KPIT Technologies
BSE SENSEX
36,034
S&P CNX
11,050
30 January 2018
Company Update| Sector: Technology
CMP: INR219
TP: INR250 (+14%)
Neutral
KPIT to merge with Birlasoft, demerge Engineering
Stock Info
Bloomberg
Equity Shares (m)
52-Week Range (INR)
1, 6, 12 Rel. Per (%)
M.Cap. (INR b)
M.Cap. (USD b)
Avg Val, INRm
Free float (%)
KPIT IN
200.2
223/105
16/60/33
41.3
0.6
242.0
81.1
Merger with Birlasoft; Demerger of Engineering:
KPIT announced a merger with
Birlasoft and a subsequent demerger of its Engineering business, effectively
implying creation of two separate businesses – the combined KPIT-Birlasoft entity
and the Engineering entity. As part of the deal, shareholders of Birlasoft will receive
22 equity shares of the combined KPIT-Birlasoft entity for every nine shares of
Birlasoft.
Implied EV of ~USD200m for Birlasoft:
Share count at Birlasoft was 31.4m,
implying that the swap ratio would lead to creation of ~77m shares, 39% of current
equity base. At CMP of INR208 as on 29
th
January 2018, this implies EV of INR13b
(USD200m) for Birlasoft, after adjusting for net cash of INR3b (USD47m) on the
company’s balance sheet.
Engineering business to demerge, process to take more than a year:
Post the
merger with Birlasoft, the Engineering business will be listed and shareholders of
KPIT-Birlasoft will receive one share in the Engineering entity for every one share
held in the combined entity. The entire process is likely to take more than a year,
with the merger likely completing by end-FY19 and the demerger of Engineering
Services taking place in early FY20.
Combined entity to be ~USD500m IT Services business:
Revenues at Birlasoft are
USD140m, with an EBITDA margin of ~14%. This implies USD700m revenues for the
merged entity with a 10.9% EBITDA margin (80bp higher than KPIT). IT Services will
be ~USD500m business and Engineering Services run-rate will be USD200m+.
Financials Snapshot (INR b)
2018E 2019E 2020E
Y/E Mar
Sales
36.3 39.3
42.9
EBITDA
3.7
4.2
4.5
PAT
2.4
2.7
3.4
EPS (INR)
12.0 13.3
17.2
EPS Gr. (%)
0.8 10.5
29.1
BV/Sh. (INR)
89.4 102.6 119.8
RoE (%)
14.3 13.8
15.4
RoCE (%)
15.6 16.2
18.6
P/E (x)
17.4 15.7
12.2
P/BV (x)
2.3
2.0
1.7
Shareholding pattern (%)
As On
Dec-17 Sep-17 Dec-16
Promoter
18.9
18.9
16.7
DII
6.5
6.5
1.1
FII
50.0
48.4
57.4
Others
24.5
26.1
24.8
FII Includes depository receipts
Stock Performance (1-year)
KPIT Tech.
Sensex - Rebased
200
175
150
125
100
A positive development with potential to unlock value
Since the SaaS-ification of application offerings hurt the ERP segment, it
weighed heavily on KPIT’s Sparta and Systime acquisitions, and overall
financials have been subdued ever since. Additionally, the company has failed
to derive any material synergy benefits from cross-selling – with hardly any IT
services clients in the automotive segment and hardly any engineering clients
in other industries. The core engineering business (currently 39% of revenue)
has been growing in double-digits and has a superior margin profile (mid-teens
v/s 10% for the overall company).
Against this backdrop, we see the demerger as a positive development not only
from the point of view of unlocking the value of the attractive engineering
business, but also channelizing the bandwidths of different businesses under
separate companies and leadership.
Zinnov placed KPIT in the leadership zone for automotive engineering ratings in
2017 on its capability/scalability matrix. The demerger brings these capabilities
in limelight, and thus, harbors potential to unlock value.
Ashish Chopra – Research Analyst
(Ashish.Chopra@MotilalOswal.com); +91 22 6129 1530
Sagar Lele – Research Analyst
(Sagar.Lele@MotilalOswal.com); +91 22 6129 1531
Motilal Oswal research is available on www.motilaloswal.com/Institutional-Equities, Bloomberg, Thomson Reuters, Factset and S&P Capital.
Investors are advised to refer through important disclosures made at the last page of the Research Report.