m & a valuation_jet sahara
TRANSCRIPT
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8/8/2019 M & a Valuation_Jet Sahara
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Jet Sahara Deal
Rationale/Synergies:The buyout will make the merged entity the largest domestic
private carrier, with a market share of about 42 per cent and a
fleet of 88 aircraft, including the 27 operated by Air Sahara.
The combined Jet-Sahara entity became the only private airlines
with the permission to fly overseas.
Low costs though economies of scale is expected to augment Jet's
ability to compete on price in the highly price sensitive domestic
aviation market.
Details of the deal:
Deal announced on: January 2006 INR2300 crore
Deal value: INR1450crore
Deal completed on: 21st April 2007
"A. The agreement has been executed for an all inclusive enterprise
value of around 500 million dollars for Sahara.
"B. The transaction is for an all-cash consideration.
"C. Pending confirmation of regulatory approvals, both the airlines
will continue to operate independently.
"D. Sahara India confirms that workers shall not lose their jobs and
cadres and gross emoluments will be unaffected. Upon closure ofthe transaction, based on requirements and performance, Jet
Airways shall absorb suitable employees."
Air Sahara was healthier than many other companies. It was sitting
on more than Rs 500 crore of promoter funding, including equity of
Rs 236 crore, preferential shares of Rs 50 crore, and group loans of
Rs 250 crore. Most other promoters put in about Rs 40-50 crore.
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Why the deal fell through initially?
The policy related to mergers and acquisition in the aircraft
industry did not clearly specify the terms of transfer for
airport infrastructure. The guidelines though clear on parking
bays and landing slots, did not specify the status of aircraft hangars,
check-in counters, cargo warehouses, passenger lounges and other
such airport facilities.
Also,Jet Airways enthusiastically overvalued Air Sahara, and
later wanted a discount on the original price (20 to 25
percent). This is typically a case of overvaluing a company whose
business model was not robust.
Did the deal lead to a monopolistic situation?
Although the scale of the combined airlines currently puts Jet in a more
advantageous position to drive the market economies, the situation is far
from being monopolistic.
With the passenger traffic growth projected at 40 per cent, there
continues to be a gap in the available seat capacity.
One also needs to consider the might of the merged nationalcarriers, which account for the other one-third share of the domestic
aviation market and would provide direct competition to the merged
Jet Airways.
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Legal/Procedural tangles:
A government policy issued in April 2006 provided that only flying time
slots and parking rights were transferable in case an airline was bought
over.
It means that Sahara's maintenance facilities space, commercial spaces at
airports such as airport counters and lounges belonging to AAI or GMR and
GVK group in Delhi and Mumbai airports would not get transferred
automatically to Jet by virtue of merger.
Jet will have to negotiate with all of these airport operators for these
facilities.
Further, in view of the huge ongoing capital expenditure by these airport
operators and available flexibility to charge for commercial spaces, Jetmay have to pay more than Sahara for these commercial spaces.