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ZAINSACQUISITION BY BHARTI AIRTEL
Presented By:
Ankit Shivhare.
Mohammad Ashraf.
Shivangi Singh.Prashna Bhattarai.
Aditi Kavedia.
Nupur Kaul.
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ZAINSACQUISITION BY BHARTI AIRTEL
On March 30, 2010, Bharti had entered the deal to acquireZain Telecom's operations in 15 nations,
excluding Sudan and Morocco
On June 8,2010 Bharti Airtel completed the deal for an
Enterprise Value $10.7 billion (about Rs 48,000 crore) This acquisition, besides giving Bharti its much-desired
presence in Africa, made it the world's fifth largest wireless
company with operations across 18 countries and a subscriber
base of around 179 million
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The African business widened Bharti's reach, which was
hitherto restricted to Asia and the Indian Ocean region with
businesses in Sri Lanka, Bangladesh and Seychelles
Bhartisentry into Africa gave the company access to a
population of about 470 million people from the Atlantic coast
to the Indian Ocean, with just over a third of them carrying
mobile phones
The Zain acquisition was contemplated to take the revenue ofthe combined entity to an estimated $13 billion
The combined business was estimated to have 180 million
customers and generate EBIDTA of $4.7 billion on revenue of
$12.4 billion, according to Bharti
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FINANCIALS
Of the $10.7 billion enterprise value of Zain, Bharti paid $8.3
billion upfront and $700 million after a year
It also take over approximately $1.7 billion of Zain's debts as on
December 31, 2009
Of the $8.3 billion paid to Zain, Bharti raised debt from a
consortium of foreign banks and State Bank of India with the lead-arranger and lead-advisor Standard Chartered Bank committing
the highest amount $1.3 billion, followed by Barclays at $900
million.
The rest of the co-advisors ANZ, BNP, Bank of America-Merrill Lynch, Credit Agricole CIB, DBS, HSBC, Bank of Tokyo-
Mitsubishi UFJ and Sumitomo Mitsui Banking Corporation
allocated $600 million each.
State Bank of India agreed to an up to $ 1 billion loan in rupeeterms
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VALUATIONS
The deal enterprise value of USD 10.7 billion implied a
valuation of:
USD 320 per proportionate subscriber
3.6 times revenue 11.6 times EBITDA, a 30-70% premium versus Bharti's
valuation at that time
Zain's peer, MTN traded at 5.5-6 times EV/EBITDA
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ANALYSIS
The deal made sense for Bharti for the following reasons:
Low Financial leverage
Bharti had a very low Net Debt to Equity Ratio of 0.05 at the end ofDec., 2009 which means that it was virtually a debt free company
It is good to have low debt but zero debt is not a desirable situation as
debt can increase the shareholders returnon their investment due totax advantages associated with borrowing
Bharti is a profitable company with over 40% EBIDTA margins which ishigher than the cost of debt. This means that it is better for thecompany to pay interest than paying dividends to a large number ofshareholders and hence it should either reduce the shareholding
(through share buyback) or increase debt and deploy debt in aprofitable way. Bharti selected the second option and took debt to buyZain that would return higher profits in the long term
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Free Cash
Bharti is one of the few carriers across the world that has
free cash flow and it didnt make sense for the company to
keep sitting on the pile of cash when it can deploy it in
productive assets
The capex in the Indian operations had started to decline
and hence the free cash flow was likely to increase even
further in future
The company would not have found much problem in
servicing the debt raised to fund the acquisition due to
generation of free cash flow in the years to come
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ttractiveness of frican Market
The tariffs had declined significantly in India and the
penetration levels had crossed 45% in India, there was littleopportunity left in the domestic market for Bharti
The penetration levels in Africa were around 33% and the
ARPU levels were high varying from $8 12 (apart from Kenya
and Ghana where it is closer to India ARPU levels of $4) Bharti could replicate its low cost model in the African market
which would not only bring the cost down but would also result
in significantly higher subscriber addition
The level of competition in Africa was not as intense as Indiaas most of the countries had no more than 4-5 operators.
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THANK YOU