MAHB has opted to raise its stake in its Turkey venture (Sabiha Gokcen airport) to 60% by buying a 40% stake from partner GMR. We deem the deal as attractive, as it is valued at 15x FY12 EV/EBITDA with earnings growth prospects However, there is only a 5% upside to our new MYR10.27 FV post dilution from the private placement exercise to fund the purchase and the stock’s strong rally. Downgrade to NEUTRAL.
Buying a bigger piece of the pie in Turkey. MAHB announced that it will be buying an additional 40% stake in ISG and LGM from GMR (GMRI IN, NR) for EUR225m (MYR1,008m), on top of its current 20% stake. GMR and Limak Holdings are its consortium partners in the Sabiha Gokcen airport. MAHB will finance the acquisition via a private placement with total proceeds amounting to MYR997m. Based on FY12 EBITDA and an enterprise value of EUR57.26m and EUR861.4m respectively, the amount translates to a valuation of 15x EV/EBITDA, which is in line with average valuations of recent airport acquisitions. Post acquisition, MAHB will indirectly own 60% of ISG and LGM, and consolidated earnings (of the two entities) will still be treated under the equity accounting method. More importantly, the majority stake will give MAHB more control in the venture.
Growing prospects. We previously highlighted the growing prospects of Sabiha Gokcen airport and noted that Attarturk airport, the main airport of Istanbul, is experiencing heavy congestion and has limited capacity to expand its infrastructure. Furthermore, the new Istanbul airport, which is slated for completion in 2016 (and is intended to replace the existing Attarturk Airport), will not likely affect the growth potential of Sabiha Gokcen given the latter’s closer proximity to the centre of Istanbul.
Downgrade to NEUTRAL. After incorporating the 10% dilution from the private placement exercise and pricing in the valuation of ISG and LGM of MYR1.60 per share; our DCF-derived FV, based on an unchanged WACC of 7%, is raised to MYR10.27 from MYR10.13. With only a 5% upside, we downgrade MAHB to NEUTRAL (from Buy). We would only recommend buying below MYR9.00. Switch to our Top Pick, AirAsia (AIRA MK, BUY, FV: MYR3.70) for exposure to the aviation sector.
Buying An Additional 40% In Sabiha Gokcen From GMR
Buying a bigger piece of the pie at a fair price. MAHB announced that it will be buying an additional 40% of ISG (İSTANBUL SABIHA GÖKÇEN ULUSLARARASI HAVALIMANI YATIRIM YAPIM VE İŞLETME A.Ş.) and LGM (LGM HAVALIMANI İŞLETMELERI TICARET VE TURIZM A.Ş) from GMR (GMRI IN, NR) for EUR225m (MYR1,008m). GMR and Turkey’s Limak Holdings are MAHB’s consortium partners in Sabiha Gokcen airport.
Currently MAHB only owns a 20% stake, while Limak has a 40% stake in these two investments. ISG and LGM are currently loss-making due to the accounting treatment for its concessionaires. Based on the FY12 EBITDA and enterprise value of EUR57.26m and EUR861.4m respectively, the purchase price values the stake at 15x EV/EBITDA - in line with the average valuations of recent airport acquisitions. As a yardstick, Manchester Airport Group (0570214D LDN, NR)’s winning bid for Stansted Airport was valued at 15.9x historical EV/EBITDA.
The acquisition will be made through a newly-formed entity (which is wholly-owned by MAHB). Post acquisition, it will indirectly own 60% of ISG and LGM. MAHB representatives stated that earnings will still be treated under the equity accounting method (ie which will not be changed). More importantly, the majority stake will give MAHB more control in the venture.
Exercising its right of refusal. Earlier last week, India’s Economic Times reported that GMR, India's largest private airport developer, entered into a definitive agreement with Turkey's TAV Airports Holdings (TAVHL TI, NR) to sell its 40% stake in Sabiha Gokcen airport. However, both MAHB and Turkey’s Limak Holdings (being the consortium partners) are entitled to block the bid. MAHB stepped up to make an offer to buy the 40% stake by exercising its “first right of refusal”. TAV’s interest in buying the stake from GMR stems from the fact that it only has six years remaining on its concession at Attaturk Airport – Istanbul's main airport.
Funding through private placement. MAHB will finance the MYR1bn acquisition by a private placement of new shares of up to 10% of its issued and paid-up share capital. The price discount on the private placement shares will not be more than 10%. We recommend long-term investors to subscribe for the private placement. At an indicative price of MYR8.80 per share (10% discount to last closing) and an issuance size of 123.2m shares, this would raise total proceeds of MYR1084m, which is more than enough to fund the acquisition.
An attractive proposition. The deal jointly values ISG and LGM at EUR562.6m, which we think is attractive as our back-of-envelope DCF calculation has a higher valuation of EUR807m (by 43.4%), after netting off the annual concession payments and capex, based on a WACC assumption of 9.75% (see overleaf). This translates into MYR1.60 per share (after the dilution impact from the private placement), which we have incorporated into our valuation. We estimate that Sabiha Gokcen will be cash flow-positive this year thanks to the 25% YTD growth in traffic numbers (as of Nov 2013). After netting off the annual concession payment of EUR95.6m, we estimate that both ISG and LGM could likely achieve a free cash flow to firm (FCFF) of EUR11.5m on the back of a revenue and EBITDA of EUR352m and EUR85.2m respectively in FY13.
Growing prospects. We previously highlighted the growing prospects of Sabiha Gokcen airport, noting that Attarturk Airport - the main airport of Istanbul - is experiencing heavy congestion and has limited capacity to expand its infrastructure. In 2012, the airport ranked lowest in a study of Europe-wide flight delays and cancellations by FlightStats, an independent provider of flight performance statistics. As such, we see Sabiha Gokcen airport benefiting from the traffic spillover. We understand the airport is also planning to construct an additional runway, targeted for completion by end-2015 or early 2016. As per the concession agreement, capex for any runway expansion would be borne by the land owner, which is the Turkish government. The runway could approximately double its handling capacity from the current 25m passengers per annum.
New Istanbul airport in 2016-17 will not affect the growth of Sabiha Gokcen. The new Istanbul airport is slated for completion as early as 2016, but we believe it will not affect the growth potential of Sabiha Gokcen, since the latter is situated closer to the centre of Istanbul. Furthermore, we would also not rule out delays of completing such a mega project. The new Istanbul airport is set to be the largest airport in the world, with an annual passenger-handling capacity of 150m with a targeted completion within a 4-year time frame. Funding for the initial phase (which could amount to EUR7bn) could prove to be difficult as well on top of the EUR22bn that the concession holder will have to pay to the Turkish government.
Selling back Delhi stake to GMR. Media reports have noted rumours that GMR is currently engaged in discussions to buy MAHB’s 10% stake in Delhi International Airport Ltd (DIAL) for USD73m. If this goes through, it would crystallise the valuation of its Indian venture, which we have not yet incorporated into our valuation.Upgrading 2015-19 passenger forecasts. We upgrade our passenger growth forecasts for 2015-19 from 4% to 5-7%, as we had been overly conservative in our numbers, considering that the average gross domestic product (GDP) multiplier on passenger growth is typically at a minimum of 1.5x. Furthermore, we see the upcoming open skies policy to be implemented by Asean in 2015 further boosting passenger growth.
Forecasts. Assuming a placement exercise at the indicative price of MYR8.80 for the acquisition and following the upgrade in passenger growth from 4% to 7% for FY15, our EBITDA and net income projection for FY15 is raised by 2% and 4% respectively. In our sensitivity analysis, a 1% change in passenger growth from our base assumption would shift earnings by some MYR4m in FY14 and MYR9.6m for FY15. We have not factored in any earnings estimates and dividend contribution from MAHB’s venture in Turkey for now, as we note that it is still loss-making and its shareholder’s equity is currently negative due to the accounting treatment for the
concession.
Downgrade to NEUTRAL. While we like MAHB’s prospects, we think the strong share price rally is likely capped for now, as there are renewed concerns over delays in the completion of KLIA2. We had earlier estimated that a 3-month delay would result in an EBITDA loss of MYR10m - as the lower rental and royalties revenue earned from the retail outlets would be cushioned by reduced operating expenses at KLIA2, notably from electricity and maintenance. Furthermore, there is lack of disclosure on the financials and management guidance on ISG and LGM, although we still think our back-of-envelope calculation is deemed conservative.
After incorporating the dilution from the private placement exercise and pricing in the combined valuation of ISG and LGM of MYR1.60 per share, our DCF-derived FV (based on an unchanged WACC of 7%) is raised to MYR10.27 from MYR10.13. This suggests an FY14 EV/EBITDA of 16.8x which may now be on the high side given the risks of a further delay in the commencement of KLIA2. With only a 5% upside, we downgrade MAHB to NEUTRAL (from Buy). We would only recommend investors to buy below MYR9.00. Switch to our Top Pick, AirAsia (BUY, FV: MYR3.70) for exposure on aviation.
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Malaysia Airports Holdings is the operator of all the airports in Malaysia except for Senai Airport. It also owns stakes in various Turkish and Indian airports.
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