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BTSGIF: Bts Rail Mass Transit Growth Infrastructure Fund | Annual Report

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BTSGIF: Bts Rail Mass Transit Growth Infrastructure Fund | Annual Report ANNUAL REPORT 2013/14 BTS Rail Mass Transit Growth Infrastructure Fund BTSGIF BTSGIF ANNUAL REPORT 2013/14 ANNUAL REPORT 2013/14 BTSGIF BTSGIF 03 ANNUAL REPORT 2013/14 ANNUAL REPORT 2013/14 Table of Contents 1.0 Introduction 04 1.1 Messages from the Management Company 05 1.2 BTSGIF at a Glance 06 1.3 Key Figures 08 2.0 BTS SkyTrain System and Outlook 10 2.1 The BTS SkyTrain Core System and Extension 11 2.2 Business and Industry Overview: Mass Transit 12 3.0 BTS Rail Mass Transit Growth Infrastructure Fund 21 3.1 Fund Overview 22 3.2 Name List of Infrastructure Asset Manager 25 3.3 Management Structure of the Fund 26 3.4 Details of Asset of the Fund 27 3.5 Details of Infrastructure Asset Invested by the Fund 28 3.6 Details of Investment in Infrastructure Asset 29 3.7 Details of Sale of Infrastructure Asset 30 3.8 Details of Loan of the Fund 31 3.9 Total Expenses as Collected from Infrastructure Fund 32 3.10 List of Related Persons Having Transactions with the Fund 33 3.11 List of Soft Commission 34 4.0 Financial Information and Others 36 4.1 Management Discussion and Analysis 38 4.2 Dividend Payment History 40 4.3 List of Major Unitholders 41 5.0 Third Party Report 42 5.1 Auditor Report and Financial Statements 43 5.2 Fund Supervisor Report 63 6.0 Fund Manager: BBL Asset Management Company Limited 64 6.1 Company Profile 66 6.2 Achievements and Awards 68 BTSGIF BTSGIF ANNUAL REPORT 2013/14 ANNUAL REPORT 2013/14 1.0Introduction 1.1 Messages from the Management Company 1.2 BTSGIF at a Glance 1.3 Key Figures BTSGIF BTSGIF 05 ANNUAL REPORT 2013/14 1.1 ANNUAL REPORT 2013/14 Messages from the Management Company To Unitholders BTS Rail Mass Transit Growth Infrastructure Fund BBL Asset Management Company Limited (“the Management Company”) would like to submit the Annual Report for the performance of BTS Rail Mass Transit Growth Infrastructure Fund for FY2013/2014 to all unitholders. For the Fund’s performance for FY2013/2014 (17 April 2013 - 31 March 2014), the Fund had total income of THB 3,808.58 mn, total expenses of THB 455.57 mn and net investment income of THB 3,353.01 mn. The Fund had announced the dividend payments for 4 times, totaling of THB 0.579 per unit or a total of THB 3,351.25 mn. The fund had amortization of issuance costs of THB 353.81 mn or equaled to THB 0.061 per unit which BBLAM will pay aforementioned amount in the form of capital reduction. As of 31 Mar 2014, the Fund had net asset value of THB 65,104.51 mn, or THB 11.2481 per unit. For FY2013/2014, BTSGIF recognised an increase to the fair value of its investment in the net revenue purchase and transfer agreement (NRTA) by THB 1,701.00 mn (from THB 61,399.00 mn to THB 63,100.00 mn) and recognised an unrealised gain on investment of THB 1,701.00 mn. The Management Company would like to express our sincere thanks to all unitholders for entrusting us to manage your investments. Our management policy is to operate the funds under our management for highest and best interest of the unitholders and good corporate governance. Sincerely yours, BBL Asset Management Company Limited 1.2 BTSGIF at a Glance BTS Rail Mass Transit Growth Infrastructure Fund Infrastructure Funds have successfully come to fruition (BTSGIF), the first infrastructure fund in Thailand, as a result of the Thai government’s initiative, supported was established on 17 April 2013 with the corporation by the Thai Securities and Exchange Commission, the between BBL Asset Management Co., Ltd. and BTS Stock Exchange of Thailand, relevant tax authorities Group Holdings Public Company Limited (BTSG). and other supervisory bodies. In order to support the With the initial fund size of THB 62,510.4mn, this funding and development of the nation’s infrastructure issuance is considered the largest private sector initial plan, this new vehicle category was established to allow public offering in the history of Thailand’s capital market, and encourage broader investor access to infrastructure and BTSGIF was able to invest in the rights to receive investments. Infrastructure funds benefit from corporate net farebox revenues to be generated from the operation tax exemption for the duration of the fund, exemption of the core BTS SkyTrain network from Bangkok Mass on income tax on dividends for individual investors for Transit System Public Company Limited (BTSC). 10 years since the inception date of the Fund (subject to certain restrictions) and must distribute a minimum Following a 2-year transaction development period and of 90% of adjusted net profit. an extensive cornerstone marketing process, the IPO was well-received by the market. Institutional demand The transaction arms BTS Group with a significant was more than 25 times oversubscribed and attracted a cash balance that will be earmarked to bid for new high quality order book including some of the world’s extension lines and future growth of BTS Group’s mass most respected ‘long only’ investors. There were over transit business. At the same time, BTSC remains the 56,900 retail applicants, more than any other IPO in exclusive operator of the Core Network. BTSGIF will Thailand. BTSG was the largest single subscriber, taking benefit from the future expansion as the new lines will one third of the total 5,788mn units. feed more passengers to the existing Core Network. In its first fiscal year, BTSGIF has also delivered results above the original projections. More details can be seen at www.btsgif.com 07 Awards of Success: In 2013/14, BTSGIF won 6 international level awards from 5 entities as follows: 1 2 3 4 5 FinanceAsia The Asset Triple A AsiaMoney International Asian Legal Business Achievement Regional House and Awards 2013 Financing Review SE Asia Law Awards 2013 Deal Awards 2013 (IFR) Asia Awards 2014 Awards 2013 Date : 9 December 2013 Date : 12 December 2013 Date : 9 February 2014 Date : 19 February 2014 Date : 29 May 2014 Presented by Presented by Presented by Presented by Presented by Notes: In recognition Notes: In recognition Notes: In recognition Notes: In recognition Notes: In recognition of the best IPO in Asia of the best equity deal of the Country Deals of the Regional Equity of the Equity Market in 2013 in 2013 of the Year: Thailand Issue of the Year and Deal of the Year Thailand Equity “We feel that BTSGIF “Each year AsiaMoney Issue of the Year stands out as the most chooses the standout innovative IPO this capital markets “BTSGIF’s IPO of year and the one that transaction from THB 42bn (USD looks likely to have 1.3bn) was Thailand’s each major country the biggest impact largest private-sector in ex-Japan Asia. In on the equity capital float and its first Thailand BTS makes markets long-term. infrastructure fund, As the first infrastructure several records with opening an entirely fund in Thailand, it the initial public new market and offers investors a offering of an deepening the region’s combination of stable infrastructure fund capital markets.” returns, high dividend based upon the “This deal also put yields and strong revenues of the Thai IPOs on the map growth, while giving Bangkok SkyTrain.” for global institutional the country’s investors, proving that infrastructure (Source: AsiaMoney) jumbo deals were providers a chance to possible in another monetise part of their South-East Asian assets to finance market.” future build-outs.” (Source: FinanceAsia Achievement (Source: IFR ASIA REVIEW OF Awards 2013 by FinanceAsia Editors, THE YEAR 2013) 9 Dec 13) 1.3 Key Figures FINANCIAL PERFORMANCE 1Q 13/14 2Q 13/14 3Q 13/14 4Q 13/14 FY 13/14 THB mn Total Income 781.81 1,041.16 984.93 1,000.68 3,808.58 Total Expenses 100.73 125.69 119.06 110.09 455.57 Net Investment Income 681.08 915.47 865.87 890.59 3,353.01 IncreaseTHB mn in Net Assets resulting from Operations 1,182.11 1,315.43 1,266.07 1,290.39 5,054.01 BALANCE SHEET (As of 31 March 2014) Investment in NRTA Total Asset Total Liabilities Net Asset Value NAV per Unit THB mn 63,100.00 65,184.40 79.89 65,104.51 11.2481 BTS’s HISTORICAL QUARTERLY RIDERSHIP BTS’s HISTORICAL QUARTERLY AVERAGE FARE +4.7% +6.5% +6.0% +2.4% +1.1% +0.9% +1.6% +0.6% -1.2% -1.6% 51.1 50.3 53.5 53.9 57.1 24.7 25.3 26.5 26.8 27.1 4Q 12/13 1Q 13/14 2Q 13/14 3Q 13/14 4Q 13/14 4Q 12/13 1Q 13/14 2Q 13/14 3Q 13/14 4Q 13/14 Total Ridership (mn trips) Ridership Growth (%) Average Fare (THB/trip) Average Fare Growth (%) 09 4Q 12/13 1Q 13/14 2Q 13/14 3Q 13/14 4Q 13/14 4Q 12/13 1Q 13/14 2Q 13/14 3Q 13/14 4Q 13/14 BTS SkyTrain System 2.0and Outlook 2.1 The BTS SkyTrain Core System and Extension 2.2 Business and Industry Overview: Mass Transit 2.1 11 The BTS SkyTrain Core System and Extension The BTS SkyTrain Core System and Extension currently consist of two operating lines with a combined total of 34 elevated stations (including 6 stations connected to the Silom Line phase 1 extension and Silom Line phase 2 extension and 5 stations connected to the Sukhumvit Line extension), one of which is an interchange between the two lines, as follows: • Core Sukhumvit Line and Sukhumvit Line Extension.
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