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    Brief on Airport Privatization in India

    1 2 T H S E P T E M B E R 2 0 0 8 S H E K H A R P P H A D N I S

    A P P R O A C H

    B US I NE S S P E R S P E C T I V E

    Need for Airport Privatization in India2

    Overview on Airport Revenue and Cost Structure..4

    Public Private Participation Initiative..5

    F I NA NC I A L P E R S P E C T I V E

    Detailed Revenue Break-up and Its Drivers.8

    Charge Structure of Bengaluru International Airport (BIAL)..9

    Financial Comparison of BAA Vs AAI.11

    Our Observations12

    Annotations

    AAI Airport Authority of India

    PSU Public Sector Undertaking

    BAA Consortium led by Grupo Ferrovial (Spanish Infrastructure Company)

    AOCC Airports Operations Control Centre

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    B US I NE S S P E R S P E C T I V E

    Need for Airport Privatization in India - Recent global phenomenal in Airport

    Ownership and Airport Management Control is witnessing a Structural (not

    Cyclical) Change and Indian Airports are no exception to it.

    Reduction in Capital Allocation - Intense pressure on Airports

    profitability caused by cost cutting measures and an increased effort to

    improve load factors are forcing incumbent airport authorities to reduce

    capital allocation towards airports operating infrastructure.

    Policy Shift - Till recently, Indian Government treated Airport

    infrastructure as a mode of transportation for an elite group but now with a

    change in perception and greater emphasis on development of trade and

    tourism, government wants air travel to be made available to general

    masses.

    Congestion at the Existing Airports Liberalization in Air Travel Policy

    has triggered a significant increase in air traffic and early estimates

    suggest that air traffic will grow at more than 10% pa for next few years.

    This situation has led to a traffic congestion in some international airports

    at Mumbai, Delhi, Chennai, Thiruvananthapuram and also at some

    domestic airports like Delhi, Chennai, Bangalore, Goa, Ahmedabad,

    Cochin and Mangalore. Increased air traffic puts enormous pressure on

    the existing infrastructure by stretching the apron capacity to its limits.

    In Present World Airport Development is Treated as Ongoing

    Process- Traffic growth is a function of type and size of the air crafts

    handled by the Airport. Era of inexpensive oil has vanished and ATF

    (Aviation Turbine Fuel) prices have escalated to the roofs. Effective

    solution to this problem has instigated the demand for newer passenger

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    planes with different capacities and varied ranges in order to meet the

    requirements of complex route structure. All the airlines across the globe

    have announced fleet expansion plans with a sole objective of bringing

    down the cost per seat/kilometer while catering to increased demand. This

    development has a direct implication on the current state of the airport

    infrastructure and its ability to handle incremental capacity. Initial reports

    indicates that Indian Aviation sector requires approximately INR260,000

    million of capital investments by way of purchasing new aircrafts,

    replacement of old fleet, modernization of airports and up-gradation of

    navigation/communication infrastructure. Now, modernization and up-

    gradation of airport infrastructure in India is a headache for AAI (Airport

    Authority of India), as it owns and manages 126 airports and 26 civil

    enclaves at defense airfields. AAI also, provides air traffic services over

    the entire Indian airspace and adjoining oceanic areas. Such a mammoth

    of investment is unviable business proposition for Government and to

    make this as a lucrative business opportunity for private investors

    Government needs to change its style of running an airport from

    Traditional to Commercial.

    Transition form Traditional Airport Model To Commercial Model

    Under the Traditional Airport Structure ownership

    and management largely stayed with the

    Government and management was controlled by

    Governmental authorities like Ministry of Transport,

    Civil Aviation authorities etc. Airport's revenue

    generation capability was linked only to its

    Aeronautical OR Non-Commercial Operations and

    Airport's mission included providing services to its

    direct customers like Airlines, Passengers, and

    Freighters. Most of the Airport's from Canada wererunning on this model before 2000. Even today, few

    Airports can be found in China and Papua New

    Guinea which are running on traditional model style.

    Under Commercial Model two prime sources of

    revenues are identified; Aeronautical OR Non-

    Commercial and Non-Aeronautical OR Commercial.

    Main mission statement of this type of Airport is

    nothing but profit maximization by all possible

    means. This type of Airport Model requires great

    shift in Ownership and Management Control from

    hands of Government to Private investors. In all

    modes of airport privatization in India retention of air

    traffic control is with the Government of India as airtraffic is an important function of National Security.

    Commercial Model of Airport caters to wider

    spectrum of customers including employees,

    visitors, local communities, local businesses and

    local industries.

    Traditional Model Commercial Model

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    Overview on Airport Revenue & Costs StrucOverview on Airport Revenue & Costs StrucOverview on Airport Revenue & Costs StrucOverview on Airport Revenue & Costs Structureturetureture

    3 Point Revenue AND 3 Point Cost Structure

    We believe it is important to understand the Revenue and Cost structure of an

    Airport, irrespective of the Airport Model (Traditional OR Commercial). Pay User

    Concept is an important, simplified and contemporary function which identifies

    three end users who consume almost all services provided by the airport.

    3 Point Revenue Structure - Pay User Concept

    Identification of users and how much they are willing to pay is the key

    determinant of Airports funding process. Pay User Concept covers all possible

    revenue generating opportunities that an Airport should earn. These three broad

    categories are as follows:

    Non-Aeronautical (Commercial)

    Revenue

    Airlines Passengers Ground Tenants

    Runway

    landing &

    take-off charges

    Aircraft parking

    charges

    Airbridge

    charges

    Cargo

    Passenger service

    charge

    Airport security

    charge

    Retail revenue (from shops, catering,

    foreign exchange vendors etc.)

    Car parking & car rental

    Advertising

    Concession

    Other non-aeronautical (consultancy,

    visitor & business services, propertydevelopment etc.)

    Recharges (for gas, water, electricity

    etc.)

    Aeronautical (Non Commerical)

    Revenue

    3 Point Cost Structure

    Distinct from the revenue reporting standards (segregating Aeronautical

    revenues versus Non-aeronautical revenues) there is no specific guide line for

    reporting operating costs. We believe that its simple to identify all operating

    costs under three broad categories as follows:

    Labour Capital

    Broad Classification of Operating Costs

    Other Operating Costs

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    PublicPublicPublicPublic----Private Partnership (PPP)Private Partnership (PPP)Private Partnership (PPP)Private Partnership (PPP) IniIniIniInitiativetiativetiativetiative

    Need for privatization throws light on Indian Governments inefficiencies to raise

    the standard of existing airport infrastructure at par with international levels. PPP

    is a correct initiative to bridge the resource gap between the huge capitalinvestments required to meet the growing demand and also, to improve upon the

    managerial and operational efficiencies across entire Air Service Spectrum. The

    existing legislative framework (The Aircraft Rules, 1937) is very conducive for

    privatization process and allows Central Government, Public Sector Undertaking

    (PSUs), State Governments, Urban Local Bodies, private companies, individuals

    and joint ventures involving one OR more of the above to own and manage

    airports in India. In some high cost projects like developing a Aerotropolises

    (covered later in detail under financial perspective non-aeronautical revenues)

    Government has recognized a need of bilateral cooperation with other countries

    in order to bring in requisite expertise and financial muscle to complete such

    projects. Foreign participation in such case is allowed upto 74% with an

    automatic approval and 100% under special circumstances.

    Bengaluru International Airport Limited (BIAL) Shareholding Aug08

    Unique(Flughafen

    Zrich AG) -

    Zurich Airport,

    Switzerland

    Larsen & Toubro,

    India

    17%

    Airport Authority

    of India (AAI)

    13%

    KSIIDC (Agencyowned by

    Karnataka Sate

    Govt.

    13%

    Siemens Project

    Ventures,

    Germany

    40%

    Government has kept an option open with respect to which type of PPP model

    should be adopted with respect to the privatization process that too on case by

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    case basis. So far Government has signed four agreements; two under

    Greenfield development process (Bengaluru and Hyderabad) and remaining two

    under Brownfield process (Delhi and Mumbai). De-risking of airport business

    requires huge plots of land to built sustainable flows of revenues from Non-

    aeronautical (Commercial) operations. At Bengaluru the concessionaire got

    about 300 acres of land and at Delhi 250 acres were allotted for commercial

    development.

    Ownership Clause Government has kept 26% stake in all the PPP projects

    either through Airport Authority of India (AAI) OR through State Government of

    India. By retaining 26% stake Government can veto certain major fundamental

    resolutions like increasing equity capital, change in directors etc. As per theCompanies Act 75% stake holder can have complete control over companys

    decision making powers but here in Airport Privatization case Government has

    not sold its 25% stake Or lesser than that to private consortium.

    Main Characteristic in Concession Agreement To facilitate the larger chunk

    of revenues from Non-aeronautical OR Commercial operations Government has

    leased out land for the period of 30 years to a concessionaire at a nominal rent. It

    allows construction, development, operations and maintenance of the airports by

    the concessionaire and with his sole discretion lease can be extended for

    another 30 years (60 years in total).

    Unique Feature in Airport Privatization Government of India will not carry out

    any action in contradiction with Concessionaire Agreement which would deprive

    Concessionaries from their economics interest. All the Governmental bodies to

    the agreement including State Government are obliged to ensure all the requisitestatutory compliance and grant all the permissions to the Concessionaire. This

    obligation on Government makes Airport Privatization a unique process different

    from Road and Port Privatization.

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    Stringent Construction Timelines for Brownfield Projects In Greenfield

    projects Concessionaire can carry out construction work with a relaxed timeline

    approved in the specific Master Plan. Where as in Brownfield projects

    development of a Master Plan itself has a stringent timeline (maximum six

    months after signing of an agreement). Delay in submission of the Master Plan

    would force Concessionaire to bear a monetary penalty of US$65000 per day.

    Secondly, with regard to the construction work of parallel runway at Delhi airport

    has an estimated timeline of 24 months after signing the agreement; any failure

    in completion of work within the stipulated timeline would cause a

    Concessionaire hefty US$ 25 million fine or even in excess of that.

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    F I NA NC I A L P E R S P E C T I V E

    After understating the 3 point revenue and cost structure, now lets discuss these

    three broad categories of revenues and cost in detail. This is possible by taking a

    close financial perspective on revenues and costs drivers of an Airport. For

    analyzing purpose we have taken all data from AAI and BAA 2006-07 annual

    reports. Currently, AAI manages 11 international and 89 domestic airports.

    Revenue Break-up and Drivers

    A] Aeronautical Revenue is further divided into following three types

    1) Traffic Revenue

    2) Non Traffic Revenue

    3) Cargo Revenue

    Traffic Revenue Drivers

    Route Navigation Facilities Charges No. of aircrafts handled

    Landing Fees per *MTOW

    Parking & Housing Fees Per hour per **MT

    Terminal Navigational Landing Charges No. of aircrafts handled

    Passenger Service Fee per embarking passenger

    Non-Traffic Revenue Drivers

    Public Admission Fees Percentage of No. of passengers handled

    Trading Concessions Royalty payments decided by Government

    Rent Services Avg rate per m2

    Cargo Revenue Drivers

    Freight per MT* MTOW maximum take-off weight

    **1 MT = 1000 kgs

    Aeronautical Revenue is sensitive to following three major activities:

    Activity Units

    Aircraft Movements Nos. International Domestic

    Passengers Nos. International Domestic

    Freight Tonnes International Domestic

    Type

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    Charge Structure of Bangalore International Airport Limited (BIAL) May-Aus08

    (A minimum fee of INR5000 shall be charged per single landing of international flights and INR3000 shall be charged persingle landing of other than international flight. (Minimum charge of INR1000 per single landing applied from 24 May 2008to 26 May 2008)

    The BIAL spread over 4000 acres, is located 40 kilometers north of the citys

    central business district. Its commercial (Non-Aeronautical) revenue comes fromhotel, shopping mall, food courts and other convenience amenities which will be

    completed in upcoming phases.

    Other Highlights of Airport Charges at BIAL

    Parking time is calculated based on ON BLOCK and OFF BLOCK time as

    recorded at Airport Operations Control Centre (AOCC Parking time will be

    calculated based on ON BLOCK and OFF BLOCK time as recorded at

    Airport Operations Control Centre (AOCC)

    For calculating chargeable parking time part of an hour is rounded of to

    the next hour

    In aerobridge stands normal rates are applicable for 2 hours after allotted

    free parking period. After the 4 hour period parking charges would be

    doubled that of normal charges

    INR200 per embarking passengers are charged (out this INR70 towards

    facilitation and INR130 towards security)

    Infrastructure Charge from Passengers - INR952.30 per international

    embarking passenger as User Development Fees (USF). UDF is a charge

    for enhancing current facilities to match with international standards. Till

    Weight of Aircraft International Flight Other than International

    Flight

    Up to 100 MT INR227.70 per MT INR170.80 per MT

    Above 100 MT INR22,770 + INR306

    per MT in excess of

    100 MT

    INR17,080 + INR229.5

    per MT in excess of 100

    MT

    Landing Charges

    Weight of Aircraft Housing charges Parking Charges

    Up to 100 MT -NA - INR3.70 per hour per

    MT

    Above 100 MT -NA- INR370/- + Rs. 4.90

    per MT per hour in

    excess of 100 MT

    Parking Charges

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    both the companies is similar. EBITDA margins for both the companies are very

    high.

    BAA 2007 Revenue Break-up AAI 2007 Revenue Break-up

    Aeronautical

    (Non-

    commercial),

    51%

    Non-

    Aeronautical

    (Commercial)

    49%

    Non-Aeronautical

    (Commercial)

    , 36%

    Aeronautical

    (Non-

    commercial),

    64%

    BAA 2007 Operating Cost Break-up AAI 2007 Operating Cost Break-up

    D&A, 22%

    Staff Costs36%Other

    Operating

    Expenses

    42%

    Staff Costs38%

    Other

    Operating

    Expenses

    41%

    D&A 21%

    Revenues, EBITDA and EBITDA margins Comparison

    INR 181,074

    INR 37,262

    INR 19,962

    INR 86,468

    54%

    48%

    INR 0

    INR 20,000

    INR 40,000

    INR 60,000

    INR 80,000

    INR 100,000

    INR 120,000

    INR 140,000

    INR 160,000

    INR 180,000

    INR 200,000

    2007 BAA 2007 AAI

    millions

    44%

    45%

    46%

    47%

    48%

    49%

    50%

    51%

    52%

    53%

    54%

    55%

    EBITDAmargins

    Revenue EBITDA EBITDA margins

    Notes: We have converted BAA groups consolidated 2007 revenues & EBITDA @ 1 = INR80.585. In 2007

    BAAs Aeronautical revenues stood at 1093 million and Non-aeronautical revenues were at 1154 million.

    Operating costs (excluding exceptional items) after adjustment of capitalized costs was at 1174 million.

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    Observations

    Inconsistency in Punitive Damages of Brownfield and Greenfield

    Projects - Under the Greenfield environment Concessionaire is liable for

    financial damage only after six months of date on which airport is

    supposed to be operational. Under such delay Concessionaire is liable to

    pay at the rate of US$2500 per day. (Greenfield punitive damage is

    US$65000 per day). There is a huge gap of US$62500 per day between

    punitive damages for Greenfield and Brownfield.

    Basis on which Punitive Damages are Calculated are also

    Inconsistent in Nature Concessionaire in Greenfield project is liable forfinancial damage under only one circumstance i.e. delay in opening of an

    airport. Contrary to this Concessionaire in Brownfield project will bear

    financial consequence under 20 different parameters like security delay,

    check in delay etc.

    Delay in forming a Regulatory Authority is inexplicable We feel that

    the performance of the major infrastructural projects like Airport

    Privatization should be gauged by an independent Regulatory Authority

    (like TRAI for Telecom) which will look after regulatory standards, approval

    charges, imposing penalties, settlement of dispute between Government

    and Concessionaire etc. Indian Government was obliged to form such a

    Regulatory Authority for Airport Privatization but as of now even after

    signing first Concession Agreement back in July 2004 Regulatory

    Authority has not become a reality. Once such authority is formed power

    to resolve any dispute between Government and Concessionairebecomes a tricky issue as few experts are of the opinion that arbitrator

    should ideally possess such power and it might dampen the spirit of

    foreign partners.

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    Acquisition of large pieces of lands for Greenfield projects could be

    a politically sensitive issue

    Concession Fees an issue to ponder upon Although through

    privatization initiative Government is diluting its stake in all major airports

    across India still it collects Concession Fees, Royalties and rents from the

    airports. Few experts states that under such scenario airlines and

    passengers ends up paying 150% of the infrastructural costs.