Rs 184 cr. – Proceeds to be used to retire debt, so debt will fall by Rs 184 cr. – Post capital reduction and warrants conversion, paid-up capital becomes Rs 97 cr. consisting of 9.7 cr. shares of Rs 10 each. Details of the transaction JISCO: Status as on 31 March 2004 # of equity shares 4.4 crore shares of Rs 10 each # of preference shares Nil Debt Rs 678 cr. Details of the transaction • Preparing JISCO – Step # A: Demerger of Investments • Jisco holds a 28.4% stake in JVSL. • This, as well as other investments, having a book value of Rs 550 cr. On 31 March 2003, are to be transferred to InvestCo. • Shareholders of Jisco will receive 1 equity share in InvestCo for every 4 shares in Jisco. – Since Jisco has 4.4 crore shares, InvesCo will allot 1.1 cr. Shares to Jisco shareholders. – What is the logic behind this demerger? • Answer: think about what would have happened if JISCO was merged into JVSL without going through with the demerger. Details of the transaction • Step # B: Merger into JVSL: – By now JVSL’s paid up equity capital will be Rs 85 cr. i.e. 8.5 cr. shares of Rs 10 each. (before allotment of warrants to JVSL’s original shareholders) – And, JISCO has 4.4 cr. equity shares (post demerger. JISCO’s paid-up capital will not change). – Now, JISCO (after the demerger of investment) will merge into JVSL in the ratio of 1:1. – Therefore, JVSL will now have 12.9 cr. shares (before allotment of warrants) of Rs 10 each, out of which: 1. 8.5 cr. (65%). shares will belong to its shareholders; and 2. 4.4 cr. (35%) shares will belong to Jisco’s shareholders. Details of the transaction • • • Total paid-up capital of JVSL after merger but before allotment of warrants will be Rs 129 cr. JVSL will also have by then issued 1.15 cr. Warrants to its original shareholders that give the right to each warrant to get converted into 1 equity share at Rs 160 each. Post exercise of warrants, JVSL’s paid up equity capital will rise to Rs 140.5 cr. consisting of 14.05 cr. shares of Rs 10 each, out of which: 1. 9.65 cr. (68%) shares will belong to its shareholders (including lenders who got shares through conversion of debt as well as warrant-holders who have converted their warrants); and 2. 4.4 cr. (32%) shares will belong to JISCO’s shareholders. Details of the transaction • Step # C: Name change – JVSL will now change its name to JISCO!! • WHY???? – Structuring the transaction in this manner saves the combined entity Rs 74 cr.!!! – If JVSL (the larger company) was merged into JISCO (the smaller company), then stamp duly will come to Rs 83.5 cr. – Under the present structure, stamp duty comes to Rs 9.5 cr. “What's in a name? That which we call a rose by any other name would smell as sweet.”- Romeo and Juliet. Merger Ratio Analysis of JISCO-JVSL Deal • Sources of Value Creation: 1. Scale. 2. Integration of operations. – – – Is there a backward integration angle? Can we say that since Jisco buys HRC from JVSL, the combined entity will save money? Answer: No, since the cost of one is the revenue of the other one. However, if there was any sales tax, then savings in that would create value. – However, there is no sales tax. 3. Enhanced financial strength and flexibility. – The cost of debt of the merged entity will be lower than the cost of debt of JVSL. 4. Rationalisation of administrative and marketing cost. 5. Optimal utilisation of accumulated tax losses of JVSL by consolidated entity. – Most important Analysis of JISCO-JVSL Deal • Post deal, Jisco will emerge as a company with substantial debt (Rs 5,000 cr.), but with healthy cash flows available to pay down debt. – It will be a good candidate for debt-pay down theme of value investing. • The company is a growing one: – Galvanised steel capacity increased to 7.1 lac tons by Dec 2003 from 5.5 lac tons. – By 2005, HRC production expected to reach 2 million tons from 1.4 million tons. Analysis of JISCO-JVSL Deal • Opportunities: – CDR in JVSL – Merger arbitrage • JVSL • JISCO – Creating cheap investment co shares – Debt-reduction in combined entity RULE OF MAXIMUM VALUE OF SENIOR ISSUES A MIRROR IMAGE OF RULE OF MINIMUM VALUE OF A DEBT-FREE COMPANY THE VALUE OF THE STOCK OF A DEBT-FREE COMPANY CANNOT BE LESS THAN THE VALUE OF BONDS IT CAN EASILY SERVICE. ! DEBT-CAPACITY BARGAINS ! LBO CANDIDATES ! LEVERAGED RECAPS – AMERICAN LAUNDRY MACHINERY RULE OF MAXIMUM VALUE OF SENIOR ISSUES "A SENIOR SECURITY CANNOT BE WORTH, INTRINSICALLY, ANY MORE THAN THE EQUITY SHARE WOULD BE WORTH IF IT OCCUPIED THE POSITION OF THAT SENIOR SECURITY, WITH NO JUNIOR SECURITIES OUTSTANDING.”- GRAHAM THE AGGREGATE FAIR VALUE OF ALL SENIOR SECURITIES OF A COMPANY CANNOT BE MORE THAN THE VALUE OF THE ENTIRE COMPANY, WITH IDENTICAL ASSETS, WERE IT DEBT-FREE. RULE OF MAXIMUM VALUE OF SENIOR ISSUES WHY THIS RULE MUST HOLD TRUE? BECAUSE, SENIOR SECURITY HOLDERS, CANNOT, IN AGGREGATE, GET MORE OUT OF A COMPANY, THAN THEY COULD, IF THEY OWNED THE ENTIRE COMPANY, FREE OF ALL PRIOR CLAIMANTS I.E. DEBTFREE. “THE RULE OF "MAXIMUM VALUATION FOR SENIOR ISSUES" ARISES OUT OF THE COMMON SENSE PRINCIPLE THAT THE SENIOR CLAIMHOLDERS (BONDS AND PREFERRED STOCKS) CANNOT POSSIBLY GET MORE OUT OF A COMPANY BY VIRTUE OF THEIR FIXED CLAIM THAN THEY COULD REALIZE IF THEY OWNED THE BUSINESS IN FULL, FREE AND CLEAR.”- GRAHAM RULE OF MAXIMUM VALUE OF SENIOR ISSUES “THIS RELATIONSHIP MUST HOLD TRUE REGARDLESS OF HOW HIGH THE INTEREST OR THE DIVIDEND RATE, THE PAR VALUE OR THE REDEMPTION PRICE OF THE SENIOR ISSUE MAY BE, AND, PARTICULARLY, REGARDLESS OF WHAT AMOUNT OF UNPAID INTEREST OR DIVIDENDS MAY HAVE ACCUMULATED.”- GRAHAM RULE OF MAXIMUM VALUE OF SENIOR ISSUES SUPPOSE THAT A COMPANY HAS IN ISSUE, PREFERENCE SHARES HAVING A FACE VALUE OF RS 300 CR., NO DEBT, AND STATED NET WORTH OF RS 200 CR. PREFERENCE SHARES ARE DUE FOR REDEMPTION IN 3 YEARS. PROMISED DIVIDEND ON PREFERENCE SHARES IS 10% P.A., BUT NO DIVIDEND HAD BEEN PAID FOR THE LAST FIVE YEARS. THEREFORE, ACCUMULATED DIVIDENDS AMOUNT TO RS 150 CR. BECAUSE THE COMPANY HAS DEFAULTED ON DIVIDEND PAYMENTS, THE PREFERENCE SHARES ARE SELLING IN THE MARKET FOR A TOTAL VALUE OF RS. 180 CR. THE EQUITY SHARES ARE SELLING IN THE MARKET FOR A TOTAL VALUE OF RS 50 CR. THAT MEANS THAT IF THE COMPANY TURNS AROUND THEN THE POTENTIAL PAYMENT TO PREFERENCE SHAREHOLDERS AT REDEMPTION TIME COULD BE RS 540 CR., THE PRESENT VALUE OF WHICH IS APPROXIMATELY RS 355 CR. (15% DISCOUNT RATE). THE COMPANY IS EXPECTED TO TURN AROUND. YOU HAVE ESTIMATED THE CURRENT FAIR VALUE OF THE BUSINESS TO BE RS 250 CR. WHAT IS THE VALUE OF THE PREFERENCE SHARES TODAY? BANKRUPTCY WORKOUTS WHY WORTH LOOKING AT BANKRUPT COMPANIES? PAVLOVIAN MIS-ASSOCIATION - THROWING THE BABY OUT WITH THE BATH WATER NOIDA TOLL BRIDGE - WHAT WILL HAPPEN TO THE BRIDGE OVER TROUBLED WATERS? A “BOOTALICIOUS DEAL!” Gesco Corporation What is a Spinoff? Why should sum of the parts be more than whole? Different Prospects Conglomerate Discount Incentives Access to Capital Why Spinoffs are Often Mispriced? Materiality Behavioral Reason Information Spinoff of Gesco Corp. Took place in early 2000 Reason was Family Settlement Part of the fixed assets are income producing Earning stream is of very high quality Growing stream Highly Predictable How to value this income stream? Part of fixed assets are not producing any income. Not NPAs They are valuable, but idle assets. Capital WIP is an ongoing project which will complete within an year or so. At the moment it is not producing any income. Fixed assets are traded in a market of their own and their value can be independently verified. Nehru Place Property Total built-up area: 51,810.07 square feet. The building is let out to various multinational companies like Microsoft, Cisco, Heinz, and Royal & SunAlliance. The property managed by Gesco Corp. The tenants pay Gesco Corp. a composite sum which includes rent and maintenance charges. Nehru Place Property Building has been constructed to international quality standards, and has been rated as one of the best commercial buildings in New Delhi by an international property consulting firm and has been rated as class "A". Bhikaji Cama Place Property Total built-up area: 54,973.35 square feet. Most of the floors are let out to Erricson at Rs 150 per square feet per month. The lease deed also provided for an escalation of 25% on the rent on every extension of three years. Bhikaji Cama Place Property The property is managed by Knight Frank, a company in which Gesco Corp. had a 16% stake This building too has been ranked as one of the best commercial complexes in Delhi by Richard Ellis. Valuation of two properties We now knew the rents being paid by tenants of both the Delhi properties to Gesco. In case of the Bhikaji Cama Place property, this was Rs 125 per square feet per month, and in case of Nehru Place property, this was Rs 95 per square feet per month. The annual rental revenue from the Bhikaji Cama Place property came to Rs 8.24 cr. The annual rental revenue from Nehru Place property came to Rs 5.90 cr. The total rental income came to Rs 14.14 cr. Valuation of two properties This tallies with the income statement of the company according to which the total income from operation of commercial complexes was Rs 14.09 cr. and the business centre revenues were Rs 0.68 cr.) We were have also informed through market sources, that both the properties were fully leased and the typical lease term is either 6+3 years or 3+3 years, with escalation clauses of 25% after every three years which translates into an annual increase in rents of 7.8%. Valuation of two properties If we ignore the escalation clauses built into the lease agreements for the above two properties, and further assume that the quality of tenants will remain unchanged, then the annual rental income of Rupees 14.14 cr from these properties would resemble coupon payments on a high-grade, perpetual corporate bond. At that time, such a bond would produce a yield-to-maturity of 12% per annum (implying a multiple of 8.33). Valuation of two properties Using this capitalisation factor of 8.33, which we felt was extremely conservative, given the location and the quality of these properties, the value of these properties came to Rs 117.78 cr. Notice, however, that this valuation ignores: The increase in value due to rent escalation clauses. If we assume a perpetual growth of only 3% p.a. in rents, then the value of these two properties becomes Rs 157 cr. Valuation of two properties The reduction in value due to a clause in agreement with DDA which requires that 50% of unearned increase is to be surrendered to DDA. The presence of this clause will have an impact on the resale value of the property but will have no impact on the earning power value because the earning power value is based on rents which are unaffected by the presence of this clause. Valuation of two properties If both the above points are taken into account, it is, in our opinion, safe to assume a minimum earning-power value of Rupees 100 crore for these properties. This valuation of Rupees 100 crore for both properties translates into Rupees 9,364 per square feet. Now we can compare this earning-power valuation figure of Rupees 9,364 per square feet with that of the prices fetched by other commercial properties in Delhi. Valuation of two properties According to Knight Frank, the outright prices for non-prime commercial properties in various commercial business districts of Delhi were as under: Connaught Place: Rs. 7,000-9,000 per sq. ft. Bhikaji Cama Place: Rs. 3,500-4,000 per sq. ft. Nehru Place: Rs. 3,500-4,000 per sq. ft. Rajendra Place: Rs. 3,000-3,200 per sq. ft. South Extension: Rs. 4,500-5,000 per sq. ft. Gurgaon: Rs. 2,500-3,500 per sq. ft. Valuation of two properties According to Knight Frank, "A" grade buildings in these areas having power back up, air-conditioning, latest fire fighting equipment etc., were quoted at significantly higher rates than the above rates. Valuation of two properties In fact, on our enquiries from market sources, class "A" retail trade buildings in Delhi were commanding outright sale prices as high as Rupees 15,000 per square feet (in Ansal Plaza, for instance). The price range for class "A" properties in commercial centres of New Delhi (such as Connaught Place, Nehru Place, and Bhikaji Cama Place), according to market sources range from anywhere between Rupees 9,500 to Rupees 10,000 per square feet. Valuation of two properties Therefore, our earning-power estimate of Rupees 9,364 per square feet appeared to be reasonable, considering the prevailing market rates of such properties in New Delhi. Indeed, in our discussions with various property brokers in Delhi, it has emerged that the sale value of both the Gesco properties is in the region of Rs 12,000 to Rs 15,000 per square feet. However, we stuck to our conservative valuation of Rs 9,364 per square feet. Valuation of two properties Summary of valuations of both the Gesco Corp. Properties: Great Eastern Center, Nehru Place, New Delhi: Rupees 49 cr. Great Eastern Center, Bhikaji Cama Place, New Delhi: Rupees 51 cr. Valuation of Capital WIP Gesco Corp. took over capital workin-progress valued at Rupees 22.9 crore from Great Eastern Shipping. A very substantial part of this capital work-in-progress was attributable to Great Eastern Plaza, Pune, one of the premium commercial complexes. Valuation of Capital WIP Located on the main airport road, this building boasts of the following: (1) Granite and glass facade; (2) Full air-conditioning; (3) Full power back-up; (4) Infrastructure for satellite connectivity; (5) Two tier car parking space; (6) Total area of 140,000 square feet in two phases- Phase one of 70,000 square feet is complete; (7) Constructed by Singapore Infrastructure Technologies. Valuation of Capital WIP The scheme of arrangement between Gesco and Great Eastern Shipping mentions that the total area of the property owned by Gesco is 8,499.32 square meters. Elsewhere, it has been mentioned that the total area of 140,000 square feet was to be built in two phases of 70,000 square feet each, out of which phase one of 70,000 square feet is now complete. EIH Ltd has built a Trident Hotel in the same complex. Valuation of Capital WIP As on 31 March 2,000, Gesco Corp's total capital work-in-progress was valued at Rupees 30.47 crore. The components of this capital work-in-progress, apart from GE Plaza, Pune were not known. What was known, however, is that phase one of GE plaza consisting of 70,000 square feet of prime commercial property is now complete. Valuation of Capital WIP According to Knight Frank, the current outright sale value of prime commercial property in Pune was approximately Rupees 4,000 per square feet. Although, given the quality and location of GE Plaza, its outright sale value ought to be somewhat higher than Rupees 4,000 per square feet, we were conservative and taken the value quoted by Knight Frank. Valuation of Capital WIP On that basis, the value of phase one of GE Plaza comes to Rupees 28 crore. Further, if we assume that the remaining components of Gesco Corp's capital work-in-progress have a value of at least Rupees 2.47 crore, the whole of the capital work-in-progress on the balance sheet of Gesco Corp. as on 31 March 2000 would be valued at cost of Rupees 30.47 crore. This Rupees 30.47 crore value appears to be conservative because: (1) it assumes a zero return on funds invested by the company in capital work-in-progress; and (2) it assumes zero value for the remaining portion of the premises of GE Plaza where phase two comprising of 70,000 square feet of prime commercial property is to be built. Valuation of Bangalore Property The property comprises of 9,223 square feet of leased commercial property called Great Eastern Plaza in Bangalore. According to Knight Frank, the current outright sale value of prime commercial property in Bangalore was approximately Rupees 4,000 per square feet. On this basis, the value of GE Plaza, Bangalore came to Rupees 3.68 cr. Valuation of Residential Properties Since there was no rental income from residential properties none of these properties are contributing to the operating earnings of the company. This does not mean that the properties are vacant. In fact, the document on scheme of demerger mentions that the five flats in Belvedere are occupied by employees (of, presumably, Great Eastern Shipping).ere Court is reputed to be one of most beautiful residential buildings in Mumbai. Valuation of Residential Properties According to Knight Frank, one flat in Belvedere Court was recently sold for Rupees 2.15 cr. at a rate of Rupees 10,250 per square feet. To be on the conservative side, we assumed a value of only Rupees 1.75 cr. for each of the five flats owned by Gesco Corp. in Belvedere Court. Total value of these five flats, therefore, came to Rs 8.75 cr. Belvedere Court • India’s tallest residential apartment complex • A bow-shaped, 40-storey, international style skyscraper, comprising of 3 and 4 bedroom luxury duplex apartments. • Situated at Mahalaxmi in Central Mumbai • Gesco build this property and owned 5 flats. Belvedere Court Valuation of Residential Properties Gesco Corp. also owns five more flats in Mumbai, each of which have been conservatively valued at Rupees 50 lacs. Finally, the company owns one flat in Bangalore, which we are valuing at Rupees 25 lacs. The total value of the residential properties, which were taken over by Gesco from Great Eastern Shipping comes to Rupees 11.50 cr. Valuation of Residential Properties In addition, the company has spent Rupees 9.09 cr. to its residential property portfolio subsequent to the acquisition of properties from Great Eastern Shipping under the scheme of demerger. Assuming the value of newly added properties to be at least equal to 100% of the cost of creating them, the minimum value of residential properties of Gesco Corp. comes to Rupees 20.59 cr. Valuation of Administrative Offices The corporate headquarters of Gesco Corp. is located in the World Trade Center, Cuffe Parade, Mumbai. The company owns the premises. We took an arbitrary value of Rupees 5 cr. for this office. The company also owned three offices in Pune and one office in Banglore. Each was assigned an arbitrary value of Rs 25 lacs. Therefore, the total value of the administrative offices of Gesco Corp. comes to Rupees 5.75 cr. Property Valuation Summary Great Eastern Center, Nehru Place, New Delhi: Rs. 49.00 cr. Great Eastern Plaza, Bhikaji Cama Place, New Delhi: Rs. 51.00 cr. Capital Work-in-Progress including Great Eastern Plaza, Pune: Rs 30.47 cr. Great Eastern Plaza, Banglore: Rs. 3.68 cr. Residential Properties: Rs 20.59 cr. Administrative Offices: Rs. 5.75 cr. TOTAL VALUE = Rs 160.49 cr. (Book value 118 cr.) Valued at Rs 160 cr. Valued at Rs 37 cr. Valued at Rs -7 cr. Rs 160 cr. + Rs 37 cr. – Rs 7 cr. = Rs 190 cr. The company has 2.87 cr. Shares. Value/ share = Rs 66 per share. Conservative [MARGIN OF SAFETY] Let us now introduce an additional element of MARGIN OF SAFETY. At what price per share would you call this hypothetical company’s stock a “screaming bargain”? What is the cash per share? Rs 37 cr./2.87 cr. = Rs 12.89 per share? What would you do if this stock became available at Rs 9 per share? What if the “Efficient” Market valued this entire company for Rs 26 cr.? What would you do? Don’t answer yet before you get the next bit of information! What if, in this company, the promoters were holding a stake of 11% and the rest of the shares were out in the market? Now, what would you do? Then, what will you do? Thank you Eicher Motors “This agreement provides a very solid platform for further growth on the Indian market for heavy trucks, which is the fourth largest in the world. India is investing heavily in improving its infrastructure and together with Eicher we have highly favorable conditions to further strengthen our position on the Indian market.” Leif Johansson, CEO, Volvo Group ”This is a win-win deal,” says Eicher Motors Limited’s CEO Siddhartha Lal. We are looking forward to working with Volvo and to become a member of the largest global commercial vehicle alliance in the world. With Volvo’s strong brand recognition and support in products, technology and financial strength, we will be well positioned to further develop our brand and offer in India.” — Siddharth Lal, CEO, Eicher Motors Eicher Motors Subsequent Developments Mr. Market Sleeps through all this... Mr Market does not WANT to wake up Mr. Market wakes up Thank You