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Friday 29 July 2011

Walt Disney to buy back UTV shares, delist company

This story first appeared in DNA Money edition on Wednesday July 27, 2011.

Walt Disney is set to acquire a significant majority in UTV Software Communications Ltd, with the intention of delisting it.

Walt Disney Company (South East Asia) Pte Ltd, a subsidiary company, will buy out public shareholders and other promoter holdings (RS Promoters) in UTV for around Rs2,013 crore.

In a filing to the Bombay Stock Exchange (BSE), UTV Software said it has received a proposal from Walt Disney (a promoter of the company) to delist equity shares of the company from the stock exchanges. The board of directors of the acquirer has approved the delisting offer and decided that shares held by public shareholders will be acquired at Rs1,000 per equity share.

Shares of UTV Software closed at Rs950.45 apiece on Monday, up 5.39%, on a day the broader market tanked 1.87%.

Analysts tracking the Indian media and entertainment sector feel the deal is at a 20% premium to Zee Entertainment’s FY12E earnings per share (EPS).

“In the last one year, UTV has traded at a discount to its peers, but has seen a significant run up in the past few months in anticipation of the deal. At Rs1,000, the deal will be done at price-earnings (PE) of 30x FY11 EPS and PE of 25x FY12E EPS, which is a sharp premium to its last three years average PE. It is also at a premium to the leading broadcaster Zee Entertainment which trades at around 22x FY11 EPS and 21x FY12E EPS,” said Rahul Kundnani, analyst, SBICAP Securities.

Disney currently owns 50.44% —- acquired in separate tranches during 2008 —- in UTV Software. It is the first Hollywood studio to have majority shares in an Indian entertainment company.

UTV founders Ronnie Screwvala, Zarina Mehta and various companies held by them (termed RS Promoters) own 19.82% of the current paid-up equity share capital, taking the aggregate promoter holding in the company to 70.26%. The balance 29.74% is in the public domain.

“Such a delisting of a public company in India is a long process and is subject not only to various regulatory approvals but also to a shareholder vote and a reverse book building process, all of which can take several months or more to complete. Given the multiple stages and the nature of the process, a successful outcome is uncertain,” Walt Disney said in an official statement.

In the event Disney is able to successfully acquire sufficient outstanding shares of UTV to delist, Screwvala, the current CEO of UTV, will also sell his shares to Disney and become the managing director of The Walt Disney Company India. “Mahesh Samat, currently managing Disney’s assets in India, will become chief operating officer, reporting to Screwvala,” Disney said in the statement. However, if the delisting is unsuccessful, Disney will consider its full range of strategic options.

Cox & Kings set to acquire specialist travel firm Holidaybreak

In what could be the largest international acquisition by an Indian company in the travel segment, Cox & Kings through its wholly owned subsidiary Prometheon Holdings (UK) Ltd has entered into an agreement to acquire the entire issued and to be issued share capital of British specialist travel company Holidaybreak Plc. To be an all cash deal once concluded, the acquisition price according to C&K will be 432.1 pence per share.

Peter Kerkar, director, Cox & Kings Ltd, said, “The offer price values Holidaybreak’s fully diluted share capital at approximately 312 million pounds which is a premium of approximately 35.5% to the closing price of 319 pence per share of travel company’s closing share price on July 22, 2011.” If everything goes as per plans, the acquisition deal is expect to be completed by September 27, 2011.

Nomura advised the transaction to C&K while Axis Bank is the banker for the deal. For Holidaybreak Citibank was the advisor for the deal.

As per C&K top management, the boards of both companies have reached an agreement on terms of a recommended cash acquisition which will now be implemented by way of a court-sanctioned scheme of arrangement. While C&K already has consent from 31.8% of Holidaybreak’s (institutional) shareholders it still has to get a majority i.e. extent of 75% consent from the existing shareholders to complete this acquisition. 

On funding the acquisiton, Kerkar said, “Around 125 million pounds (from C&K’s balance sheet) will be equity and balance will be debt raised from Axis Bank at an SPV level.”

Holidaybreak also has a debt on its books to the tune of 137 million pounds which is likely to be absorbed by Cox & Kings post successful completion of the acquisition process. “The debt will continue on its books as well,” said Anil Khandelwal, chief financial officer, Cox & Kings.

Earlier, London Stock Exchange-listed Holidaybreak had confirmed the talks in a note to shareholders on Tuesday (July 26, 2011). The company, which provides residential outdoor education and adventure trips for school children in the UK and other major European markets, is valued at £225.24 million, based on its Monday’s closing price.

Holidaybreak had told shareholders the discussions may or may not lead to a cash offer of 432.1 pence per ordinary share, which is at a premium of 18% to the stock’s Monday close.

At this price, Holidaybreak would be valued at over £265 million, or Rs1,900-2,000 crore, though reports in a section of British media had pegged the deal value at £300-450 million.

“We view the offer price of 432.1p as broadly adequate... the main prize for any bidder is the education division,” a Reuters report quoted analyst Sahill Shan of Brewin Dolphin as saying.

Industry experts see the deal getting through, unless Holidaybreak gets a competitive bid.

“Another travel company, TUI Travel, was initially rumoured to be a potential bidder. Its management has, however, ruled out making an approach. With no potential suitor in sight, it is very likely that the deal will get through in C&K’s favour,” said the head of travel research at a leading consultancy firm.

Analysts feel the acquisition will stand Cox & Kings in good stead in the international travel market, given the growth in outbound traffic.

Wednesday 20 July 2011

International arrivals not significantly impacted post Mumbai serial blasts

Mumbaikars' resilient attitude seems to be having a rub-off effect on foreign / international travellers visiting India and Mumbai on work or leisure. While the city bounced back the day after three serial bomb blasts shattered its peaceful atmosphere, the same was true for companies in the hospitality, travel and tourism sectors where it has been business as usual in the ensuing days.

A host of hotel and travel companies spoken to have confirmed that there has been no noticeable impact on their businesses and travellers – both international and domestic – are continuing with their plans of visiting Mumbai.

Dilip Puri, Managing director - India, Starwood Asia Pacific Hotels & Resorts, said that no travel advisories from various counsulates helped maintiain a status quo as far as international business for hotels and travel companies is concerned. 

“Hillary Clinton did not cancel her India visit which has helped instil confidence in a lot of other foreign travellers to continue with their travel plans. We are closely monitoring the situation with our Mumbai hotels and I must tell you that cancellations (if at all) are very insignificant as compared to what was witnessed earlier especially post the 26/11 terror attacks. We are seeing resilience in the Mumbai market and the recent blasts in Mumbai have had no impact on business travel in the city,” said Puri.

Ajay K Bakaya, executive director, Sarovar Hotel & Resorts is of the opinion that while the bomb blasts were very unfortunate, its impact on the hospitality and travel businesses isn't visible because it's non-peak season as far as leisure travel into the country is concerend. 

“Corporate business travel hasn't got impacted at all. Business in our Mumbai hotels is in tune with the current season. Our north Mumbai hotels are doing 70% occupancy with average room rates in the Rs 7,000 to Rs 7,500 range while it is Rs 8,500 for our south Mumbai hotels with occupancies at 75%. In fact, the rates being quoted are 5% to 7% higher as compared to the same period last year ad we are expecting the room rates to go up by another 7% in the winters,” said Bakaya.

Bakaya's observations find support from the the travel industry fraternity which feels that the terror incident happened in the leanest of the lean season and hence the impact was not so significant. 

“Business across the country generally starts picking up post September when corporates increase their frequency of travel which clearly shows up in the demand for hotel rooms in the September to March months. During monsoons, Mumbai gets a lot of travellers from Middle East who combine their travel with health / medical treatments which is unavoidable and they have to travel. Having said that, travel advisories are always an issue during such situations and it could possibly impact future bookings,” said Ashwini Kakkar, executive vice-chairman, Mercury Travels.

Besides, the serial bomb blasts were not at a high scale as compared to the 7/11 incident in 2006 or for that matter the 26/11 terror attacks in 2008 and hence travel advisories were not issued. 

Karan Anand, head – relationships and supplier management, Cox and Kings Ltd said, “The US and UK counsulates have told their citizens to be cautious instead of issuing advisories. The international travellers are not overly worried about the nature of terror activity happening these days and are taking their own decisions. No significant impact has been witnessed on foreign or for that matter domestic corporate travel.”

Oberoi Realty takes Centaur hotel litigation to high court

Having lost the arbitration proceedings related to acquisition of Centaur hotel at Juhu (Mumbai), Oberoi Realty managing director Vikas Oberoi is set to challenge the decision in high court.

The Oberoi Realty management in a company announcement filed with the Bombay Stock Exchange (BSE) said that Siddhivinayak Realties P Ltd (SRPL) has filed an arbitration petition in the high court of Jurisdication at Bombay, seeking an injuction against V Hotels. Simultaneously, the joint venture firm is reviewing the matter and will pursue legal recourse / remedies as may be available, in consultation with its legal counsel.

A company spokesperson, when contacted, refrained to comment on the subject.

Oberoi Realty's wholly owned subsidiary company Oberoi Construction Ltd is a 50% joint venture partner in SRPL. Among other shareholders in the company include Shahid Balwa (promoter of 2G scam-tainted realty company DB Realty Ltd) and Vinod Goenka (promoter and managing director of DB Realty Ltd) who own 49.5% in the company.

Industry experts are of the opinion that Oberoi Realty will not give up on this asset so easily and that the realtor will pursue the matter irrespective of how much it takes the company to bring this asset into their portfolio. “The site is a very strategic in terms of location and knowing Vikas' approach to business, he would never let go off the opportunity to own this project. I think they would probably keep the site under litigation for as long as possible thus refraining the current asset owning company (V Hotels) from undertaking any development activity,” said an source familiar with the development.

In March 2005, SRPL had entered into an agreement with V Hotels Ltd (which acquired the said property for Rs 153 crore as part of BJP government's disinvestment process) for purchase of the Centaur hotel for Rs 387.5 crore. Citing irregularities in the deal, a CBI inquiry was initiated and the deal eventually went under arbitration following a dispute between the parties.

The latest arbitration ruling has terminated the agreement between V Hotels and SRPL directing the asset owning company to refund Rs 73 crore against around Rs 75 crore paid by SRPL till date. The refund will have to be made by V Hotels within 90 days of the ruiling i.e. by October 12, 2011.

Analysts tracking Oberoi Realty have valued the company's 50% stake in the project at 1x book value of investment. “We see minimal impact of the ruling on our valuation and maintain 'buy' on the stock with a target price of Rs 288 per share,” said Aashiesh Agarwaal and Adhidev Chattopadhyay, analysts with Edelweiss Capital in their report.

On Tuesday, the Oberoi Realty stock had reached an intra-day high of Rs 245 and closed at Rs 234.5 – down 0.21% as against the previous day's closing price of Rs 235.

Centaur hotel Juhu is owned by V Hotels wherein BSE-listed Tulip Star Hotels Ltd holds 50% stake and the balance is owned by Tulip Hotels Pvt Ltd. The latter (Tulip Hotels) is promoted by Ajit Baburao Kerkar the erstwhile chairman and managing director of The Indian Hotels Co Ltd (IHCL) popularly known as Taj Group of hotels.

BSE-listed travel company Cox & Kings Ltd with Peter Kerkar (Ajit Kerkar's son) at the helm of the affairs owns 32% stake in Tulip Star Hotels Ltd (the listed entity) in addition to a Rs 18 crore exposrue in the form of fully convertible deventures (FCD) – a type of debt security convertible into equity shares at the issuer's notice.

When inquired about the impact, this development would have on C&K's business, the company spokesperson said that the topic under discussion has nothing to do with the travel company and that it will have to be sorted out between V Hotels and SRPL.

By the end of trading session on Tuesday, shares of Cox & Kings had reached an intra-day high of Rs 221.5 closing at Rs 205.95 as against its previous close of Rs 192.9 – up by 6.77%.

Saturday 16 July 2011

Will Zaveri Bazaar move to Surat?

This news story first appeared in DNA edition on Saturday July 16, 2011.

It might be premature to say the country’s financial capital will have to part with diamonds but three blasts in Zaveri Bazaar, the diamond trading hub, and better infrastructure in Surat might change the traders’ hearts.

Mehul Choksi, chairman and managing director of the Geetanjali Group, admitted that Surat has the potential. Gujarat is already processing all the country’s diamonds “but it would be little too early to say it might turn into a hub for the diamond trading business”, he said.

“Relocating base is time-consuming and a painful process. I guess that is why the shifting from Opera House (Pancharatna and Prasad Chambers) to Bandra Kurla Complex is still going on despite the security risk here.”

Sanjay Kothari, vice-chairman of The Gem and Jewellery Export Promotion Council (GJEPC), said relocating to Surat could happen. “But there are over 2,000 families connected with the diamond trading business in Mumbai,” Kothari said. “It will not be possible to relocate all of them to Surat for personal and professional reasons. But the situation might change some years down the line and it could make sense then.”

Over 90% of world’s diamonds are cut and polished in Surat, the commercial capital of Gujarat. The customs clearance centre in the city, Surat Hira Bourse (SHB), operational since 1994 facilitates direct import and export of diamonds.

Also, the Surat Special Economic Zone (SurSEZ) has over 150 export oriented units, a significant percentage of them being from the diamond processing and jewellery making segments.

Shashikant Bhai Shah, diamond trading consultant with BM Gems, said Mumbai has traditionally been the trading and sorting hub for diamonds. “But Surat offers several advantages considering all the cutting and polishing is done there,” Shah said. “Combining it with trading and sorting would save traders save time and money on transporting the precious stones.”

Though Mumbai remains a terrorist soft spot, it has direct international connectivity, which is vital for an export oriented business like diamonds. And that is where it scores over Surat.

Talking about direct international connectivity, Mundra Port & Special Economic Zone (MPSEZ), a company promoted by Ahmedabad-based billionaire Gautam Adani, plans to build an international airport in Mundra. The company sent a proposal to the Board of Approval (BoA) in September last year. If the proposal is approved, MPSEZ will become the country’s first multi-product SEZ to have an international airport within its limits.

The possibility of shifting to Surat cannot be ruled out but manufacturing and trading do not generally happen at the same place in the country, Shah said.

Friday 8 July 2011

Phase III of FM radio rollout gets go-ahead

This news story first appeared in DNA Money edition on Friday, July 8, 2011.

Radio buffs stay tuned in, the fare’s getting bigger.

The Cabinet on Thursday approved the information and broadcasting ministry’s proposal for expansion of FM, or frequency modulation, radio broadcasting services in the country.

Under the proposals —- the third phase of expansion, or FM Phase-III, policy —- FM radio services will be extended to about 227 new cities, in addition to the existing 86, with as many as 839 new FM radio channels covering 294 cities. In fact, all cities with a population of 1 lakh or above will be covered by private FM radio channels in this phase.

The rollout is expected to fetch Rs1,733 crore in revenue for the government.

Industry players welcomed the announcement.

The policy allows radio companies to expand their network, put a revenue multiplier in place and make radio a healthy and profitable business, said Tarun Katial, CEO, Reliance Broadcast Network Ltd (RBNL). “Some of the things the government has been able to resolve in Phase-III were actually the key issues for the industry and it looks like a policy that can bring about the transformation that radio desperately required, starting with the foreign direct investment limit being raised to 26% from 20%,” he said.

Ashesh Jani, partner, Deloitte Haskins & Sells, said the policy will give a boost to the sector. “More so because this opens an investment opportunity to many in an era of an uncertain stock market and limited vistas of investments.”

According to Jani, for both radio station owners and advertisers, spreading to newer cities amounts to tapping an untouched market.

Multiple licensing is another provision the industry has welcomed, saying it will lead to varied offerings such as sports, news and cultural affairs, helping expand radio’s reach further.

FM channels have now been allowed to carry news content sourced from All India Radio and give public service information, such as information on sports, traffic, weather, exam results, admissions, career counselling and job opportunities. Announcements concerning civic amenities, such as electricity, water supply, natural calamities and health, can also be broadcasted.

But there’s a catch —- the private players will most likely have to buy news content from AIR.

Harrish Bhatia, COO, MY FM, conceded as much: “The FM radio channel business will continue to be under stress, unless the music royalty issue gets resolved completely. We have been demanding extension of licences for 15 years and we still have no clarity on the same. Buying news content from AIR is also something that needs to be looked at differently.”

Also, though private operators can own more than one channel, they cannot own more than 40% of the total channels in a city.
Not everyone, though, is excited about the multiple-licensing provision, considering radio is still not a viable business. “I really don’t understand the logic behind multiple licensing in such a scenario. Besides, there are a few unresolved issues and I don’t think there would be many takers for this multiple licensing offer from the government,” a senior official at a FM radio company said on the condition of anonymity.

The government’s target of raising Rs1,773 crore from Phase-III rollouts, though, is seen as reasonable. “If there are over 400 frequencies coming in, I think it’s really worth the money,” said Katial.

But it is also a significant development for the Rs1,200 crore radio industry, feel analysts.

“Currently, the radio industry is relatively small but witnessing robust growth of over 20%. With the introduction of Phase III, the growth rate can go up to 30%. The share of radio in total advertising stands at 5% and is expected to increase to over 7% post Phase III. The development will further boost the strong performance of the leading players, which are expected to see 12-15% advertising rate growth accompanied by a double digit volume growth in FY12. The only concern is high bidding, which will impact the profitability of the players as it is an extremely cost sensitive business,” said Rahul Kundnani, analyst, SBICAP Securities Ltd.

The policy announcement also clears concerns over the government’s allocation approach. It outlines the conduct of ascending e-auction as followed by the telecom department for sale of 3G and BWA spectrum, with necessary changes, for award of FM channel licences.

“The route of auctions has not been cleared yet. We are hoping that it would be rational and the government will have enough spectrum in the market to keep it affordable,” said Katial.

Thursday 7 July 2011

Blackstone invest Rs 150 crore in FINO for a significant minority stake

The Blackstone Group has acquired a significant minority stake investing Rs 150 crore (approximately $33 million) in FINO, a pioneer in providing integrated technology solutions and physical network to enable financial inclusion in India. A channel with enabling technology platform, FINO provides for an end–to-end sourcing and servicing of micro customers in rural India on scale across a range of basic financial products and services. Ernst & Young (E&Y) advised FINO for this fund raising.

Commenting on the development, Akhil Gupta, chairman and managing director, Blackstone Advisors India Pvt Ltd, said that India has a significantly high number of financially excluded households – more than 100 Million, with an exclusion rate of over 50%. "The exclusion is much more prevalent in the rural areas. For sustainable and inclusive growth, India needs to extend basic utilities like financial services to the excluded population. As a dominant market leader, FINO is uniquely positioned to capitalise on this opportunity. While growing at almost 100% CAGR in the last few years, FINO has demonstrated conviction and commitment to changing India’s rural banking landscape.”

FINO works with most of the leading banks in the country across a comprehensive product suite - saving bank accounts, recurring deposits, loan products, remittances, insurance products, government subsidies disbursement, among others. The company has enrolled more than 35 million customers and plans to double its customer base in the next couple of years.

Manish Khera, chief executive officer, FINO Ltd, said, “The Company has done well and the outlook is even stronger with government focus of using Business Correspondent channel for cash subsidies and RBI’s drive to achieve total financial inclusion. FINO is a pioneer in the financial inclusion space and we plan to extensively leverage Blackstone’s global expertise of scaling up and transforming businesses.

"The money being raised will primarily be utilised towards funding overall growth of the company and to meet long-term capital requirements” added Rishi Gupta, chief financial officer, FINO.

Headquartered in Mumbai, FINO employs over 2,500 employees and 20,000 business correspondent agents spread across 239 offices. With over 35 million customer base across 300 districts across 24 states, FINO delivers financial products and services including banking, insurance & remittances in the first and last mile. FINO solutions are anchored around using biometric smart card, hand-held devices and Micro Deposit Machines to perform field operations and biometric authentication.

Sony Computer partners with Shah Rukh Khan's Red Chillies for RA.One PlayStation game

Leading console gaming player Sony PlayStation will soon release a PlayStation game based on this year's most awaited Shah Rukh Starer movie RA.One. To create this video game version of the movie called ‘RA.ONE – The Game', Sony Computer Entertainment Europe (SCEE) has partnered with Shah Rukh's Red Chillies Entertainemnt.

The storyline for this game has been developed by Shah Rukh Khan himself thereby creating an intrinsic connection between the game and the movie. The game has been developed exclusively on key PlayStation platforms of PS2 and PS3 (through PSN download).

Under the guidance of the SCEE team in London and in close co-ordination with the Red Chillies team for film characterisations and VFX, the game is being developed locally in Mumbai by Trine Games. It is being positioned as a prequel to the movie and introduces the keycharacters of the film and their various super-powers showcased in the film.

Atindriya Bose, Country Manager – PlayStation said, “We have always wanted to bring Bollywood IPs on PlayStation platform as the way of connecting to Indian audience. RA.ONE has the right mix of action, environment and imagination that is required to make a good PlayStation game, and with Shah Rukh Khan's immense passion and understanding of PlayStation games, we have chanced upon a very unique opportunity of a great game with Indian IP.”

The game provides an opportunity to the players to play as the key characters of the film: RA.ONE or G.One. Beyond these two characters, a few other key characters will also be included in the game. The film characters have been replicated closely for looks and animation and use the actual voice-overs from Shah Rukh Khan.

‘RA.ONE - The Game' will be rolled out in the India market and other key markets towards the end of September ’11 in close co-ordination with the actual film launch date. This will allow people to get an interactive sneak preview of the superpowers to expect and play in a complete sci-fi environment.

Displaying 6 unique characters and more than 20 game play environments from the ‘RA.ONE Universe’, the game entails multi-player action levels, including a robust set of assorted game mode options; it allows gamers to participate in infinite numbers of challenging matches.

Saregama India makes radio foray with Timber Media

Will launch 150 radio channels across mobile, direct-to-home and internet platforms

In a strategic move to enhance its music offerings globally, Saregama India Ltd (formerly The Gramophone Company India Ltd - HMV) has acquired a minority stake in Timbre Media Pvt Ltd. With this acquisition, Saregama now holds 10% equity interest in Timbre. The financial value of this transaction however, has not been made public.

As per the strategic alliance, the two parties will provide a high-quality and variety of genre-based radio channels. The association will also revive brand Worldspace which is under a licensing arrangement with Timber Media in addition to introducing another channel called Timber Radio by Saregame India as part of the initial offering. The radio channels will be made available through mobile, direct-to-home (DTH) and internet platforms.

Adarsh Gupta, Business Head – Music at Saregama India, said, “We will target the Indian market to start and will eventually extend the service to every international market with a considerable Indian population. The idea is to offer genre-based programming to the audience with as many as 150 channels offering different kinds of music to meet their specific tastes at different times of the day.”

The content for these radio channels will be sourced from Saregama’s extensive library in addition to music from other popular labels. A round the clock service, the radio stations will offer a variety of Indian music ranging from old hindi films, hindustani classical, carnatic classical, new hindi music, ghazals and stations in all major Indian languages.

M Sebastian, co-founder and CEO, Timbre Media, said, the company was instituted in 2010 and has over time established critical infrastructure needed for high quality services, including new studio facilities in Mumbai and Bangalore. “We have been steadily building partnerships and clientele in the radio and music industry including Saregama. This partnership will significantly enhance our ability to package and distribute quality music content and chalk out an aggressive expansion plan going forward,” said Sebastian.

An interesting part of this initiative will be the approach to programme, package and price the radio channels making it a very attractive proposition to the end user. “It will be like an fast moving consumer goods (FMCG) approach to packaging and pricing the offerings. So people can subscribe the channels for as little as 2 minutes with no outer limit depending upon their choice and requirement. Pricing and packaging details are currently being worked out and we shall be in a position to give out details in a few weeks from now,” said Gupta.

With discussions and negotiations currently on with mobile and DTH operators in the country, the service is very likely to hit the market through the mobile operators followed by DTH operators. The company expects to launch the the service in the market in another 6 – 8 weeks from now.