
SingTel - Expanding Its Economic Interests
- We are slightly positive on Singtel’s latest three pronged deal to acquire Intouch and Bharti from Temasek. The transaction:
- Raises the economic interests in two key associates;
- Does not impinge on takeover rules; and
- Is marginally EPS accretive, based on our estimates.
- Our TP adjusts to SGD4.11 (from SGD4.00, 2% downside) after incorporating the higher effective stakes for AIS and Bharti in our SOP valuation.
- Reiterate NEUTRAL. Share price will nonetheless be supported by the placement to Temasek at SGD4.16.
Acquiring 21% of Intouch and 7% of Bharti from Temasek for SGD2.5bn.
- Singtel had planned to raise its effective stake in AIS (ADVANC TB, BUY, TP: THB205) in 2014 but was possibly caught in a bind due to the political fallout in the country then.
- We believe the deal is timely with political risks in Thailand having receded (recent referendum confirming the Junta’s popularity) alongside Temasek’s desire to monetise/streamline some of its investments. The three-pronged contemporaneous deal is expected to close by 1Q17.
Two-thirds equity funding-acquisition is marginally dilutive to earnings.
- Singtel will fund 65% of the purchase consideration via a share placement (385m shares) to Temasek at SGD4.16 (raising SGD1.6bn) and the remainder via a combination of short-term debt and internal cash.
- Valuations of the assets are fair, in our view, at 15.4x FY17F EPS for AIS and implied 10.8x FY17F EPS for Bharti.
- Temasek’s stake in Singtel will rise to 52.3%, from 51.1% post the share placement.
- Adjusting for debt, the enlarged share base, higher associate contributions and deal completion in 1Q17, we estimate marginal FY17 EPS accretion of 1.8% and 2.2% for FY18, all else being equal.
No ‘look through’ – not triggering any takeover offer.
- Management has confirmed that the acquisition of Intouch (INTUC TB, NR) does not encroach on takeover guidelines, despite Singtel having a direct 23.3% stake in AIS. We understand Thai takeover rules do not observe the ‘look through’ policy, hence deemed interests are not defined as part of the 25% trigger for a general offer.
- Post-acquisition, Singtel’s effective stake/economic interest in AIS/Bharti rises to 31.8%/36.3% from 23.3%/32.9%.
Credit rating taken into account, financial flexibility maintained.
- Reaffirming that the deal does not compromise its dividend payout guidance (60-75% of core earnings), Singtel said funding options have factored in:
- The group’s credit rating;
- The need to maintain a certain level of financial flexibility; and
- Capital management opportunities.
- We estimate Singtel’s net gearing would rise slightly to 0.32, from 0.31 in 1QFY17 (Mar) post acquisition while net debt/EBITDA increases to 1.1x (from 1.0x in 1QFY17).
- Management continues to evaluate opportunities to raise its stake in other associates, including the option for majoirty control.
Singapore Research Team
RHB Invest
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http://www.rhbinvest.com.sg/
2016-08-19
RHB Invest
SGX Stock
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4.11
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4.000