X

Powergrid Infrastructure Investment Trust (PGINVIT) Q2 2025 Earnings Call Transcript

Powergrid Infrastructure Investment Trust (NSE: PGINVIT) Q2 2025 Earnings Call dated Nov. 18, 2024

Corporate Participants:

Naveen SrivastavaNon-Executive Chairman

Gaurav MalikChief Financial Officer

Shwetank KumarCompany Secretary and Compliance Officer

Analysts:

Mohit KumarAnalyst

Aniruddha ArondekarInvestor

AbhinavAnalyst

Sarvesh GuptaAnalyst

Krishnan PSAnalyst

Parag PInvestor

Nidhi ShahAnalyst

Vipulkumar ShahAnalyst

Presentation:

Operator

Ladies and gentlemen, good day, and welcome to POWERGRID Infrastructure Investment Trust Q2 FY25 Earnings Conference Call hosted by ICICI Securities.

As a reminder, all participant lines will be in the listen-only mode and there will be an opportunity for you to ask questions after the presentation concludes. [Operator Instructions] Please note that this conference is being recorded.

I now hand the conference over to Mr. Mohit Kumar from ICICI Securities. Thank you, and over to you, sir.

Mohit KumarAnalyst

Thank you, Tanmaya, and good morning. On behalf of ICICI Securities, I wish warm welcome to the new management team to Q2 FY25 earnings call of PGInvIT We are privileged to join today with the management team. We have with us Shri Naveen Srivastava, Chairman, Shri Sanjay Sharma, Director, Shri Amit Garg, Director, Smt. Neela Das, Chief Executive Officer, Mr. Gaurav Malik, Chief Financial Officer and Mr. Shwetank Kumar, Company Secretary and Compliance Officer.

We will start with brief formally opening remarks by the management, which will be followed by Q&A. Over to you, sir.

Naveen SrivastavaNon-Executive Chairman

A very good morning, everyone. On behalf of POWERGRID Unchahar Transmission Limited, the Investment Manager of PGInvIT, I would like to extend my appreciation to all participants for joining this call despite their busy schedules. Today, I am joined by Mr. Sanjay Sharma, Director of PUTL, Shri Amit Garg, Director of PUTL, Smt. Neela Das, CEO of PUTL, Shri Gaurav Malik, CFO of PUTL, Shri Shwetank Kumar, Company Secretary and other senior officials.

On November 7, 2024, PGInvIT released its financial results for the quarter and half year ending September 30, 2024, along with distribution details for the quarter. These results are now accessible on the BSE, NSE and our websites. A presentation detailing PGInvIT’s Q2 and H1 FY2025 results have been — has been uploaded to our websites. In the interest of time, I’ll provide a concise summary of these results.

Our investor base has shown steady growth expanding from approximately 15,000 unitholders at the time of IPO to over 1,70,000 unitholders as on September 30, 2024. We extend our heartfelt appreciation to our diverse investors for their trust and confidence in PGInvIT. For our new investors, let me introduce the Trust. PGInvIT is an infrastructure investment trust with Power Grid Corporation of India Limited, in Maharatna CPSE and India’s largest power transmission utility as its sponsor and project manager.

PowerGrid Unchahar Transmission Limited, a wholly-owned subsidiary of PowerGrid serves as Invest Manager — investment manager, while IDBI Trusteeship Services Limited act as a trustee. PGInvIT owns five SPVs, namely VTL, PKATL, PPTL, PWTL and PJTL. Currently, PGInvIT holds 100% equity in VTL and 74% equity each in of the other four SPVs. These power transmission SPVs, which includes 11 transmission lines, spanning around 3,699 circuit kilometers and three substations with a transformation capacity of 6,630 MVA are operational and revenue generating assets.

The transmission service agreements for these projects have an average remaining life of more than 28 years. These five operational revenue-generating inter-state transmission system, ISTS assets, with a strong track record in availability, reliability and safety were implemented under the tariff-based competitive bidding, TBCB mechanism on a build, own, operate, maintain basis. They come with a 35-year contract agreement, minimizing regulatory risk on transmission charges and providing long-term assurance to the unitholders.

PGInvIT is backed by India’s largest transmission utility as both the sponsor and project manager, which strengthens its position in the sector. Additionally, with availability-based fixed tariff under long-term transmission service agreement, PSAs, PGInvIT offers high visibility on cash flow while maintaining low leverage, a key advantage that supports its debt-funded acquisition strategy for future growth opportunities. With these strength, PGInvIT is dedicated to creating value for its unitholders. PGInvIT aims to deliver consistent, stable and predictable returns to its unitholders.

Let us now turn to the Q2 FY ’25 distribution. A distribution of INR3 per unit was announced on November 7, 2024 for the quarter ending September 30, 2024. This marks the trust’s second distribution for fiscal 2025 and 13th consecutive distribution since listing. Unitholders will receive this distribution on or before November 20, 2024. Including this Q2 FY ’25 distribution, PGInvIT has declared a total distribution of INR40.50 per unit at listing for an IPO price of INR100 per unit, totaling amount to over INR36.85 billion.

As informed in our previous earnings calls, we aim to achieve a distribution of INR12 per unit for the fiscal year 2025. Our quarterly distribution follows our distribution policies and SEBI regulations, ensuring that at least 90% [Phonetic] of the net distribution cash flow NDCF is distributed to unitholders. As per the policy, distribution are declared and paid at least once every quarter.

Now the highlights for the quarter ended September 30, 2024. Utilizing the latest technology and advertising safety, our project manager has ensured that our transmission assets are operated safely without accident and with high efficiency throughout the quarter. The average availability of each SPV exceeded target levels, underscoring their higher performance and reliability. As per the provisionally available data, the Q2 FY ’25, the average availability has surpassed 99.75 across all SPVs, maximizing the potential incentives. Currently, this data is provisional, except the VTL, as we await the monthly availability certificates from respective regional power committees, RPCs and the Ministry of Power, Government of India covering July to September ’24.

As you know, one of our SPV/PVTL is currently executing a project under a Regulated Tariff Mechanism, this project titled implementation of 400 kV line bay at 765/400 kV Parli new substation for RE interconnection. This was allotted to PVTL and CTYL, an order has been issued to CRC for grant of transmission license. This project is expected to be commissioned in December ’25 with an approximate cost of INR250 million. This is in addition to an earlier project under RTM in PKATL, which has been commissioned in February ’24. The project cost is approximately INR30 crores, which is also adding to our top line.

Financial highlights for the year for Q2 FY ’24, ’25, total consolidated income amounted to approximately INR3,290.35 million, which includes INR3,199.64 million for the revenue from operations and INR19.71 million from other income, primarily from interest earned on the deposits. Total expenses, including impairment for the Q2 FY ’24, ’25 on a consolidated basis were around INR1,123.22 million. In the first half of financial year ’24-’25, total consolidated income was about INR6,557.15 million, comprising of INR6,355.48 million from revenue from operations and INR201.67 million from other income.

Consolidated total expenses, excluding impairment of — for H1 FY 2024-’25 were approximately INR2,250.25 million. The net distributable cash flow, NDCF, calculated at the SPV level has been included in the consolidated financial results. The trust receives cash flow from the SPVs in the form of interest income, dividend income and SPV debt repayments. PGInvIT NDCF for the quarter ending September 30, 2024, amounts to INR2,699.79 million, and INR5,228.20 million for the half year ending September 30, 2024.

The announcement of INR3 per unit distribution for this quarter includes the interest component of INR1.91, taxable dividend component of INR0.60, exempt dividend component of INR0.26, repayment of SPV debt of INR0.22 and treasury income of INR0.01. The total distribution amount exceeds the stipulated requirement of distributing at least 90% of the NDCF at the PGInvIT level as per InVIT regulations and our distribution policy.

As of September 30, 2024, PGInvIT’s outstanding external borrowing was INR5,683.88 million. This is from the INR5,755.85 million loan raised from HDFC Bank in March ’22 to partially fund acquisitions. The loan is floating rate loan linked to the 3-month T-bill with an average debt cost of 8.12% for H1 FY ’24. Net debt as a percentage of assets under management — asset under management, AUM, was approximately 0.13% as of September 30, 2024, allowing ample room to fund future acquisitions entirely through debt.

The trust maintained the highest credit rating, AAA, with a stable outlook from ICRA Limited, CRISIL ratings and CARE ratings. Trade receivables as of September 30, 2024, stood at INR1,321.17 million, equivalent to 38 days of billing. Acquisition of balance 26% equity shareholding, we are expecting to complete acquisition of remaining 26% stake in our four SPVs, namely PKATL, PPTL, PWTL and PJTL during the financial year, subject to unitholders’ approval of transaction. The Sponsors Board has approved the proposal to sell the balance 26% share. Investment Manager Board has also approved proposal to acquire this 26% stake, subject to approval of unitholders. We emphasize concluding the acquisition process towards the end of this financial year, provided the unitholders approve the transaction.

Now the outlook. Our growth strategy focuses on acquiring operational power transmission assets aligned with the InvIT regulations, statutory requirements and unitholders’ best interest. While we remain committed to the unitholders, it is important to note the limited availability of assets or execution presents an inherent risk for PGInvIT, which we have consistently communicated. Currently, operational power transmission asset available for monetization are limited. However, between 2022 and 2027, the country plans to add approximately 114,687 circuit kilometers of the transmission lines. 7,000 — 776,330 MV of transformation capacity at 220 kV and above. From ’27 to 2032, addition of 76,787 circuit kilometers of transmission lines and 497,855 MVA of transformation capacities are expected to be added.

With these substantial investment in the sector, we expect that these projects, these commissioning, they will present acquisition opportunity for investment vehicles like PGInvIT, seeking revenue-generating assets. We are closely monitoring the progress of these ongoing projects to stay attuned to near term opportunities. Additionally, should any states choose to monetize their operational transmission assets to generate capital, this would open up a new opportunity for us. This process, however, may be gradual and would require sustained policy adequacy, advocacy and with the states. With significant headroom for acquisition, our competitive strength and our position as an established investment vehicle with a large pool of institutional and noninstitutional investors, we believe PGInvIT is well positioned to benefit from various upcoming transaction in the sector.

We emphasize that all assets considered for acquisition will undergo a rigorous evaluation process. This process includes assessing these assets, operational history, compliance with InvIT regulations and statutory requirements, adherence to the trust corporate governance framework and alignment with the unitholder interest to ensure suitability for inclusion in PGInvIT. As mentioned previously, we would like to maintain our distribution guidance of INR12 per unit for FY ’24-’25. Thank you. And now I would like to hand over the moderator for further proceedings. Thank you.

Questions and Answers:

Operator

Thank you, sir. We will now begin the question-and-answer session. [Operator Instructions] The first question is from the line of Aniruddha Arondekar, who is an Individual Investor. Please go-ahead. T

Aniruddha Arondekar

Thanks, sir for the opportunity. I have couple of questions. The first one is what are the basic unit regulations or rules that PGInvIT might have to follow before acquiring a new transmission project or power generation project, if we can? Because IndiGrid recently launched a platform under which they are also going to acquire transmission projects and they are also investing in greenfield transmission project. So can we do similar investments? If yes, why are we not doing it currently? And the second question is, we have given guidelines of INR12 per unit for this financial year. So how much of this DPU is actually being funded by cash resource of the InvIT? Thank you.

Gaurav Malik

So Anirudh, coming to your second question first, the guidance of INR12. Well, as per the InvIT regulation, minimum 90% of the NDCF is to be upstream taking into consideration cash at both the levels at InvIT as well as SPVs at the overall level. These are the changes. This is the new guidelines effective from 1st of April ’24. So if you see, we begin our InvIT journey way back in May ’21, and we started with the cash balance of INR216-odd crores. Now presently, we have the cash balance of INR578-odd crores. And if you remove the DSA and the distribution for this quarter of INR273 crores, roughly, we will be landing at a figure of INR305 crores.

So net on net, there has been increase in the cash position. This is primarily due to the reduction in the debtor days that has occurred since IPO till 30th of September. So there is no major dip from the opening cash reserves that has been eaten away to give the distribution. So that reserves is intact as of now. So that is the answer to the second question.

With respect to the InvIT regulation, there is no bar as per the regulation, we can invest in any of the infrastructure projects. The infrastructure projects are governed through the harmonized list of the Ministry of Power, Government of India. So as per which we can invest in any project, which has been qualified under that harmonized list. So you are very correct that our counterpart, InvIT has been investing in transmission as well as in RE generation asset. So maybe the Chairman, sir, can further…

Naveen Srivastava

I’ll reply to the first question, Anirudh. And we are thinking in going in a monetization of transmission assets of the states with the policy at the state level that has come out in the various — they are coming with a definite time line to investment. And as far as greenfield project is concerned, this is — I feel is coming out with a construction risk which we feel that — which includes the risk to the investor also. However, in case of RTMs and all, we have already — in the speech, we have already told you that one already we have commissioned. And secondly, we have got it. And in future also, whenever these — any assets which is required by CTYL in these areas in our SPVs, they will come as RTM. Thank you.

Operator

Mr. Anirudh?

Aniruddha Arondekar

Hello. One more question because the state growth acquisition may or may not happen. So the competitors or [Indecipherable] seeing the opportunity to acquire new assets. But at the same time, we are not doing any new acquisition. So I want to understand why it is so because if the competitors can acquire new assets or they are seeing the opportunity, but we are not doing the same. So if that continues, the revenue level will not be maintained. So can you clarify anything more on this?

Naveen Srivastava

Of course, I understand there is a limited opportunity at present, which is there. But I can say one thing that it’s a policy guidelines, which is involving various factors, and we apprehend that this MCV procedure is time taking. We are in touch with a few states in this regard that assets and the assets coming up in the acquisition later, and we see that in the near future, so that some assets which we are thinking, it will be acquired. We are in the process of acquiring the assets.

Aniruddha Arondekar

Sir, one more question if you may allow. That is regarding the 26% remaining stake that we are going to acquire by the end of this financial year. You said that it in earlier conference call that the PGINVIT entered a purchase agreement with PowerGrid. So we have to reacquire remaining 26%. But today or also in the previous publications, you mentioned that this needs unit holders approval. So whether it is mandatory or not, we have to repurchase remaining 26% or is it not that mandatory or optional for the InvIT?

Naveen Srivastava

So, it’s mandatory. Unitholder approval is mandatory, and for that, we are — after this, it will be open for us.

Aniruddha Arondekar

Okay. Thank you, sir. That’s all from my side. Thank you.

Operator

Thank you very much. The next question is from the line of Abhinav from ICICI Securities. Please go-ahead

Abhinav

Yes, sir. Thank you for the opportunity. So my question is what will be the distribution guidance for FY26? And also if we can expect any new acquisitions by in FY26, this is over and above the 26% stake that we’ll be acquiring from the sponsors.

Naveen Srivastava

For FY25, I can say that we are sizing a DPU guidance of INR25 and INR12 and going-forward, distribution with the line with the regulation and distribution policies, but the guidance for FY25, 26 will be provided at the later-stage, mostly in the earnings call for the annual result when 2025 will come. Thank you.

Abhinav

Okay, sir. And on the acquisition part, if by FY23, if you can expect some new assets to be added in our portfolio?

Naveen Srivastava

As I already told in my — this thing in my speech also, yes, we are in the forward direction in that way. And we see a good thing in the near-future.

Abhinav

Okay, and sir, are we looking to acquire any assets from private players or like how is it?

Naveen Srivastava

We are open. We are open because now the new policy, which Central authority has come out with this thing. So any thing which come out, we are open and we’ll surely quote in that. But I can say very well, there is a little limited assets are there, but we are open. We are going in that direction.

Abhinav

Okay, sir. Thank you. Okay. Okay. And sir, I mean, you said that limited assets in terms of quantifying it, how many, if you can just throw a number or anything?

Naveen Srivastava

That we cannot present tell you, but we are rigorously will put it in that way. We are moving in that direction. Forward in this direction. We are open, we’ll do it.

Shwetank Kumar

I would just like to add on this Abhinav, if I’m right. See, when we say limited, you can, yourself, if you are tracking the part on transmission sector industry, you can yourself see these assets are housed in three, four major players. Apart from that, there are very sporadic cases where one or two assets are available with some developers. So that’s why we mentioned very limited. The details we have not gone into the numbers, but you can see this is public information available on CA website and everywhere. So I think you can do some study on that. But when we say limited because not everybody is willing to monetize, not all are willing to monetize through in this route. So there are conditions to that. That’s why we say limited.

Abhinav

Yeah, exactly. Exactly. Got it. Understood. Yeah. Thanks.

Operator

Thank very much. The next question is from the line of Sarvesh Gupta from Maximal Capital Private Limited. Please go-ahead.

Sarvesh Gupta

Yeah, good morning, sir. So first on this acquisition, so what is the approximate cash outgo or debt that we’ll have to take for this acquisition

Naveen Srivastava

We are — Board has sponsored and IM has already given the approval, and we are in the process of unitholder approval. We cannot disclose details right now. But we’ll see that it will have a positive part in that.

Sarvesh Gupta

Sir, I need a ballpark number. As you are saying it will go for unitholder approval anyway. So I will need a ballpark number.

Naveen Srivastava

We’ll communicate that soon, as soon as this is…

Sarvesh Gupta

But why it cannot be communicated now, sir, when you have already approved? Why it cannot be communicated on a public call with the investors? You can give a ballpark number. Whether it is INR1,000 crores or INR5,000 crores, INR10,000 crores, whatever it is, just give a ballpark range.

Gaurav Malik

Mr. Gupta, this information will be available with all the unitholders probably today itself before the end of the day, we will be floating for the approval of the unitholders. So that figure will be available in the public domain today itself rest assured. Coming to the second part of the question, what will be the funding look like? It will be majorly debt funded. Only a limited part will be through the internal approvals.

Sarvesh Gupta

And sir, What will be the IRR given your cost of funding as on today that you will be guiding…

Gaurav Malik

What IRR, we are looking at is a part of the strategic decision making. It is not something which can be disclosed in the public. My cost of funding is something which will be available in the public domain, you can have a look at it. Presently, my cost of debt is around — it is sub 8, 7.7, so I wish sort of a thing. So obviously, there will be some margin over my cost of debt, and it will be priced accordingly, sir.

Naveen Srivastava

Gupta I just — I also want to add into that. Objective requiring is it gives some bump-up only and for the returns to the unit holders and elongate the life of the consistent return over the some years. And so this is — you should see that we’ll be in something give the bump-up to the returns. That is clear cut.

Sarvesh Gupta

So 10% to 11% might be the range for which on your cost of debt of 8%.

Naveen Srivastava

As our director has already told, it will be known to you today itself. It will be the pricing will be known to you today itself. IRR part, we would not like to discuss in any public forum yet.

Sarvesh Gupta

Okay. Okay. Okay. And so the expected cash flow is anyways known for these assets. So pricing is the only thing that you are going to disclose right now.

Gaurav Malik

Sir, actually what is Power Grid getting out of this holding 26%, they are getting the dividend against they are holding in the SPV. So basis certain assumptions which are much in-line with our valuation report. We worked out what can be the future expected dividend payouts for target portion. And accordingly, it has been discounted and a price which was between both the parties has been offered and accepted and it is ultimately flowing to you — the unit holders for the final approval. So if it comes, the deal will go through if it doesn’t obviously, it will fall.

Sarvesh Gupta

Yeah, okay, understood. And secondly, you know, in terms of your current NAV, what is the number right now?

Gaurav Malik

Must be around 83.07.

Sarvesh Gupta

Okay. Okay. And this acquisition of these assets, so they will be done by end of this financial year and assuming that unitholder approval will come?

Naveen Srivastava

Yes, surely.

Sarvesh Gupta

So next full-year, you will at least have 100% in all these five assets, assuming unitholder approvals. Sir, given that, I mean, is there a ballpark guidance that can be given for FY26 because you know, let’s say these acquisitions go through, which you know which is very much possible what can be the FY26 sort of a DPU?

Naveen Srivastava

No, I think Amit just mentioned in his previous response also. I think for the next financial year’s guidelines, I think we’ll have to wait till the annual results of the. And we’ll — as you can see in the last two years also, we have been consistent in declare — declare informing you about our guidance along with the annual results. So please request you to be patient till that time, yeah,

Sarvesh Gupta

Okay. Now on the estate transmission assets that you may want to acquire, so anything which is already there in the pipeline, number one. And secondly, what is the kind of counterparty risk that you assess on these assets as compared to the usual non-state ones? These are intra-states, I’m assuming.

Naveen Srivastava

Yes Sarveshji, you are right that these are intrastate assets, number one. Number two, regarding the counterparty risk, that is one of the major things in the intrastate assets. And as and when the opportunity arises, we’ll definitely ensure that there are sufficient safeguards built in the manner in which we end up acquiring these assets towards the counterparty risk as far as the payments are concerned.

As regards to the state or at what stage we are. So see, as we have mentioned earlier also in the report also, we have always mentioned that this particular thing is something new for the states. The Government of India has issued some guidelines. The states are trying to work on it being the first InvIT and from the CPSE background, we are trying to policy adequate with them, we are trying to share our experience with them. So as and when they are ready and they are willing to monetize, we’ll be there to participate in any which way they want to come up with. But as of now, which state we are talking about, it will be more generic. We have been called by various states. We would not like to name a few, but we have been called by various states to share our experiences, and we have done that.

Sarvesh Gupta

Understood. And my final question is, so PowerGrid policy of not giving any further assets to us as of now, that stays as it is. As days a status quo on that

Naveen Srivastava

It is as it is at present it is as it is.

Sarvesh Gupta

Okay. Okay. Okay, sir. Thank you and all the best.

Naveen Srivastava

Thank you.

Operator

Thank you very much. The next question is from the line of Krishnan PS from HNI Investor. Please go-ahead.

Krishnan PS

Thank you. Good day to PGInvIT management team. I have two queries. I’d like to know why you have a fair-value assets decreased from INR10,268 crores in Q1 to around INR10,032 crores in Q2 FY25 and also the NAV per unit has dropped from 85.28 in FY24 to 83.07 in Q2 FY25. And is also the impairment of INR166.89 crore linked to the drop-in the fair-value assets? And if you can also explain the impairment in detail? This is my first query.

And the second query is, how much of total cash reserves have we utilized since the IPO? I mean, I know this question has been answered in-part by you based on the query from the previous participants. Thank you.

Naveen Srivastava

Yeah. So Mr. Krishnan, actually, this impairment is nothing, but is accounted for in accordance with the Indian accounting standards. And it is basically derived from the valuation that the valuer does in accordance with the InvIT regulation. So basically, I mean, you view it like an annuity structure. With transmission, it is intrastate transmission for SPVs, the top line or the revenue is fixed — almost fixed till the end of the life of the project. So we estimate or the valuers estimate the express motion of it and works out the cash position of each SPV.

Now it applies a WACC, the weighted average cost of capital basis certain assumptions with regard to the cost of debt, with regard to the cost of equity, the market scenario of EBITDA and things like that and ultimately discounts the cash flows to arrive at a value. If you have noticed the valuation report, the weighted average cost of capital increased to 8.95% from 8.79% from March ’24 to September ’24. So as the VAT goes up, the value on the NPV method is bound to come down. That is one part of the story in the decrease in the enterprise value.

And the second part is that since the cash flows are for a specific period of time. So as and when you eat into the given time frame, the value left over is lesser. So since six months have already elapsed from March to September, for which the cash flows are already out of the system. So the value any which ways, even if the WACC remains constant, is bound to come down. So these two factors ultimately resulted in decrease in WACC. And ultimately, basis, whatever the value was earlier, whatever the value is now. The difference was routed through in accordance with the Indian Accounting Standards as an impairment. And the same thing resulted in decrease in WACC. So this is one part of the story.

Regarding the cash utilization, I mentioned earlier that we started with a cash of around [Indecipherable] May ’21. And we stand at INR578 crores now. which includes the INR273 crores of distribution cash position, which includes INR273 crores capped for the distribution and some amount of roughly around INR12.5 crores for different other things. So net on net, I’m having a cash balance of INR305 crores against INR216 crores but this is one part of the thing. The other thing is that the data days have also decreased since May ’21 to September ’24. So net-on-net, nothing much we have eaten away from the opening reserves.

Krishnan PS

Okay. Thank you. Just a query on the impairment part. So are you saying that with the interest-rate going down, there’s a possibility that the NAV can also go up going-forward?

Naveen Srivastava

Yes, most certainly. I mean there is an inverse relation between WACC and the value. But be mindful of the fact that this is only a book entry. I mean, there is no cash involved as far as the impairment goes. This entry is passed only in accordance with the Indian Accounting Standards. So it does not impact the cash flow either the SPVs or of the trust. So it is only a book entry. Even if there is a reversal of impairment, it will be reflected in the books of accounts, and we will go up. But the distribution, there will be no impact.

Krishnan PS

Okay. But do you also expect this to go down quarter-on-quarter, the impairment based on…

Naveen Srivastava

The interest cycle have reversed off late. And. I mean, I don’t know there’s too much going on in the markets currently. But if there’s a rate cut from RBI, say, during December or January anytime during the fiscal, it may reflect in the lower interest costs and the lower WACC.

Krishnan PS

Okay. All right. Thank you. That’s it from my end.

Naveen Srivastava

Thank you, Krishnan.

Operator

Thank you very much. the next question is from the line of Parag P, who is an individual Investor. Please go ahead.

Parag P

Yeah, good morning, everybody. My questions pertain to the market price of the units, which are around INR86, INR87 rupees at present. The NAV has fallen to INR83. And if I look at your projected cash flows, the cash flows distributable to cash flows are projected to fall by almost 30%, 35% compared to the current value. Clearly, the performance compared to any other unit InvIT has been poor. You will understand that investors like us are highly disappointed due to this poor performance. The — earlier in this conversation, you were talking about a focus on acquisition. Could I understand from 2021 when this EBIT was launched with much unfair, how many number of sponsor and third-party assets have you actually evaluated with some approximate value?

Naveen Srivastava

As far as the — what we have evaluated is something that cannot be disclosed. But yes, the transactions that have happened in the market, we have definitely tried to look at them. But if you look at not many transactions, otherwise also have happened in the sector, except for the transactions, which were a part of the ROFO of the other assets — other InvITs.

Parag P

And sir, you know, even if you cannot disclose the number of assets, I don’t know why because every other InvIT is disclosing these things. Could we at least know as investors how the number of such assets that we have evolved, five, six, seven, 10, how many in the last three years?

Naveen Srivastava

We have evaluated three such assets in the past.

Parag P

In three years, we have evaluated three proposals, sir. Is that not a reflection on the kind of importance the parent and the management attaches on improving investor value? Second question I have is, have you ever considered a buyback if not by the InvIT because I understand it doesn’t not allowed currently under SEBI guidelines. Have you presented to SEBI? That’s the question.

Second is your sponsor, which is a government-owned organization, if it is not able to part with any assets to its own InvIT, the least it could consider is buying them back from the market from the retail investors like us. If you look at it, the retail investors today are 34% of the unit holders and they have consistently been loyal to you, whereas the institutional investors have taken their money and gone. We are left holding an asset which is decreasing in value. Is there any possibility of a buyback that has been considered or can be considered to help us recover our value and also perhaps improve the pricing of the units?

Naveen Srivastava

On the buyback part, as far as the InVIT is concerned, you have rightly mentioned that this is currently not allowed as per the regulations. And as far as the sponsor call to undertake a buyback is concerned, I think we would not be in a position to speak on behalf of the sponsor. It’s the sponsor’s call. And as and when the opportunity arises, you may kindly discuss the same with the sponsor.

Parag P

We do. But as a management, we expect the unitholder’s interest to be taken care of, right? And we expect you to take those steps. Third is any plans to have representatives of the unitholders as a Director of new Board?

Naveen Srivastava

Would you like to answer?

Shwetank Kumar

No, I think there is already InvIT regulations on this behalf. I mean there are already regulations with respect to the unitholder nominee Director on the Board of the investor manager, which says that either individually or in consortium, any unitholders holding more than 10% can nominate a director on the Board of the Industrial Manager. Now kindly appreciate the fact that we have been writing to the unitholders to give the nominations as when — in the InvIT regulations. And being a CPSE, the nominations and appointment ultimately requires the approval of the central government. So in line with those guidelines, we have been writing to unitholders and acting accordingly, sir.

Parag P

My only request as an individual investor says, you know, please try to take steps to protect our interests. We have suffered the last three years and we don’t see any hope as of now based on even what you mentioned in the current call. Please look at our interests.

Naveen Srivastava

Sure.

Parag P

Thank you so much.

Naveen Srivastava

Sure, sir.

Operator

Thank you very much. The next question is from the line of Nidhi Shah from ICICI Securities. Please go-ahead.

Nidhi Shah

Hi, thank you so much for taking my question. On — my question was basically on the new — on the assets that we are planning to acquire. I understand that you are waiting for — that you will put in for unitholder approval soon. So as per expectations, what is the timeline by which once the approval comes in, we can expect to have these assets completely acquired. That is the first question.

Naveen Srivastava

Once the unitholders comes out, will surely within 1 month or within 1.5 months, we’ll be able to do it. This financial year, we’ll do it. In this financial year, we’ll surely do it.

Nidhi Shah

All right. And with the acquisition of these assets, is it that we will be able to maintain the current DPU guidance that we have of INR12 per unit over the next couple of years? Or is this going to give us incremental DPU where we can probably move to a INR13, INR14, INR15 number?

Naveen Srivastava

As far as incremental part is concerned, there will be a nominal increase in NDCF. As you can see from our previous distribution, we declared INR3 per unit distribution. And after that, INR3 an average taxable dividend come out to be around INR0.30. So it is around 12%. So now you realize the fact that this dividend, which is INR0.30 dividend, which is currently going through corporate InvIT, which is 74% holding the four SPVs. What will happen that balance 26% will also start during this PGINVIT in the form of dividend. And if you take this balance 26% rate, however, having said, we have to take either the additional loan to fund distribution, and that loan will have to be serviced. There will be interest cost attached to it, and there will be a capital repayment also. So loan repayment is to be done to the financials. So all in all, financials, there will be not any very significant gain. It’s only from the control perspective, as you will be 100% owner for that now, which we already told of all the SPVs.

Nidhi Shah

All right. Thank you so much.

Naveen Srivastava

Thank you.

Operator

Thank you very much. The next question is from the line of Vipulkumar Shah from Sumangal Investment. Please go-ahead.

Vipulkumar Shah

Hi, sir. Thanks for the opportunity. So my question is InvIT takes up battery storage projects, they take up greenfield renewable projects. So why we are not taking it? Are we lacking any management bandwidth? So what is the reason which is preventing us from taking such type of projects. And we strongly feel that sponsored Powergrid has totally abandoned us. Means the units were issued at INR100 and now they are hovering around INR85. And you are asking us to put this to Powergrid, I don’t think this is — this is a sign of good corporate governance on the part of Powergrid, which is India’s premier utility. They have a responsibility towards unitholders. So I would like to clarify at these points. Thank you sir.

Shwetank Kumar

Thank you for the question, Vipulji. As far as the other assets — other sectors are concerned, we believe that InvIT as a structure as an instrument is supposed — not supposed to bring in more risk even if you look at the regulations, they also permit only a very small portion of the overall asset value to be put into construction assets for the greenfield projects. So we, as the entire InvIT right from day 1, we have believed that we should look at operating assets. That is the first part. And we are continuously looking at operating assets, wherever the opportunity comes up. We are not close to any of these things. but such opportunities are coming up [Technical Issues] on your other question regarding the involvement and saying that Power Grid is a governance issue, I think Power Grid is a separate listed entity. So it would not be proper for us to comment anything on their behalf. However, rest assured, your views would be conveyed to the sponsor.

Vipulkumar Shah

Hello?

Naveen Srivastava

Yes, hello.

Vipulkumar Shah

Yes. So of course, Power Grid is a separate entity, but it is your duty to convey the views of the minority shareholders and the value erosion which they have done to the minority shareholders, then who is responsible for?

Naveen Srivastava

No, sir. As I just mentioned, your views would adequately be conveyed to the sponsor. But I must just also add a little bit that see, we — Power Grid or power PGInvIT as management setting here, we do not have a control on the way the price of the unit moves. It’s driven by market movements and how they perceive different things. So we — if you look at the performance of the InvIT with these assets, the performance has been in line and consistent to what was — has been showcased right from the time the assets were takeover by this InvIT. So…

Vipulkumar Shah

No, sir. I beg to differ because the unit is moving southward because it forces that distribution will be reduced substantially in the near future. It is as simple as that, sir. And management is not addressing that fundamental issue that how do you fill that gap.

Shwetank Kumar

Vipulji, your all the points are very well taken, but kindly appreciate the fact that all these facts were published in our offer document, final offer document and we can assure that whatever projections we gave in our offer documents filed with SEBI for your consumption and the regulatory consumptions are being maintained. It is only — I mean look it from the perspective that we issued the units at INR100, we already have paid more than INR40, INR40.50. So logically, the price should have been INR60 or sub INR60, but it is still 87 odd. So there is still premium. So debating that whether this swing — I mean this product per se is not equity.

We have to be very, very fundamentally clear about it. Why the price shot up from INR100 to INR140 is — it was not something which was in our hand. And why the price has fallen from INR100 to INR87, INR86, INR85, INR83, is also not in our hand. What is in our hands is maintaining the assets, maintaining the cash flow which we are doing. However, the point well taken for the growth perspective, there has not been any growth since ’21 until ’24, that’s a fact. And rest assured we are seriously pursuing on the growth part. Hopefully, there will be something good to break to the unitholders in the times to come. That is only I can submit sir.

Vipulkumar Shah

Yes, sir, that is only our expectation that take care of growth, price will automatically move-up. That is our only submission. And regarding your — your argument that we have received 40 — so sir, you have to calculate interest also annual interest, it is more than three years, right? So you yourself AAA-rated, still you are paying INR8.5 to INR9. So that argument is not valid. Anyway, we essentially I don’t want to be in the argument, please look after growth, price will automatically recover. That’s my only humble request, sir.

Naveen Srivastava

Vipulji, I just want to add into that. Really, yes, we are also concerned. Because I just want to add certain data, which is you have seen the NEP plan, October 24. It is telling that INR9 lakh crores are going to be invested in transmission sectors. So this is clear cut is that these are going to come, and it was also states are going to monetize their assets. These are also areas that in the transmission sector, also, there are areas where we all start — we’ll see that. We’ll move into that. And of course, we are with you, and we will see that your points are well taken.

Vipulkumar Shah

Thank you very much, sir. Last one small clarification. With the acquisition of 26% of this four SPVs, how much our DCF will increase annually?

Naveen Srivastava

This reply we have already given last-time also, there will be a not major but nominal — this is a normal increase in NDCF that I can say that way.

Shwetank Kumar

Because in the previous question, I think the Chairman had given a very detailed reply to this. If you want, we can repeat that.

Vipulkumar Shah

Okay, sir. Thank you so much.

Naveen Srivastava

Thank you.

Operator

Thank you very much. The next question is from the line of Aniruddha Arondekar who is an individual Investor. Please go-ahead.

Aniruddha Arondekar

Sir, when I look at your valuation report, the calculation for weighted-average cost-of-capital mentions that one internal rate of debt or loans to the SPVs, which is around like 14% or 16%. And then considers another post-care — post debt — first tax debt rate, which is around 6.75%. So there is no clear description or a rationale given for this jump. So can you throw a light on this or is it — I have to put this question to I think to the valuer. Another question is that if the approval for unit holders for this 26% sales, what is then happens? Since unitholders approve this 26% acquisition. Thank you.

Shwetank Kumar

So we didn’t get your second question regarding 26%, what is it, sir?

Aniruddha Arondekar

So if the approval acquisition approval doesn’t go through. You told on, you didn’t approve the acquisition. What happens then?

Shwetank Kumar

Nothing, the deal will not go through. As simple as that. We’ll continue to own 74% of the sponsor…

Naveen Srivastava

Sorry, sir. In that case, we don’t have to acquire this remaining 26%, right?

Shwetank Kumar

Yes. We will not be able to acquire.

Aniruddha Arondekar

Okay. Okay. And sir, regarding the first question?

Shwetank Kumar

Yes. I mean in the valuation report, I mean, the actual debt downstream from InvIT to the SPV is at the rate of 14.5%, this is the part of the restructuring exercise that has been done. But what value add has done, that it has given a notional cost of debt, post-tax 6.75 odd something.

Gaurav Malik

Reduction tax of 25% we will get the benefit of [Indecipherable]

Shwetank Kumar

So the valuer generally calculates WACC in an idealistic manner. So this is while cost calculating the cost of equity also, it takes certain assumptions, which are in line with the market practices. But it may differ or they are subjective. The two persons may have two point of views regarding the same concept. In the same manner, the valuer assumed post-tax cost of debt of 6.23%. So this is what the valuer felt will be — or could be the rate at which the SPVs can borrow.

Aniruddha Arondekar

Okay, but there is no benchmark or reason given why the jump from 13 points something to 7.5 because for other calculations like cost of utility, there are certain assumptions. But for best, there is no rationale given because this weighted-average cost-of-capital, at least on paper affects our value, right? So I expect now a little bit more explanation why that jump because ultimately it affects NAV…

Shwetank Kumar

Just give me one minute Anirudh ji,

Aniruddha Arondekar

Okay.

Shwetank Kumar

So in the valuation report, it has written that in order to arrive at the fair value of the enterprise. We have considered this — that means the cost of debt is 6.23 as post-tax cost of debt for the company as a reasonable basis in normal course of business without posing any advantage or disadvantage due to special arrangement. So what the valuer is saying that 14.5% is something for the restructuring part. So in a normal course of business basis what he has observed in the other kind of companies, the real cost of tax should be around this 6.23 post tax. So what kind of reasoning other than this do you want? I mean maybe we can connect off-line and maybe we can communicate your thought processes to the valuer.

Aniruddha Arondekar

Okay. So thank you. So how this goes through? If I want to connect offline, how should I do it? I don’t know the procedure.

Shwetank Kumar

So there is a mail ID given on our website, investors…

Aniruddha Arondekar

Okay. Got it.

Shwetank Kumar

So there is a mail ID given on our website, investors. You can write over there and that mail that will be landing to our compliance officer, and he can accordingly arrange for a call or something.

Aniruddha Arondekar

Okay. Thank you. Thank you, sir.

Shwetank Kumar

Thank you.

Operator

Thank you very much. We’ll take that as the last question. I now hand the conference over to the management for closing comments.

Naveen Srivastava

Thank you very much, everybody, especially Mohit Kumar and your team. And also a heartful thanks to all the participants for joining us through this call. We generally value your active involvement in PGInvIT’s earnings calls and we eagerly anticipate continued interactions with our investors through these calls. As PGInvIT, we remain committed to provide consistent, stable and visible returns to our valued unitholders. Once again, I, on behalf of my whole team, express our deep gratitude and anticipate that your ongoing support and confidence in our PGInvIT. Thank you very much.

Operator

[Operator Closing Remarks]

Related Post