Aurang Raipur Toll Road Project of Raipur Expressways Limited
A Group Company of
D S Constructions LIMITED
GROUP MEMBERS Arun Kedia (9) Ashis Kumar Chattopadhyay (10)
About DSC Group
MISSION
CREATING INFRAWEALTH
- infrastructure that creates wealth for the nation.
The DSC Group is a diversified global business with varied interests spread across the world. Starting as an Indian construction company 70 years ago, it shifted focus overseas in the 1980s with the aim of seizing the construction opportunities abroad. However, since 2002, the Group is again re-focussing on the infrastructure sector in India. Diversified across multiple verticals from developing, financing and constructing infrastructure projects, to hospitality, trading, real estate and retailing, the Groups major operations span projects across infrastructure sectors in India and abroad through the various Group companies. Armed with a talented workforce of around 20,000 employees across 11 locations, coupled with extensive experience spanning seven decades, the Group has been delivering excellence across the globe, notably in India, North Africa, Middle East, USA and UK. With a balanced portfolio of high margin EPC construction projects and investment in lucrative BOT oriented infrastructure projects, the DSC Group is well positioned to leverage the opportunities in the infrastructure sector, globally. About DSC Limited The flagship company of the DSC Group, DSC Limiteds illustrious odyssey in India dates back three decades when, in 1978, it commenced operations as D.S. Constructions. Uniquely placed as a high quality, international-grade infrastructure company, it steadfastly pursued lucrative opportunities in North Africa and Middle East. Vindicating its efforts, D.S. Constructions won its first project in Libya in 1979 and from thereon has ranked as one of the foremost and most trusted construction companies in that country. The next thirty years saw it delivering myriad prestigious projects across various sectors including roads & highways, hospitals, power substations, sewage & water treatment plants and other commercial projects. Reinforcing its scale, size and commitment, D.S. Constructions emerged as one of the largest overseas construction companies and was conferred the President of Indias Building the Nation Award in recognition of its contribution in the construction space. Capitalising on the post liberalisation opportunities which opened up the
Indian Infrastructure sector in the late 1990s, D.S. Constructions commenced its operations in the country in 2002. The organization has since then been rechristened as DSC Limited and is built on its mission of Creating Infrawealth - infrastructure that creates wealth for the nation. To deliver on its promise, DSC Limited has been creating assets that span diverse verticals comprising Concessions, EPC, Power and Real Estate & Urban Infrastructure and straddles a broad spectrum of sectors namely roads and expressways, railways, pipelines, power, urban infrastructure and real estate. Steered by a visionary management and guided by a futuristic strategy, DSC Limited ranks as a pioneer in the BOT (Build, Operate and Transfer) space and is one of the fastest growing infrastructure developers in India. As a testament of its differentiated approach and agility, DSC Limited, today, features as one of Indias leading vertically integrated infrastructure companies through its full service capabilities in both EPC (Engineering, Procurement & Construction) and Asset Management. Right from planning to investing and constructing, and after completion, to managing and operating the projects, DSC Limiteds vertical integration capabilities are demonstrated in its turnkey solutions and end-to-end involvement across the project lifecycle. Committed to quality and timely completion & delivery of projects, DSC Limited is an ISO 9001:2000 certified company, coupled with ISO 9000 & 14000 accreditation. It has health and safety systems in place across all its major project locations. Our Vision To be the leading infrastructure developer of choice. Our Mission Efficient, rapid and innovative development of quality infrastructure to create infrastructure wealth for the nation. Concessions Realizing the critical importance of BOT projects in infrastructure development, DSC Limited has emerged as an active participant in this growth model, which facilitates direct private sector investment in large scale infrastructure projects. Within the framework of BOT projects, the Company has selected Transportation as its focus sector given that an efficient and well-integrated transport system not only sustains and drives economic development but more importantly promotes and strengthens national integration, axiomatic for a geographically large country like India. With an impeccable track record of successful execution and operation of unique mega BOT projects, the Companys project portfolio in this sector extends across Roads, Expressways and Railways. Strengthening DSC Limiteds presence in this space is the fact that it was among the
first companies in India to offer a negative grant for a BOT project and among the first private sector companies to undertake a Railway BOT project.
WHAT IS A BOT PROJECT Build-operate-transfer (BOT) is a form of project financing, wherein a private entity receives a concession from the private or public sector to finance, design, construct, and operate a facility stated in the concession contract. This enables the project proponent to recover its investment, operating and maintenance expenses in the project. Due to the long-term nature of the arrangement, the fees are usually raised during the concession period. The rate of increase is often tied to a combination of internal and external variables, allowing the proponent to reach a satisfactory internal rate of return for its investment. Traditionally, such projects provide for the infrastructure to be transferred to the government at the end of the concession period BOT finds extensively application in the infrastructure projects and in Public- private partnership. In the BOT framework a third party, for example the Public administration, delegates to a private sector entity to design and build infrastructure and to operate and maintain these facilities for a certain period. During this period the private party has the responsibly to raise the finance for the project and is entitled to retain all revenues generated by the project but is not the owner of the regarded facility. The facility will be then transferred to the public administration at the end of the concession agreement, without any remuneration of the private entity involved. Some or even all of the following different parties could be involved in any BOT project: The host government: Normally, the government is the initiator of the infrastructure project and decides if the BOT model is appropriate to meet its needs. In addition, the political and economic circumstances are main factors for this decision. The government provides normally support for the project in some form. (provision of the land/ changed laws) The concessionaire: The project sponsors who act as concessionaire create a special purpose entity which is capitalised through their financial contributions. Lending banks: Most BOT project are funded to a big extent by commercial debt. The bank will be expected to finance the project on non-recourse basis meaning that it has recourse to the special purpose entity and all its assets for the repayment of the debt. Other lenders: The special purpose entity might have other lenders such as national or regional development banks Parties to the project contracts: Because the special purpose entity has only limited workforce, it will subcontract a third party to perform its
obligations under the concession agreement. Additionally, it has to assure that it has adequate supply contracts in place for the supply of raw materials and other resources necessary for the project
BOT Model
In general, a project is financially viable for the private entity if the revenues generated by the project cover its cost and provide sufficient return on investment. On the other hand, the viability of the project for the host government depends on its efficiency in comparison with the economics of financing the project with public funds. .Even the host government could borrow money on better conditions compared to that of the public sector other factors could offset this particular advantage. For example, the expertise and efficiency that that the private entity is expected to bring as well as the risk [Link] the private entity bears a substantial part of the risk. RISKS INVOLVED:
Political risk: especially in the developing countries because of the possibility of
dramatic overnight political change. Technical risk: construction difficulties, for example unforeseen soil conditions, breakdown of equipment
Financing risk: foreign exchange rate risk and interest rate fluctuation, market risk
(change in the price of raw materials) , income risk (Cash flow forecasts are overoptimistically) and cost overrun risk
Table 7.1 Major Projects of DSC
Name of Project
Client
Contract Price (Rs. Crore) 93 97.4 797 1648.4 243.7 395.2 33.5 3500
Completed Projects Viramgam Mehsana Project Ltd Railways Raipur Durg Project MoRT&H In Progress Projects Delhi-Gurgaon Highway NHAI Kundli Manesar Palwal HSIDC Expressway Aurang-Raipur Highway NHAI Lucknow Sitapur Road Project NHAI Sandur Bypass, Karnataka PWD, Karnataka 1000 MW Naying Hydro-Electric Govt. of Arunachal Project Pradesh
PROJECT NAME-
Aurang Raipur Toll Road Project
Objective of Raipur-Aurang Toll Road Project The Raipur Aurang Road will upgrade the Raipur Aurang Section on NH -6 in Chattisgarh from the existing 2-lane road into a 4-lane road. This 43.5 km long road project, combined with the Raipur-Durg Expressway will be the first high speed urban expressway in Chhattisgarh linking Raipur with the surrounding industrial areas like Raigarh, Chapa, Korba and Sipat. The project involves construction of 1 major bridge, 6 minor bridges, 2 railways over-bridges, 1 flyover and 6 underpasses.
Brief Details of the Company (Special Purpose Vehicle-SPV)
Name of the Company Date of Incorporation Constitution Sector Registered Office Site Location Authorized Capital
: : : : : : :
Raipur Expressways Limited (REL) May 06, 2005 Limited Company. Infrastructure Roads & Highways. C-66, South Extension Part II, New Delhi 110049 Districts: Raipur State: Chhattisgarh Rs. 100,00,000/- (Rs. One Crore Only) divided into 10,00,000 equity shares of Rs.10 each (to be enhanced later to the requisite amount) The proposed project operation, envisages the improvement, maintenance,
Project Description
rehabilitation and strengthening of the existing 2-lane road and widening it to a 4-lane divided highway from Raipur to Aurang section of National Highway 6 (NH 6) from Km 239.00 to Km 281.00 in the state of Chhattisgarh on Build, Operate and Transfer (BOT) basis.
Executive Summary The consortium of D. S. Constructions Ltd., New Delhi (DSC), Apollo Enterprises
Limited, Isle of Man UK (APOLLO), John Laing International Limited, Kent, UK (JLI) and Laing O'Rourke PLC, Kent, UK (LOR) has been awarded the Concession by National Highways Authority of India (NHAI) for four laning of Aurang-Raipur section (from Km 239.00 to Km 281.00) of National Highway 6 (NH-6), in the state of Chhattisgarh (hereinafter referred as Project Highway), connecting Kolkata Surat, on Build, Operate and Transfer (BOT) basis. The consortium has incorporated a Special Purpose Vehicle, by the name of Raipur Expressways Limited (REL), the Concessionaire, for undertaking, inter alia, the design, engineering, financing, procurement, construction, operation and maintenance of the aforesaid project. Terms and Tenure of Concession The Concession Agreement (CA), based on the Model Concession Agreement of NHAI, has already been executed between REL and NHAI on October 13, 2005. The Concession has been granted to REL for a period of 25 years from the Appointed Date (i.e. 180 days from the date of signing the CA), including a construction period of 30 months. The CA provides the Concessionaire the right to collect and retain toll from various users over the entire concession period from the Commercial Operations Date (COD) of the Project Highway. On completion of the concession period, REL would hand over the Project Highway to NHAI.
Project Description Scope of the Project
NHAI has awarded the concession to REL for improvement, rehabilitation/strengthening of existing 2-lane road, widening to 4-lane divided carriageway and operations & maintenance of Km 239 to Km 281 (Aurang - Raipur Section of NH-6 connecting Kolkata to Surat), a distance of about 42 km, in the State of Chhattisgarh. The Project is to be implemented on a BOT basis. Under the BOT framework, REL shall be responsible for the following: a. Build
To provide financing and to undertake the design & construction of the widening, upgrading and rehabilitation works on the Project Highway. b. Operate
Upon completion of the Project Highway, to manage, operate & maintain the Project Highway and regulate the use thereof by third parties during the agreed concession period. In return, it will be given the rights to levy, demand, collect and appropriate the Fees from vehicles and persons liable to payment of fees for using the Project Highway or any part thereof and refuse entry of any vehicle to the Project Highway if the due fee is not paid. c. Transfer
To hand over the Project Highway to NHAI upon expiry of the concession period.
Project Location
The State of Chhattisgarh, through which the Project Highway passes, was carved out of erstwhile Madhya Pradesh. Chhattisgarh, a 21st century State, came into existence on November 1, 2000. It covers 1/4th part of erstwhile Madhya Pradesh with an area of 1,35,195 sq. km. It is located between 1714' to 24 North longitude and 80 15' to 84 24' East latitude. It is bounded by Andhra Pradesh, Orissa, Uttar Pradesh, Madhya Pradesh and Jharkhand. Chhattisgarh state as compared to Madhya Pradesh has a much lower population density of 130 persons to the 158 of Madhya Pradesh. While Chhattisgarh has 30.49 percent of the land area of the undivided Madhya Pradesh, only 26.7 percent of the total villages are in Chhattisgarh. Both of these, when taken together point to a state with relatively longer distances. NH-6 is an important link between Kolkata and Dhule and also connecting places like Sambalpur, Raipur, Nagpur and Akola. The Aurang-Raipur section also receives traffic from NH-2 and NH-3 as it links business city Surat in west and important city like Kolkata in the east. Along with the through traffic, the project road section also collects the local traffic of Raipur city while it passes through it. The section of NH-6 under consideration carries mixed freight traffic and medium passenger volume. The project is expected to gain significant
advantage due to the connectivity with Raipur-Durg project and the complementary schedules of the projects. Further, significant growth is being experienced on the travel corridors given the rapid development at Chhattisgarh. Traffic volume has increased many fold compared to the capacity of a two-lane road and frequent accidents have become a common phenomenon in this section. Therefore, it becomes necessary to develop a 4-lane road and improve the road condition at the earliest in this stretch.
Milestones
In its infrawealth creation odyssey the company has several accomplishments to its credit. Some significant milestones are as follows:
D.S. Constructions set up in 1978 as an overseas construction company High quality prestigious projects delivered in North Africa and Middle East Projects executed include roads and highways, hospitals, power substations, sewage and water treatment plants and commercial plants
Commenced India operations with award of two World Bank funded road projects in UP Was awarded one of Indias first projects in rail sector - the ViramgamMahesana Project in PPP format Was awarded the prestigious accesscontrolled expressway - the DelhiGurgaon Expressway Awarded project for widening of NH-6 between Raipur and Durg
Received completion certificate for ViramgamMahesana Rail Project Completed road project between Bijnor and Najibabad.
Awarded project for widening and upgradation of the Raipur-Aurang section Concession agreement signed for Sandur Bypass Road Project Awarded road project for widening the Lucknow-Sitapur section
Received COD for widening of NH-6 between Raipur and Durg Concession agreement signed for Gwalior-Jhansi Highway Project Awarded Kundli-Manesar-Palwal Expressway Project
Acquired Hydro Concessions for 4 projects in Arunachal Pradesh Received LOI for Automated Multi-Level Car Parking project at Kasturba Gandhi Marg in Delhi
Completed the Delhi-Gurgaon Expressway Project Received LOIs for Barapullah Elevated Road and UP Link Road projects on cash contract basis Received LOIs for construction of drain and pipeline projects in Delhi & Jodhpur Awarded project for doubling of track for Bilaspur Railway section in Chhattisgarh
Received COD for Sandur Bypass Road, Phase-I Completed Attur-Salem Railway Project Awarded 2 Automated MultiLevel Car Parking projects in Rohini and Nehru Place in Delhi
Received COD for Sandur Bypass Road, Phase-II
Shareholding Structure of REL APOLLO 4.8% DSC
94.9%
JLI
0.2%
LOR 0.1%
REL
Concession
Project Structure
The relationships among the Projects various key parties are set out hereunder: Project Structure
DSC
APOLLO
JLI
LOR
94.9%
State Govt. of Chhattisgar
4.8%
0.2%
0.1%
State Support Agreement
Raipur Expressways Limited (REL) GOI/ NHAI
Insurance Policies
DSC Independen t Consultant
Lenders
Insurers
Financing Concession Agreement Agreement s
Independent Consultant EPC Contract Contract
RAIPUR EXPRESSWAYS LTD
Mar' 09 82.5 3 3.40 Mar' 10 82.5 3 3.24 Mar' 11 82.5 3 3.09 Mar' 12 82.5 3 2.94 Mar' 13 Mar' 14 82.5 3 2.63 Mar' 15 82.5 3 2.47 Mar' 16 82.5 3 2.32 Mar' 17 Mar' 18 Mar' 19 Mar' 20
Equity share capital Capital Reserve General/ Profit Reserves Net Worth
82.53 2.78
82.53 2.16
82.53 2.01
82.53 1.85
82.53 1.70
-0.57 85.3
0.08 85.8
0.37 85.9
1.06 86.5
2.16 87.47
2.41 87.5
4.45 89.4
7.05 91.9
24.16 108.8
50.30 134.8
54.02 138.4
69.40 153.6
RAIPUR EXPRESSWAYS LTD Mar' 09 17.0 8 2.06 15.0 Mar' 10 36.7 3 4.34 32.3 Mar' 11 39.8 8 4.54 35.3 Mar' 12 45.4 7 4.74 40.7 Mar' 13 Mar' 14 56.1 2 24.2 5 31.8 Mar' 15 Mar' 16 Mar' 17 Mar' 18 Mar' 19 Mar' 20
Total Income Total O&M Exp. PBDIT
50.98 4.95 46.03
62.32 5.41 56.91
69.13 5.65 63.48
73.00 5.91 67.09
79.96 6.17 73.79
88.73 30.22 58.51
97.44 6.74 90.70
2 Depreciation Interest PBT Taxes Profit after Tax (PAT) 6.09 9.50 -0.57 0.57
9 12.2 9 18.9 6 1.14 0.38 0.76
4 12.2 9 18.6 4 4.41 1.49 2.92
3 12.2 9 18.0 8 10.3 6 3.49 6.87
12.29 17.15 16.59 5.58 11.0 1
7 12.2 9 15.7 5 3.83 1.29 2.54
12.29 13.95 30.67 10.32 20.35
12.29 11.88 39.31 13.23 26.0 8
12.29 9.42 45.38 45.3 8
12.29 6.76 54.74 -0.62 55.3 6
12.29 4.10 42.12 -1.14 43.2 6
12.29 1.44 76.97 2.50 74.4 7
RAIPUR EXPRESSWAYS LTD
Mar' 09 Mar' 10 Mar' 11 Mar' 12 Mar' 13 Mar' 14 Mar' 15 Mar' 16 Mar' 17 Mar' 18
Net cash Accruals Int. on Term Loan Total I Repayment of Term Loan Int. on Term Loan Total II DSCR (Total I/Total II)
1.63 9.50 11.13 9.50 0.00 9.50 1.17
9.33 18.96 28.29 18.96 2.00 20.96 1.35
12.25 18.64 30.89 18.64 4.00 22.64 1.36
17.52 18.08 35.60 18.08 8.00 26.08 1.37
23.05 17.15 40.20 17.15 12.00 29.15 1.38
29.86 15.75 45.61 15.75 18.00 33.75 1.35
34.61 13.95 48.56 13.95 20.00 33.95 1.43
42.29 11.88 54.17 11.88 24.00 35.88 1.51
47.67 9.42 57.09 9.42 28.00 37.42 1.53
55.98 6.76 62.74 6.76 28.00 34.76 1.80