SSIF - Dec 2024
SSIF - Dec 2024
Portfolio Investment 56 26 14
Investment Exits 28 13 12
No. of Funds 2 2 3
6
SSIF – Investment Strategy
• ISAF III Fund closed in Mar’24 at ~ INR • RE deals in ISAF-III performed well, target • Less than 100 Cr. deals
11,000 Cr overflow from ISAF III • Target mid-size corporates
• Target overflow of large ticket sized deals • Deals available at high yields with strong • Co-investment with ARCs
of ISAF III risk adjustment • Opportunistic secondary equity
Investment across Deal Tenor Collateral Cover Target Gross deal IRR
Debt & Equity 36-48 months >1x 23-25%*
An estimated addressable market opportunity of INR 25,000 – 30,000 Cr exists across four investment strategies
* IRR in INR terms comprising coupon, redemption premium along with back-ended upside or equity for primary financing Strictly Private and Confidential 7
1. Special Sits Overflow Deals
EAAA Special Situations Funds witness Co-investments across EAAA Special Situation Deals Amount In INR Cr
opportunistic overflow of large ticket size deals
at regular intervals
1,360
350
1,590
Thes Funds invest based on risk approvals,
1,161
1,000
sector, and borrower concentration limits, 89
880
310
creating surplus for co-investment 230
1,200
343
150
310 585
680
245
450
440
430
150 114
280
Other domestic and global funds have invested Cement Steel Real Bank Road Real Steel Paper Steel Telecom Cement
~7,450 Crs in our Special Situation deals Estate Portfolio Estate Infra
EAAA Hold Co-investments
We intend to bring this overflow opportunity for investing to our domestic clients through the SSIF Fund
• More than INR ~75,000 Cr. deployed in Special Situations Delay in Project
Approvals Key approvals received
Approvals
Transactions in RE over last 3 years
Financial closure with funding
• Opportunity to co-invest in other special situations funds and Construction No financial closure
and sold receivables
platforms, participate in overflow from ISAF III Developers with strong brand
Future Sales Sales Risk
recall
Evaluation of risks through a
Special Situation Transactions in RE Space Promoter Poor promoter conduct
name clearance framework
INR Cr
Company Turnover < INR 250 Cr INR 250 – 1,000 Cr > INR 1,000 Cr
Classification of Debt Performing Banks/ NBFCs Performing Banks/ NBFCs / Private Credit Funds
Typical Finance Providers Special Sits SSIF Special Sits Global & Domestic Special Situation Funds
Target Mid-segment Companies with deal sizes < INR 100 Crs through
Source: Probe42; EAAA Alternatives Estimates (basis ~23,000 companies listed in Capitaline (excluding finance companies))
Strictly Private and Confidential 10
SSIF – Portfolio Construct
C Collateral 1x – 2x ~ 1.33x
12
A rigorous and disciplined investment process…
Collateral
Name Clearance • Valuation, Liquidity, and Enforceability
Amit Agarwal
Head – Private Credit Strategy
Investment team members have an association with Edelweiss Group of nearly 10 years
• 23+ years of experience in stressed • Has over 21 years of investment • 23+ years of experience across
assets investments, origination, experience. Prior to joining the corporate banking, distressed assets,
transaction structuring, turnaround & Edelweiss special situations fund, structured credit, private equity and
asset reconstruction worked as an Investment Director at credit rating
• Core member of Edelweiss stressed SSG Advisors, also worked with • Done deals in the infrastructure,
asset investment business since its Lehman Brothers as Vice President healthcare, hospitality, media and real
inception and is credited with several Asia Special Situations Group. estate sectors
large & marquee investments as well • Holds an MBA (Finance) from IIM,
as successful exits Calcutta, and B-Tech. (Electrical
Engineering) from IIT, Kanpur
6 years from date of Initial Close (Extendable by 1+1 years). Average expected holding period of 3-4years.
Nature of Income to be considered as Interest Income, Business Income and Capital Gains. Please refer to fund tax note for more details
Taxation
and further consult your tax advisors
Compensating Contribution Post Initial close, additional amount will have to be paid above the fund drawdown amount as per Clause 7.2.2 of Contribution Agreement
Above mentioned terms are only Key Terms. Please refer to the Private Placement Memorandum (PPM ) for complete details.| ^ in case of SR transactions through ARC, ARC will additionally charge their deal expenses for using ARC vehicle | *Management Fees will be
charged on commitment amount during the commitment period and post commitment period, the fee will be on net invested capital | GST will be applicable - up and above the management fee and fund expenses.
19
Special Sits Overflow - Investment in a Cement company (Exited)
▪ Fund had the opportunity to refinance debt of standalone cement business (post demerger) and to Overflow to Investors INR 1,376 Cr
solve for working capital gap created from funding loss making business
IRR 26.7%
▪ Considering large deal size, Fund Co-invested along with two other investors (1/3rd share each).
Resolution / Exit Strategy
Investment Thesis
▪ Improved working capital position by stipulating covenants on
Attractive Sector Long-term growth with favourable tailwind of infra spend net current assets
▪ Deleveraging path through debt to EBITDA covenants
Attractive entry EV Entry EV of $35-36/tn; cover of ~2.1x @ $75 / tn
▪ Implemented strict cash-flow control to bring discipline and
Single location >5 MTPA integrated facility with proven long-term mining enable operational turnaround
Integrated Asset
reserves
▪ Exit achieved through refinancing in Feb-24
EBITDA growth potential Correcting operational inefficiencies, transportation mix and market mix
Key Highlights
▪ Regular cashflows were ensured on the back of improved profitability; Company prepaid few installments by monetizing noncore asset.
▪ Majority of OCDs were redeemed in Jan-22 (against maturity of Aug-22) from funds raised by rights issue; balance OCDs redeemed in Aug-22.
▪ NCDs were refinanced in Feb-24 (against maturity of Feb-26) on the back of a strategic sale.
▪ Fund decided to consider only ~50% investment considering the risk involved and sold ~50% to Overflow to Investors INR 235 Cr
a large global investment firm Realized IRR 19,4%
▪ INR 475 Cr priority funding disbursed for project completion (1) INR 392 Cr by the fund (INR
152 Cr down sold to co-investor), (2) INR 83 Cr by co-investor Resolution / Exit Strategy
Investment Rationale
▪ Priority financing under a court approved resolution plan.
Marquee Asset Marquee asset in the heart of Mumbai having good saleability ▪ Entire Investment amount utilized towards working capital for project
completion including INR 75 Cr disbursed in peak COVID-19 period.
Collateral
3x gross collateral cover at Entry on Investment Amount ▪ Exit through project cash inflows
Cover
NCLT Approved NCLT approved funding having priority charge over cash flows of the company
Key Highlights
• Replacing L&T – the litigating RCC contractor with Capacit Projects for completion of balance RCC works;
• Active and close monitoring of construction during the investment tenor of ~5 years
• In absence of developer led sales efforts, actively worked with sales team for improved sales and marketing efforts to fast track sales. Spearheaded the retail area tie up with
Westside, Pantaloons, others and eventual pre-leased sale.
Strictly Private and Confidential 21
Special Sits in Real Estate - Leading RE Developer from Bangalore (Exited)
• All projects in well-established & growing micro markets ▪ Construction recommenced in full swing post funding across 3 projects
Project Profile
• Balance cost fully funded by working capital and sold receivables ▪ Exit through cash inflows from existing projects and land sale in worst
case
Collateral cover of ~5x comprising of ~2.5x cover from projects & 2.5x from land
Collateral Cover ▪ 77% overall aggregated repayment from projects and planned land sale,
parcels on ‘as is where is’ basis
23% from refinance.
Controlled transaction with 100% debt control and having sole and exclusive charge on
Complete Control
projects and land parcels
Key Highlights
▪ Post Tranche I funding, company sold 2.2mn sqft. with sales value of INR 1,140.8 Cr & collected INR 732.6 Cr laying out the foundation for further tranche funding.
▪ The transaction helped in improving the Group perception aiding its other projects also, thereby providing a win-win situation for all stakeholders
▪ Company was able to refinance the residual high-cost ISAF III exposure of INR 372 Cr by ~12% bank debt in Aug-24 thereby effecting a full turnaround
▪ 64% Debt Reduction for the Group. Peak group debt of ~INR 3,800 Cr in 2023 currently reduced to net debt of less than ~INR 1,400 Cr (aided by timely working capital infusion for project
launches and Group asset sale
Strictly Private and Confidential 22
Special Sits in Real Estate - Debt Acquisition for Operating IT Asset (Exited)
▪ Ballooning of outstanding debt due to Covid related delays in leasing led to debt defaults
▪ Balance sheet issues of existing Lender to hold on the NPA assets led to secondary sale of
exposure at discount
Collateral Quality collateral cover of 1.64x on a 90% leased Grade A Tech Park. ▪ Exclusive first charge on the Tech park including escrow of lease rentals
Cover Land freehold and fully acquired. Asset fully complete and operational. ▪ Running Cash yield of 13.5% from NOI of leased building plus upside on
sale of asset
Attractive
Attractive yield of 13.5% on proposed buyout price ▪ Exit envisaged through sale of asset under a negotiated settlement.
Entry Price
Complete Controlled transaction with 100% debt control and having sole and exclusive
Control charge on assets and cash flows of operational IT Tech Park
Key Highlights
▪ Debt Acquired at 58% discount to total dues and at a 13.5% entry yield
▪ Post acquisition of debt, entered into a negotiated settlement of debt through sale of asset with the company in 8 months
Strictly Private and Confidential 23
Corporate Turnaround - IMFL Player
Improving performance
Company performance on the upswing; improving volumes and ▪ Part of debt converted to equity to bring debt to a sustainable level.
selling prices
▪ Company reduced debt via operational cash flows and equity fundraise
Company raised equity of INR 1,260 mn via issuance of equity ▪ Balance debt refinanced by a private bank.
Equity raise
and convertible warrants.
▪ Volumes improved to ~11 mn cases this year from 5.5 mn cases in FY 21
On path to fully repay debt. Significant upside potential if
Upside potential ▪ EBITDA improved to INR 2,000+mn. Company turned net debt free.
company’s upswing in operations continues
Key Highlights
▪ Company’s EBITDA improved 4x+ post restructuring. Operational cash flows utilized towards debt reduction and strengthening balance sheet.
▪ Equity raise enabled company to focus on its marketing efforts and enhancing its team, further aiding sales volumes.
▪ Post restructuring, Company’s equity price improved 20x+ from debt equity conversion price as a result of uptick in Company’s operations.
▪ Realized returns till date of 47% IRR due to significant Turnaround and equity exposure. Fund still participating in upside by holdings a ~1.5% equity stake.
Strictly Private and Confidential 24
Corporate Turnaround - Secondary Steel Producer (Exited)
Favorable steel demand-supply due to strong urban and ▪ Strict Monitoring: Implemented strict cash-flow control to bring discipline &
Strong Underlying Business enable operational turnaround.
infra push
Attractive debt settlement Lender’s debt settled at 36% of principal dues ▪ Working Capital Support: Provided working capital support by extending
moratorium on servicing during Covid-19
Control on debt stack &
83% share in debt, remaining debt restructured ▪ Exit: Exit achieved through operational cash flows and refinancing of balance
revival plan
debt through low cost bank funding
Company paid INR 190 Crs to lenders over 2 years from
High Promoter Contribution
FY18 to FY19
Key Highlights
▪ Exit achieved through operational cashflows and refinancing
Vibhor Gujarati
Head - India Coverage, EAAA Alternatives
▪ One of the key founding members of the EAAA India Alternatives.
▪ In his 12+ years at Edelweiss, he has been instrumental in raising funds across broad asset
classes such as infra yield, CRE yield, special situations, stressed credit, core & performing
credit, real estate credit, as well as private equity.
▪ He has ~24 years of experience in Asset Management Business & Coverage, Fundraising,
Market Strategy as well as Alliance & Distribution across Business Partners, Family Office,
Institutions, Corporates and UHNI’s.
▪ He holds an MBA degree in Marketing and BE in Mechanical Engineering.
**As per SEBI Master Circular SEBI/HO/AFD-1/AFD-1-PoD/P/CIR/2024/39 dated May 07, 2024, notifying mandatory performance benchmarking of Alternative Investment Funds (AIFs), CRISIL AIF
Benchmark - Cat II (INR) are as follows:
Returns refer to post-expense, pre-carry, pre-tax values. Kindly note, that data provided by CRISIL is only till 30th September, 2023 and 59 Schemes mentioned in the benchmark report includes all
category II AIF’s in equity & debt asset class, disregarding the strategy and objective of each Category II AIF.
This presentation is being issued by EAAA India Alternatives Limited (“EAAA”) (formerly known as Edelweiss Alternative Asset Advisors Limited) on a strictly private and confidential basis to you and a limited number of other sophisticated investors to explore the investors’
interest with respect to the Special Situation India Fund (the “Fund”), a scheme of Special Situation India Trust, to be registered with the Securities and Exchange Board of India as Category II Alternative Investment Fund. The AIF is not categorized as special situation funds
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