Portfolio update
Alpha Tiger Property Trust Limited
03 December 2007
03 December 2007
Alpha Tiger Property Trust Limited
£12.1 MILLION COMMITMENT TO ACQUIRE 74% EQUITY INTEREST IN A BUSINESS PARK
DEVELOPMENT IN NOIDA (INDIA)
Highlights
• Excellent opportunity to develop a business park within Noida, a high
growth office market in the National Capital Region ('NCR') of India with
one of the leading developers of business parks in North India
• Transaction expected to deliver high total returns to shareholders
• Development expected to be completed within 24 months
• Alpha Tiger now has conditionally committed 74% of total equity
raised at flotation
Introduction
Alpha Tiger Property Trust Limited (the 'Company' or 'Alpha Tiger') is delighted
to announce that it has successfully entered into an agreement to acquire a 74
per cent. equity interest in a business park project ('Logix Technova') in
Noida, in the NCR, near Delhi, India. The Company will invest in partnership
with Logix Group ('Logix'), one of the leading developers of business parks in
North India, in a Special Purpose Vehicle ('SPV') incorporated for the purposes
of holding and developing the land which is the subject of the transaction.
Logix, together with certain original allottees are the existing owners of the
SPV. The Company together with Logix will develop approximately 575,000 square
feet of business park and other support facilities at the site.
The estimated gross purchase price to be paid by the Company for 74 per cent. of
the equity (voting and economic rights) in the SPV is INR 1005 million (£12.1
million). This amount shall be satisfied in stages. Initially INR 200 million
(£2.4 million) will be paid, further to the satisfaction of certain conditions
precedent, with a further INR 200 million (£2.4 million) being released to the
SPV upon, inter alia, receipt of statutory approvals to commence construction
(anticipated by end of January 2008). The SPV will issue to the Company a Fully
Convertible Debenture ('FCD') instrument in respect of this initial INR 200
million investment, with such FCD instrument accruing a coupon of 13.56 per
cent. per annum. The same terms shall also apply to the second tranche of INR
200 million. These initial amounts will be utilised by the developer in the
construction of the business park.
Upon the earlier of either the SPV achieving 90 per cent. of the leaseable area
being contracted to prospective tenants and 24 months from the date of the
transaction, Alpha Tiger shall convert the FCDs and accrued coupon into equity
in the SPV and subscribe for further equity to achieve 74% of voting and
economic ownership of the SPV. Prior to this conversion mechanism, the Company
shall retain a 5 per cent. voting interest in the SPV.
The Development
The total area of the site is approximately five acres with 30 per cent.
permissible site coverage for business park development. This would potentially
allow for 575,000 square feet of landmark development together with the
provision of other support facilities.
The SPV is in the process of obtaining the final development approvals to
commence construction with such statutory approvals likely to be obtained by the
end of January 2008. The preliminary architectural drawings have been prepared
for submission to the local authorities for approval, and these have been
reviewed by Alpha Tiger.
The SPV has entered into a development agreement with VC Solutions Private
Limited for the construction of the buildings and the development is forecast to
be completed and occupied within 24 months (by December 2009).
Location
Noida is a large planned surburban township located South-East of Delhi, within
the NCR. Given Noida's proximity to Delhi (25km to CBD), the area has evolved
into an established location for IT/IT Enabled Services businesses seeking a
large pool of skilled resource, with over 1 million people residing in Noida and
a further 7 million people within the catchment area.
The site is located at Sector-132 within the Noida Master plan 2021 and is
categorised as an institutional zone on which office and institutional usages
are permitted. The site is situated just off the main Noida Expressway
connecting Noida with the satellite township of Greater Noida, which itself is
developing as a residential and institutional satellite for Noida.
Noida has attracted a substantial number of significant industrial and corporate
offices including Oracle, Hewitt associates, Samsung, Barclays, Adobe, Xansa and
Perot Systems. Given the substantial development of the area, Noida has become a
pre-eminent retail destination within the NCR including the development of one
of the largest shopping malls in the NCR, Great India Place, with approximately
1 million square feet of operational retail space.
Transaction Structure
Alpha Tiger will ultimately acquire a 74 per cent. equity interest in the SPV
and this will be achieved in stages within a 24 month period. Consideration will
be satisfied using the existing cash resources of the Company. The key terms of
the investment are as follows:
Stage 1 - First closing - no later than 15 December 2007
• Subject to certain conditions precedent (which maybe waived by the
Company), Alpha Tiger will acquire a 5 per cent. equity interest in the SPV
for a nominal sum and shall additionally subscribe for FCDs, such FCDs
accruing a fixed coupon of 13.56 per cent. per annum. Payment of accrued
interest in respect of the FCDs is in the form of a bullet payment to be
converted into equity at completion of Stage 3. This initial capital will
be utilised by the SPV to commence construction.
• The SPV will arrange a third party loan facility to fund the proposed
construction of the business park. The land will be provided as security
against the loan facility. Any shortfall in funding in excess of the loan
facility to complete the construction project is the exclusive
responsibility of Logix and any such shortfall funding will be provided as
a subscription for new (non voting) equity.
Stage 2 - Second closing - expected by 31 January 2008
• Upon the completion of certain conditions precedent, principally the
receipt by the SPV of approval to commence construction from the local
authorities, Alpha Tiger will subscribe for a further INR 200 million (£2.4
million) of FCDs, issued by the SPV. Such FCDs will also attract an accrued
coupon of 13.56 per cent. per annum with such compounded coupon to be
converted into equity at Stage 3. Again such capital will be utilised by
the SPV to partially fund the construction project.
Stage 3 - Completion - expected before December 2009
• Alpha Tiger shall convert the FCDs and accrued coupon into equity and
purchase a further equity interest after: (a) 24 months from the exchange
of binding contracts or, at the option of Logix, (b) when over 90 per cent.
of the leaseable area is contracted to prospective tenants. The completion
mechanism for the purchase of further equity will be as follows:
o The asset value of the SPV shall be calculated by capitalising at a
pre-agreed discount rate the annualised rental profits and the net
profit of other ancillary income of the SPV;
o The net asset value ('NAV') of the SPV shall be calculated by
deducting from the asset value calculated above any tenant security
deposits and any other liabilities (including the third party debt
secured on the SPV). Based on this NAV, Alpha Tiger shall acquire an
additional equity interest in the SPV to equate to an aggregate 74 per
cent. voting and economic equity interest. Such incremental
consideration shall be the residual balance after the deduction of the
FCDs' principal amount and the accrued interest from 74 per cent. of
the calculated NAV;
o Further to the completion mechanism, Alpha Tiger shall own 74 per
cent. and Logix shall own 26 per cent. of the voting and economic
rights of the SPV.
Investment rationale
This investment by Alpha Tiger represents an excellent opportunity to
participate in the high growth office market of the NCR, with a strong local
partner focused on business park development. The project is being promoted by
Logix, one of North India's established real estate companies, which has
successfully developed other business parks within Noida.
This transaction is an opportunity for Alpha Tiger to establish a solid platform
for it to undertake other investments in similar office developments in the NCR.
In addition, the site is located approximately 10 minutes from the western
border with Delhi, and 25 minutes from the northern border. This is a definite
advantage over the alternate office micro-markets in Noida, that are located
along congested access roads resulting in longer access times from Delhi and
from other residential sectors within Noida.
This transaction represents an attractive investment for the Company with a
coupon rate of 13.56 per cent. on the initial capital, and the calculation of
our ultimate equity interest undertaken at an attractive discount rate which
will provide adequate downside protection for investors.
Alpha Tiger equity commitments
This transaction, together with the equity commitment assumptions outlined
within the framework agreement with Xansa Plc, as announced on 29 May 2007, mean
that the Company now has total equity conditionally committed in excess of £53
million or approximately 74 per cent. of net equity proceeds raised at the time
of flotation.
Brad Bauman, Fund Manager to Alpha Tiger commented:
'This investment represents an excellent opportunity for Alpha Tiger to
participate in the high growth office market in the National Capital Region of
India, with a strong partner focused on business park development. The
transaction is expected to deliver excellent returns to shareholders, which is
in line with the Company's objective to achieve high total returns, whilst
providing adequate downside risk protection.'
An exchange rate of £1 = INR 83 is used in this announcement.
Contact:
Alpha Tiger Property Trust Limited
David Jeffreys, Chairman, Alpha Tiger +44(0)1481 723 450
Brad Bauman, Alpha Tiger Fund Manager +91(0) 9980 001122
Phillip Rose, CEO, Alpha Real Capital +44(0)20 7591 1609
Panmure Gordon, Nominated Adviser to the Company
Richard Gray/Andrew Potts/Stuart Gledhill +44(0)20 7459 3600
Notes to Editors:
About Alpha Real Capital LLP
Alpha Real Capital is a value-adding international property fund management
group with operations in the Indian and other international real estate markets.
Alpha Real Capital was established by Phillip Rose and Sir John Beckwith.
Alpha Real Capital is the Investment Manager to Alpha Tiger. Alpha Real
Capital's Indian CEO, Brad Bauman is Fund Manager to Alpha Tiger. He has 18
years' experience in the real estate and finance industries, and has been
responsible for Alpha Real Capital's Asian investment programme since 2005.
About Alpha Tiger Property Trust Limited
Alpha Tiger is a Guernsey registered closed-ended investment company investing
in and developing Indian real estate. The Company floated on AIM in December
2006, raising £75m.
Further information is available at www.alphatigerpropertytrust.com
About Logix Group
Logix Group, based in North India, has been a front runner in establishing and
promoting the IT/ITES industry in India and has established more than 25 IT/ITES
facilities in the region. In aggregate, Logix Group has completed over 4 million
sq ft of IT facilities and has established a prime address for software
development centers, back offices, operations and call centers. Logix Group has
a motivated team of experienced professionals to produce truly international
class facilities.
Logix Group's IT park developments include Logix Park, Logix Techno Park, Logix
Infotech Park and Logix Cyber Park. Logix Galaxia (IT Special Economic Zone) is
under development.
Further information is available at www.logixgroup.in
This information is provided by RNS
The company news service from the London Stock Exchange