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Public Issue of Secured Non Convertible Debentures. July 2014. Disclaimer.
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Public Issue of Secured Non Convertible Debentures July 2014
Disclaimer This presentation does not constitute an offer or invitation to purchase or subscribe for any securities in any jurisdiction. No part of it should form the basis of or be relied upon in connection with any investment decision or any contract or commitment to purchase or subscribe for any securities. This presentation is confidential and may not be copied or disseminated, in whole or in part, and in any manner. This presentation contains forward-looking statements based on the currently held beliefs and assumptions of our management, which are expressed in good faith and in their opinion reasonable. Forward-looking statements involve known and unknown risks, uncertainties and other factors, which may cause our actual results, financial condition or performance or industry results to differ materially from the results, financial condition or performance expressed or implied by such forward-looking statements. Given these risks, uncertainties and other factors, viewers of this presentation are cautioned not to place undue reliance on these forward-looking statements. We disclaim any obligation to update these forward-looking statements to reflect future events or developments. This presentation has not been approved and will not be reviewed or approved by any statutory or regulatory authority in India or by any Stock Exchange in India and may not comply with all the disclosure requirements prescribed thereof. This presentation may not be all inclusive and may not contain all of the information that you may consider material. Shriram Transport Finance Company Limited, (“Company”), is proposing, a public issue of secured redeemable non-convertible debentures and has filed a Shelf Prospectus and Tranche I Prospectus with the Registrar of Companies, Chennai, Tamil Nadu, SEBI, the National Stock Exchange of India Limited, (“NSE”) and the BSE Limited (“BSE”). The Prospectus is available on the website of the NSE, the BSE, the Company and the websites of the Lead Managers to the Issue, namely www.jmfl.com, www.akcapindia.com, www.edelweissfin.com, www.icicisecurities.com. Investors are urged to take any decision to invest in the said debt securities pursuant to and solely on the basis of the disclosures made in the Prospectus. Please see the section entitled “Risk Factors” on page 17 of the Shelf Prospectus for the risks in this regard.
Offering Summary Lead Managers and Debenture Trustee to the Issue Lead Managers Debenture Trustee *subject to applicable tax deducted at source, if any on the Physical Applications
Company Snapshot “SHRIRAM” Group Shriram Transport Finance Company Limited • On of the largest Indian asset financing NBFC, with total AUM of ` 53,834 Crore as of March 31, 2014 • Track record of over 35 years • Pan-India presence through widespread network of 654** branches • Total employee strength was 18,122** • Registered as a Deposit taking NBFC with Reserve Bank of India • Strategic presence in pre-owned and new commercial vehicles (with a focus on First Time Users (FTUs) and Small Road Transport Operators (SRTOs)) • Expertise in origination, valuation and collection • SHRIRAM conglomerate has strong presence in: • Financial Services Business: • Commercial Vehicle Financing; • Consumer Finance; • Life and General Insurance; • Stock Broking; • Distribution of Third Party financial Products ** As of March 31, 2014
Subsidiaries Shriram Transport Finance Company Limited Pre-owned and new commercial vehicle and passenger vehicle financing • Shriram Equipment Finance Company Limited • Wholly owned subsidiary • Pre-owned and new construction equipment financing • As on March 31, 2014, it had assets under finance of ` 3,418 Crore • ShriramAutomall India Limited • Wholly owned subsidiary • Providing facilitation services , Stock-yard services, refurbishing of commercial vehicles and equipment, • One-stop shop catering to the various needs of commercial vehicle and equipment users, banks, NBFCs and other lenders of commercial vehicles • As on March 31, 2014, there are 32 operational "Automalls"
Business Strengths One of the largest Indian asset financing NBFC Unique business model and Extensive experience & expertise in credit appraisal Experienced senior management team • AUM of `53,834 Crore as of March 31, 2014 • Widespread network of 654 branches across India as of March 31, 2014 with a large customer base • Strategically expanded marketing and customer origination network by entering into partnership and co-financing arrangements with private financiers involved in commercial vehicle financing • Our credit evaluation techniques, relationship based approach, extensive branch network and strong valuation skills make our business model unique and sustainable • Stringent credit policies, including limits on customer exposure, to ensure the asset quality of the loans and the security provided for such loans has helped us maintain relatively low NPA levels • Expertise in valuing pre-owned vehicles enables the Company to accurately determine a recoverable loan amount for commercial vehicle purchases • Board of Directors with extensive experience in the automotive and/or financial services sectors • Senior and middle management personnel with significant experience and in-depth industry knowledge and expertise • Most of our senior management team has grown with the Company and have more than 15 years of experience with the Company
Business Strengths Access to a range of cost effective funding sources Strong brand name • Able to borrow from a range of sources at competitive rates • Relatively stable cost of funds due to our improved credit ratings, effective treasury management and innovative fund raising programs • Borrowings • Strategic mix of retail and institutional borrowing • Access to fixed and floating rate borrowings due to prompt debt servicing and strong relationships with public, private sector and foreign banks • Also able to mobilize retail fixed deposits at competitive rates • Also raised subordinated debt eligible for Tier II capital • Securitization of loan book at regular intervals to maintain growth momentum • Well established "Shriram" brand • Strong presence in Financial Services
Credit Rating for the issue CARE: CARE AA+ for an amount of upto ` 3,000 Crore CRISIL: CRISIL AA/Stable for an amount of upto ` 3,000 Crore India Ratings: IND AA+ for an amount upto ` 3,000 Crore Financial Highlights High Credit Rating While Exhibiting Strong Financial Growth Consolidated AUM is a sum of individual AUMs in Shriram Transport Finance and Shriram Equipment Finance Consolidated Financials
Net NPA of 0.84% Gross NPA of 3.89% CAR of 23.37% As on March 31, 2014 (Unconsolidated) Financial Highlights Expertise in origination, valuation and collection Prudent Credit Norms • Stringent credit evaluation tools, limiting customer and vehicle exposure, and direct interaction with customers • Strong Credit evaluation and recovery mechanism, asset-backed lending model and adequate asset cover Efficient Collection Procedure • Regular direct contact with customers and other market players, avoiding intermediaries • The product executives are responsible for customer origination and evaluation, loan administration and monitoring as well as loan recovery processes which enables them to develop strong relationships and capitalize on local knowledge
Business Strategy Further expand operations by growing our branch network, penetration into rural centres and increasing partnership and co-financing arrangements with private financiers Continue to develop our Automall business through our wholly-owned subsidiary Shriram Automall India Limited Consolidate and expand our construction and equipment finance business through our wholly-owned subsidiary, Shriram Equipment Finance Company Limited Consolidate our product portfolio Continue to implement advanced processes and systems
Issue Structure – Common Terms Issue Size Base Issue Size of ` 500 Crore with an option to retain oversubscription upto the Shelf Limit of ` 3,000 Crore
Issue Structure – Details Issue Size Base Issue Size of ` 500 Crore with an option to retain oversubscription upto the Shelf Limit of ` 3,000 Crore * subject to applicable tax deducted at source, if any. **Monthly option shall be available only to Individuals applying for Allotment of NCDs in demat form only. *** Senior Citizens (only First Allottees) shall be entitled to an additional yield at the rate of 0.25% per annum # For series VI, VII and VIII, Senior Citizens (only First Allottee) will be paid an aggregate amount of ` 1,377.29, ` 1,723.87 and ` 2,177.70 per NCD, respectively, on the Redemption Date. ## For series IV and V, Senior citizens (only First Allottee) will get a coupon of 10.94% per annum and 11.17% per annum respectively payable monthly. Note
Issue Structure – Categories *Applicant shall ensure that guardian is competent to contract under Indian Contract Act, 1872
Salient Features Allocation, Reservation and Dematerialization • Allocations will be on a First Come First Serve Basis, with reservations as follows: • 50% - Retail Individual Portion (Individual and HUFs applying for ` 5 lakhs or less across all series of NCDs) • 30% - HNI Portion (Individual and HUFs applying for more than ` 5 lakhs across all series of NCDs) • 10% - Non Institutional Portion • 10% - Institutional Portion • Inter - Category over -flow in favour of Retail Individual, then HNI, then Non Institutional and then Institutional • An applicant has the option to opt for allotment in dematerialized form and/or the physical form for all Series of NCDs except for Series IV and Series V NCDs. Series IV and Series V NCDs will be allotted compulsorily in the dematerialized form Liquidity and Exit Options Liquidity Exit Prior to Maturity Secondary Market Exit Exploring the Market making possibilities One Instrument for each Series, which will reduce the number of instruments • Listing on both the exchanges, NSE and BSE to provide tradability Safety of Investment NCDs rated ‘CARE AA+’ by CARE, ‘CRISIL AA/Stable’ by CRISIL and “IND AA+” by India Ratings IDBI Trusteeship Services Limited is appointed as Debenture Trustee to the Issue NCDs to be secured by a first charge on an identified immovable property and specified future receivables of the Company Creation of Debenture Redemption Reserve of 25% of the value of NCDs through public issue (subject to the Company generating adequate profits every year, until such NCDs are redeemed)
Unique Features Individuals (Retail Individual Investors and High Net - worth Individuals (HNIs) who hold the NCDs on any record date shall be eligible to additional incentive in terms of interest in case of Series I, II and III NCDs and redemption amount in case of Series VI, Series VII and Series VIII NCDs respectively Monthly payment option to provide regular cash flow to investors Qualifying Investors can apply for the NCDs in physical form and/or dematerialised form except for Series IV and Series V NCDs which will be allotted compulsorily in the dematerialized form Exploring the market making possibilities Additional Incentive available for Senior Citizens
Investment Rationale One of the largest Indian asset financing NBFC Unique Business Model and Consistent Track Record Good Credit Rating and Strong Financials Low levels of NPAs – Net NPA of 0.84% as on March 31, 2014 Experienced Management Team Attractive returns – Individuals to get additional benefits Retail Individual Investors and High Net - worth Individuals (HNIs) to get the same benefits Listing on NSE & BSE to provide liquidity and exit options Qualifying Investors can apply for the NCDs in physical form except for series IV and series V under monthly option
Lead Managers & Other Intermediaries Lead Managers JM Financial Institutional Securities Limited A. K. Capital Services Limited Edelweiss Financial Services Limited ICICI Securities Limited Registrar Integrated Enterprises (India) Limited Debenture Trustee IDBI Trusteeship Services Limited Stock Exchange National Stock Exchange of India Limited BSE Limited
Lead Brokers A. K. Stockmart Private Limited Axis Capital Limited Edelweiss Broking Limited HDFC Securities Limited India Infoline Limited ICICI Securities Limited Integrated Enterprises (India) Limited Just Trade Securities Limited Lead Brokers JM Financial Services Limited Karvy Stock Broking Limited Kotak Securities Limited RR Equity Brokers Private Limited SMC Global Securities Limited SHCIL Services Limited Tipsons Stock Brokers Private Limited Trust Financial Consultancy Services Private Limited