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Transactions & Corporate Finance
1Capital Raising
Private PlacementRights Issue or Private PlacementSecondary SalePrimary Issue or Secondary SaleRefinancingConvertible Securities in a RaiseNet DebtUse of ProceedsAccretion Or DilutionHow To Analyse Financing…How To Map The…
2Mergers and Acquisitions
SynergyAsset Purchase or Share PurchaseExchange Ratio or Purchase PriceThe Deal RationaleDeal TermsIntegrationThe Integration PlanThe Value Creation PlanThe Synergy RegisterSynergy or Cost SavingThe Post-Merger ReviewMerger or AcquisitionReinvestment or Acquisition Spend
3The Transaction Process, Governance and Communications
What a Transaction Is,…Signing and ClosingThe Term SheetTerm Sheet or Definitive AgreementThe MandateThe Data RoomThe Letter of IntentMaterial Information in a DealMaterial or Confidential InformationThe Deal Communication PlanInvestor or Employee MessageThe LeakThe Deal TeamThe Independent CommitteeHow an Information Barrier…Market SoundingThe Deal Stakeholder MapThe Deal TimelineDeal Outcome or Process QualityHow to Map a…The Long-Stop DateDeal RumoursDue Diligence or AuditConstruction Risk or Operating RiskRegulatory Approval or Third-Party ConsentExclusivity or ConfidentialityConditions Precedent or Subsequent
4Transaction Documentation
Representations and WarrantiesThe Definitive AgreementThe Disclosure ScheduleThe Non-CompeteBreak Fee, Reverse Break…Termination RightsIndemnity, Covenant and UndertakingLimitation of LiabilityCompletion Accounts vs Locked BoxIndemnity vs EscrowHoldback vs EscrowHow to Build a…
5Transaction Valuation
ConsiderationBuilding a Consideration AnalysisComparable Companies in a DealEnterprise Value in a DealEquity ValuePurchase Price MechanicsThe Reservation PriceThe Fairness OpinionTransaction Risk and Integration RiskConflict of Interest and…Transaction Announcement and Market RumourBuilding a Diligence Workplan…Framing a Valuation Inside a TransactionKeeping a Transaction Decision…Writing a Transaction Case Study
6Deal Execution
Deal CertaintyConditions Precedent, Regulatory and…Deal Narrative vs Investment CaseThe Closing ChecklistMaterial Adverse ChangeClosing Deliverables
7Restructuring
RestructuringHow to Map a…Demerger, Spin-Off and Carve-OutInsolvencyThe Distressed SaleThe Asset SaleThe Scheme of ArrangementThe TurnaroundDemerger vs Spin-OffTurnaround vs Debt Restructuring
8Project Finance
Project FinanceProject Finance vs Corporate FinanceHow to Map a…How to Review Project-Finance…The Project LenderSponsor vs LenderThe ConcessionDebt Service, the Cover…Debt Capacity and Debt OutstandingThe Offtake AgreementPolitical RiskHow to Build a…The Special Purpose VehicleCoverage RatiosDSCR and Interest Coverage
9Capital Allocation
Capital AllocationHow to Build a…Growth Capex and Maintenance CapexThe Capital BudgetReturn of CapitalDebt Repayment or Share Repurchase

How to Review Project-Finance Cash Flows, Step by Step

Review a project's cash by fixing one year, building down from revenue to what is available for debt service, and naming every deduction the record leaves out. For Tapti Crossing Infrastructure Private Limited, Rs 310 crore less Rs 62 crore is Rs 248 crore against debt service of Rs 182.70 crore, a cover of 1.36 times in that year alone.

Nine steps, in this order, on one modelled year 1 FIX THE PERIOD Write the modelled year at thetop of the sheet, before anyfigure is entered. 2 BUILD DOWN Revenue Rs 310 crore lessoperating cost Rs 62 croregives Rs 248 crore. 3 NAME WHAT IS MISSING No tax charge and nomaintenance spending sits inthis record. Mark both. 4 BUILD DEBT SERVICE Interest Rs 119.70 crore plusprincipal Rs 63 crore isRs 182.70 crore. 5 DIVIDE, THEN LABEL 1.36 times, with the base andthe period written in thesame line of text. 6 FIND THE FALL Rs 65.30 crore of spare, whichis a 21.1 per cent fall inrevenue. 7 READ THE RESERVE Rs 91.35 crore is two quartersof debt service, so state itas a length of time. 8 STATE THE RESIDUAL Rs 65.30 crore, 12.09 per centof Rs 540 crore, plus threethings it is not. 9 LIST THE UNSEEN Four items this record cannotreach, written down andhanded over with the sheet.
The review is nine written steps in a fixed order, and the three shaded numbers are the ones a hurried reviewer drops first.

Why is reviewing a project's cash a sequence rather than one division?

The whole review ends in a single division: cash over what has to be paid. If that were the job, this guide would be one line long. The reason it is nine steps is that the division is easy and the two figures going into it are not, and almost every review that goes wrong goes wrong somewhere above the division rather than in it.

Tapti Crossing Infrastructure Private Limited is a single-asset toll road company, invented for teaching, formed to build and operate one crossing. The company has no other business, no trading history and no second source of cash. Compare that with Harivansh Packaging Limited, the packaging maker used elsewhere in these notes: several plants, several customer groups, years of accounts. A reviewer at a company with many cash sources can look past one weak line. A reviewer at a project with one asset cannot, so the review is written down as a procedure rather than carried in the head.

Every figure that follows is arithmetic on the record this project locks. The 9.5 per cent is Tapti Crossing's own contracted rate, and a market rate would move every interest figure below it. One year of collections cannot be extended into a second, so the review ends in a written list of the periods it could not reach.

  1. Fix the period and write it at the topOne year, named, before any figure is entered on the sheet.
    Checking: does the sheet say in words which year every figure below belongs to?
  2. Build down from revenueThe review starts at the top line the record does contain and subtracts down from there.
    Checking: did the review start at revenue, or at a row somebody else had already totalled?
  3. Name the deductions the record does not carryList what has not come out yet, as a step with its own heading.
    Checking: is the list empty, and if it is not, is the word ceiling written beside the figure?
  4. Build debt service for the periodInterest computed on the balance, plus the principal scheduled in that period.
    Checking: was the interest figure computed here, or copied from a sheet with no period on it?
  5. Divide, and write the base and the period beside the answerThe ratio and its two labels go into the same line of text.
    Checking: could this ratio be lifted into somebody else's note and still be identified?
  6. Compute the fall that removes the coverThe spare, then the same spare expressed as a fall in revenue.
    Checking: is the fall stated against the line that actually varies?
  7. Convert the reserve into timeDivide the reserve by the debt service it is there to pay.
    Checking: is the reserve stated in quarters, or still sitting there in rupees?
  8. State the residual and what it is notThe cash left for the sponsors, with its exclusions written beside it.
    Checking: has anybody been able to read that figure as a return over the life?
  9. Write the list of periods the record cannot showThe unseen items, listed and handed over with the review.
    Checking: is the list attached to the output, rather than left unwritten?

Two of those steps look optional and are not. Step three has no arithmetic in it at all, and step nine produces no figure. Step three and step nine are the two most likely to be dropped, and dropping either turns a correct sheet into a misleading one.

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Which period is under review, and how is that stopped from slipping?

Step one is a sentence written at the top of the sheet: this review covers the modelled year. The sentence is the whole step. Fixing the period feels like something a reviewer would obviously keep in mind, and keeping it in mind is exactly how it gets lost.

Step one protects every division that follows. Every figure on the sheet is going to be divided by another figure on the sheet. A periodThe stretch of time a figure belongs to. A year, a half year, a quarter. Two figures can only be compared or divided when they cover the same stretch. mismatch does not announce itself: an annual cash figure divided by a half year of obligations produces a perfectly readable ratio that is roughly twice what it should be, and nothing in the answer looks odd. The wrong ratio has the right shape, the right size and the right number of decimals.

Think of a household working out whether it can afford a loan instalment. Monthly take-home pay against a quarterly insurance premium gives an answer that looks fine and is wrong by a factor of three, and the mistake is invisible because both figures are true. Writing the period once, at the top, before any figure is entered, is what makes a later mismatch visible. Every figure that follows is then entered against a stated claim rather than against nothing.

Try it out

Why is fixing the period a separate written step rather than something kept in mind?

How does the review get from revenue to the cash the lenders are paid from?

Step two builds down. Start at revenue, the top line the record does contain, and subtract. For Tapti Crossing Infrastructure Private Limited the record carries revenue of Rs 310 crore and operating cost of Rs 62 crore. Earnings before interest, tax, depreciation and amortisation is revenue less operating cost, and for this year EBITDAEarnings before interest, tax, depreciation and amortisation. Revenue less operating cost, before anything to do with funding, tax or the wearing out of assets. It is a profit measure and not a cash figure. is Rs 248 crore, a margin of 80.0 per cent.

Note the margin and then leave it alone. An 80.0 per cent margin is ordinary for a road, where the asset is built once and then largely just sits there being used, and it would be extraordinary in almost any business that buys and sells things. The margin is a feature of the kind of asset, not evidence about this project.

Why build down rather than up? Because building up means starting from a figure somebody has already computed. Every model of a project has a row already labelled cash available, and starting there means accepting whatever that row contains without ever seeing what went into it. Building down forces the reviewer past every line the record does contain. Walking every line the record has is the only way to find out which lines it has not.

The build down, in the modelled year, Rs crore Revenue Rs 310 crore EBITDA Rs 248 crore less operating cost Rs 62 crore After interest Rs 128.30 cr less interest Rs 119.70 crore After the instalment Rs 65.30 cr less scheduled principal Rs 63 crore 0Rs 310 crore Invented figures, illustrative. No tax charge or maintenance spending has been deducted anywhere on this ladder.
Revenue of Rs 310 crore falls to Rs 248 crore after operating cost, to Rs 128.30 crore after interest and to Rs 65.30 crore after the scheduled instalment.

How does the review find the deductions the record has left out?

Step three is the step with no arithmetic in it, and it is the one this whole guide exists to defend. Before Rs 248 crore is called the cash available for debt serviceThe cash a project has in a period to pay interest and principal with, after everything that must be paid ahead of the lenders has been paid. Often shortened to CFADS., what has not yet come out of it is written down.

On this record, two things have not. There is no tax charge for the project company anywhere in the figures. There is no maintenance spendingMoney spent keeping an asset in the condition it has to be kept in. On a road it is resurfacing and repair. It is cash out of the door, and it does not appear in an operating cost line that has not been built to include it. either, and a road is a thing that gets resurfaced. Neither absence means those costs are nil. The absence means the record does not carry them. A cost the record omits and a cost of nil are different statements, and the two have to be written differently.

So the Rs 248 crore gets relabelled. The figure is not the cash available for debt service. The figure is a ceilingThe most a figure could possibly be. Not an estimate and not a result: an upper limit, which is all that can honestly be claimed when some deductions are known to be missing and their size is not. on the cash available for debt service, and every ratio built on it is therefore a ceiling too.

The household version is exact. A household working out what it can repay each month writes down the school fee even in the months it is not due. A list of only this month's outgoings makes the household look richer than it is. A review that lists only what appears on the statement is doing precisely that, and the error is not in any figure but in the label the total is given.

Two rungs of this ladder are empty, and an empty rung looks like a rung not needed EBITDA, in the recordRs 248 crore less tax chargenot carried by this record, and not therefore nilEMPTY RUNG less maintenance spendinga road gets resurfaced, and no figure for it appears hereEMPTY RUNG Cash available for debt serviceat most Rs 248 crore, so every ratio built on it is a ceiling CEILING Invented figures. The two empty rungs are absences in the record, not estimates of nil.
No tax charge and no maintenance spending appears in this record, so the Rs 248 crore above them is a ceiling rather than a result.
Try it out

The record shows revenue, operating cost, interest and scheduled principal. What is missing before Rs 248 crore can be called the cash available for debt service?

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How does the review build the debt service figure for the period?

Debt serviceEverything owed to the lenders in a period: the interest accrued and the principal scheduled for repayment. One is the cost of the borrowing and the other is the return of it, and both have to be paid out of the same cash. is built, not quoted. The figure has two parts, and each is computed from something the record locks.

Interest first. The balance outstanding is Rs 1,260 crore, being the debt side of a project cost of Rs 1,800 crore funded Rs 1,260 crore debt and Rs 540 crore equity, a 70 to 30 structure. At this project's own contracted 9.5 per cent, interest for the period is Rs 119.70 crore. Then the scheduled principal for the modelled year. The record carries that as Rs 63 crore. Debt service is Rs 182.70 crore.

Interest is computed on the balance rather than taken off a previous sheet for a reason that has nothing to do with tidiness. The balance moves as principal is repaid, so the interest figure belongs to whichever period the balance belonged to. A copied interest figure carries no period with it. The figure silently belongs to whichever year somebody last updated, and nothing on the sheet will ever say which year that was.

Debt service is built from two computed parts, in the modelled year INTEREST, COMPUTED ON THE BALANCE Balance outstanding Rs 1,260 crore at the project's own contracted 9.5 per cent Rs 119.70 crore PRINCIPAL, FROM THE SCHEDULE Scheduled for the modelled year only and the record carries no year after it Rs 63 crore DEBT SERVICE FOR THE PERIOD Interest Rs 119.70 crore Principal Rs 63 crore Rs 182.70 crore in all 65.5 per cent of the payment is cost Invented figures. The 9.5 per cent is this project's own contracted rate and is not a statement about rates anywhere.
Interest of Rs 119.70 crore on the Rs 1,260 crore balance plus Rs 63 crore of scheduled principal gives debt service of Rs 182.70 crore.
Try it out

Why compute interest on the balance rather than take the interest figure from a previous sheet?

Bond Pricing and Yield Mechanics teaches you to price a bond, move the yield, and explain the direction out loud without guessing.

How is the cover computed, and what must be written beside it?

Step five is the division everybody was waiting for. Rs 248 crore over Rs 182.70 crore is 1.357417, written as 1.36 times. Then two labels go into the same line of text as the answer: the base, EBITDA over debt service, and the period, the modelled year.

The two labels are not a habit of careful people. The labels are part of the identification. A cover ratioCash in a period divided by the amount owed to lenders in that same period. Also called the debt service coverage ratio, or DSCR. Above 1.00 times the cash covers the payment; below it, it does not. can be struck on several different bases and for several different periods, and the number itself carries no trace of which. A ratio without a base has not been identified, and a ratio without a period has not been dated.

Say what 1.36 times does and does not mean, in the same breath. The ratio says the project covers its obligations in the year modelled with 36 per cent to spare, measured against those obligations. The ratio says nothing whatever about any other year. The record contains no other year. An unidentified, undated ratio will eventually be quoted by somebody as though it described the project rather than one year of it, and the two labels are the only thing standing between the division and that sentence.

The division, with its two labels attached Cash, at most Rs 248 crore Debt service Rs 182.70 crore spare 65.30 1.36 times base: EBITDA over debt service. period: the modelled year. Written as Invented figures, illustrative. 1.357417 exactly, and the base is a ceiling because two deductions are missing.
Rs 248 crore over Rs 182.70 crore is 1.36 times, and the base and the period travel in the same line of text as the ratio.
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How far can the cash fall before the cover is gone?

Step six is, for most readers of a review, the single most useful line in it. The cover is 1.36 times. So how much cash can go missing before it is 1.00 times, the point at which the project pays exactly what it owes and not a rupee more?

The headroomThe distance between the cash a project has and the cash it must pay out. Usually more useful stated as the fall that would close it than as the ratio that describes it. is Rs 248 crore less Rs 182.70 crore, or Rs 65.30 crore. The spare is 26.3 per cent of the Rs 248 crore of cash. Now convert it to the line that actually moves. If operating cost holds at Rs 62 crore, revenue has to fall to Rs 244.70 crore for cash to reach Rs 182.70 crore, and Rs 310 crore falling to Rs 244.70 crore is a fall of 21.1 per cent.

Carry the second figure. Revenue varies with how many vehicles cross. Operating cost is mostly staffing and routine upkeep, and mostly it does not vary. Telling somebody the project can absorb a 21.1 per cent fall in revenue puts the answer on the line they were already worried about. Notice also that the cover ratio itself falls by that same 26.3 per cent on the way from 1.36 times to 1.00 times. The cover is nothing but the cash divided by a fixed number.

One distance, two ways of saying it MEASURED ON REVENUE Rs 310 crore at the top 21.1 per cent fall takes revenue to Rs 244.70 crore,holding cost at Rs 62 crore revenue is the line that varies MEASURED ON CASH Rs 248 crore at the top 26.3 per cent fall takes cash to Rs 182.70 crore,which is debt service exactly cash is an output, not a line Both shaded areas are the same Rs 65.30 crore. Invented figures, illustrative, and nothing here forecasts any fall.
Cash can fall Rs 65.30 crore before the cover reaches 1.00 times, which is 26.3 per cent of cash or a 21.1 per cent fall in revenue.
Try it out

Cash can fall Rs 65.30 crore before the cover is gone. Restate that in the terms somebody would actually worry about.

Try it out

Before the control below is moved: how large would a deduction missing from this record have to be to take the project from 1.36 times cover to 1.00 times?

Play with it

Insert the deduction the record does not carry

Step three said the Rs 248 crore is a ceiling because a tax charge and maintenance spending have not come out of it. The control below inserts a deduction between the cash and the debt service and holds everything else still. The inserted amount is not an estimate of either missing figure. The range is there to be moved across, to see what the missing figure could do and, more importantly, what it cannot do to the reading.

Deduction inserted: Rs 0.00 crore
CASH AFTER THE DEDUCTION debt service Rs 182.70 cr, fixed Rs 248.00 cr scale 0 to Rs 248 crore COVER, AGAINST A FIXED 1.00 1.00 times, fixed 1.36 times scale 0 to 1.60 times SPARE REMAINING Rs 65.30 crore when nothing is inserted The reading of this year does not change anywhere on this range: covered, thinly. Rs 65.30 cr scale Rs 0 to Rs 65.30 crore
Deduction
0.00
Cash left
248.00
Cover
1.36
Spare
65.30

Educational illustration. With no deduction inserted, cash stands at Rs 248.00 crore against debt service of Rs 182.70 crore, and the cover is 1.36 times.

Assumptions held on screen: no tax charge and no maintenance spending appears in this record for Tapti Crossing Infrastructure Private Limited; the inserted amount is not an estimate of either and is a range being moved across; debt service is held fixed at Rs 182.70 crore throughout; the record locks both the interest and the scheduled principal for the year. Four points of interest: Rs 20 crore gives 1.25 times, Rs 30 crore gives 1.19 times, Rs 45 crore gives 1.11 times and Rs 65.30 crore gives exactly 1.00 times.

Move the control to Rs 30 crore. Rs 30 crore is a small figure beside Rs 248 crore, the sort of amount a reader would wave through, and the cover falls to 1.19 times. Move it to the top of the range and the cover is exactly 1.00 times. Now read the whole range at once. At every point from Rs 0 crore to Rs 65.30 crore, the modelled year is covered and the cover is thin, and the record still says nothing about any other year. The conclusion the review reaches holds at every point on the range of the missing figure. The review therefore did not need the missing figure to reach it, and that is what makes a ceiling a working idea rather than a shrug.

Value at Risk and What It Hides teaches you to compute value at risk three ways, interpret the figure, and say precisely what it refuses to describe.

What does the reserve buy, measured in something that can be held?

Try it out

The reserve account holds Rs 91.35 crore. Express that as a length of time.

Step seven takes the debt service reserveCash set aside and kept aside, so that a payment due to lenders can be met from it if the project's own cash falls short in a period. The sponsors cannot take it out while it is required. and divides it by the thing it exists to pay. The reserve is Rs 91.35 crore. Debt service for the year is Rs 182.70 crore. Rs 91.35 crore is exactly half of that, so the reserve is two quarters of debt service.

Stating it in quarters rather than in rupees is what makes it usable. Rs 91.35 crore, on its own, is an amount whose adequacy nobody can judge without doing arithmetic in their head. Two quarters of debt service answers the question the reserve was built to answer: how long can the project keep paying while something is being fixed. A reserve is a timing problem converted into a funded buffer, so the honest unit for it is time, and the rupee figure is only the raw material.

One caution belongs on the picture below. The record locks the reserve at two quarters of debt service and carries no payment dates at all, so the four parts below show a length and not a timetable. Real instalments rarely fall in four equal amounts.

The reserve, stated as a length of time QUARTER ONE QUARTER TWO QUARTER THREE QUARTER FOUR Rs 45.675 crore Rs 45.675 crore Rs 45.675 crore Rs 45.675 crore the reserve reaches to here Rs 91.35 crore, being Rs 182.70 crore halved Two quarters of debt service how long the project can pay while something is fixed The record carries no payment dates. The year is drawn in four equal parts to show length only. Invented figures, illustrative.
The reserve of Rs 91.35 crore is two quarters of debt service, which is how long the project can keep paying while something is being fixed.

What is left for the sponsors, and what is that figure not?

Step eight is a subtraction and then three refusals. Rs 248 crore less Rs 182.70 crore leaves Rs 65.30 crore, the residualWhat is left in a period after everyone ranking ahead has been paid. For the sponsors of a project, the cash remaining once the lenders have taken interest and scheduled principal. for the sponsors in the modelled year. Against equity of Rs 540 crore that is 12.09 per cent in that year.

Beside it are written the three things that figure is not. Every one of the three is a sentence somebody will otherwise supply.

The residual is not a return over the life of the project. The record carries no concession period and no schedule beyond the modelled year, so no life exists to spread the figure over. The residual is not a profit either. No tax charge and no maintenance spending has come out of the Rs 248 crore it descends from. And it is not comparable with a yield on an instrument. Part of what the lenders took, the Rs 63 crore of principal, was a repayment of capital rather than a cost of it. A single year's cash on a single year's equity is a measurement of one year, and the moment it is written without those three refusals beside it, it starts being read as something far larger than it is.

Try it out

Is 12.09 per cent on Rs 540 crore comparable with the yield on a bond?

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How are the years the record cannot show written down?

Step nine produces no figure at all. The list of what the record could not reach is written out and handed over with the review.

For Tapti Crossing Infrastructure Private Limited the list has four items. There is no concession period, so nothing says how many years of collection exist. There is no debt tenor, so nothing says how many more instalments follow the Rs 63 crore. There is no traffic behind the Rs 310 crore of revenue, so nothing says how that figure was reached or what would move it. And there is no schedule after the modelled year, so nothing says whether debt service rises, falls or holds.

Naming an absence is not the same as estimating around it. The moment a plausible tenor is written into the sheet because a sheet with a gap looks unfinished, everything computed from it inherits an invented figure that nobody afterwards can distinguish from a locked one. A review that ends with the list of what could not be seen is finished. A review that ends without it looks finished and is not, and the reader has no way to tell what was checked from what was never available.

What gets handed over at the end of the sequence THE RESIDUAL, AND ITS THREE REFUSALS Rs 65.30 crore 12.09 per cent of Rs 540 crore of equity,in the modelled year only NOT a return over the lifeno concession period sits in this record NOT a profitno tax or maintenance has been deducted NOT comparable with a yieldRs 63 crore of it was capital coming back FOUR THINGS THIS REVIEW COULD NOT SEE 1 Concession periodhow many years of collection exist 2 Debt tenorhow many instalments follow Rs 63 crore 3 Traffic behind the revenuewhat the Rs 310 crore was built from 4 Any year after this oneno schedule beyond the modelled year Named as absences, never estimated around.
A finished review hands over the residual with its three refusals and a written list of the four things it could not see.

What does the finished sheet look like, run once end to end?

Here is the whole sequence on Tapti Crossing Infrastructure Private Limited, every division shown, in the order the steps run. The table is the output a reviewer actually hands over rather than a summary.

StepWhat the sheet showsFigure
1. PeriodThe modelled year, written at the top before anything elseone year
2. Build downRevenue Rs 310 crore less operating cost Rs 62 crore, a margin of 80.0 per centRs 248 crore
3. Missing deductionsNo tax charge, no maintenance spending. The figure above is relabelled a ceilingtwo, both marked
4. Debt serviceRs 1,260 crore at the project's own contracted 9.5 per cent, plus Rs 63 crore scheduledRs 182.70 crore
5. CoverRs 248 crore over Rs 182.70 crore, base EBITDA over debt service, modelled year1.36 times
6. HeadroomRs 65.30 crore of spare, being 26.3 per cent of cash or 21.1 per cent of revenueRs 65.30 crore
7. ReserveRs 91.35 crore divided by Rs 182.70 crore of annual debt servicetwo quarters
8. ResidualRs 65.30 crore on Rs 540 crore of equity, with three refusals written beside it12.09 per cent
9. UnseenConcession period, tenor, traffic behind the revenue, any year after this onefour items
The readingCovered in the modelled year, thinly, on a base that is a ceiling, with nothing known about any other year1.36 times

Two lines in that table are worth pausing on together. The cover of 1.36 times and the ceiling in step three are the same claim seen twice, and quoting the first without the second is the error the next block describes. The sequence produces a reading and a list of unknowns rather than a conclusion about whether the project is sound.

Who actually runs this sheet, and what do they do with it?

A credit team at the project lenders runs it before anything is committed and then again at intervals afterwards. The line they take from it is rarely the 1.36 times on its own. The useful line is step six, the fall the project can absorb before the cover is gone. The fall can be set against whatever they know about how the revenue behaves. The reserve read as two quarters goes into the same paragraph. Two quarters says how long a shortfall can run before it becomes their problem.

A sponsor's own finance team runs it for a different reason. The sponsors signed the Rs 540 crore equity cheque, and step eight is their line: what comes back in a year, and the three things that figure is not. The step they are most tempted to skip is step three. The missing deductions come out of their residual and not out of the lenders' cover, and a team that skips it is the team that will be surprised first.

An analyst covering infrastructure holdings uses the sheet mostly as a discipline for reading somebody else's. When a note arrives quoting a cover ratio, the sheet supplies the three questions that establish whether the ratio means anything: what base, what period, and what had not been deducted from the cash it was struck on. All three readers want a different line from the same nine steps. None of them can get their line if step three was skipped, and all three lines are built on the same cash figure.

Try it out

What is the last thing a finished review hands over?

The error that gets made, and what it costs

A reviewer opens the model, finds the row already labelled cash available for debt service, takes the Rs 248 crore sitting in it, divides by Rs 182.70 crore, writes 1.36 times and moves on. Every figure they touched was correct. The row was correct. The division was correct. The review still failed. The reviewer never established what that row had already deducted.

On this record the answer is nothing. No tax charge and no maintenance spending has come out, so the row is a ceiling wearing the name of a result. The 1.36 times then travels: it goes into a summary, somebody reads it as the cover, and a structure whose real cover might sit nearer 1.19 times is discussed by people who believe it sits at 1.36 times. Insert Rs 30 crore in the control above and watch how ordinary a figure it takes to move it there.

The cost is not the single wrong sentence. The cost is that the cushion everybody is relying on turns out to be partly imaginary, and nobody can find where it went. Every figure in the chain was copied faithfully from the one before it. The fix is step three and it takes two minutes: before dividing, list what has not been deducted, and if that list is not empty, write the word ceiling in the same sentence in which the figure first appears.

Jurisdiction and where the rules sit

Which rules apply to a single-asset vehicle, and where do they sit?

A ring-fenced vehicle servicing debt out of one asset's cash behaves the same way wherever the road is, so the sequence above holds in any market. Every step in it is division carried out on the figures this record locks.

For an Indian reader, the company law side of forming and holding a single-asset vehicle, being incorporation, shareholding, charges and filings, sits with the Ministry of Corporate Affairs at mca.gov.in. Anything a listed sponsor must do or disclose about a project financing sits with the Securities and Exchange Board of India (SEBI) at sebi.gov.in. Where the accounting definition of a cash flow line sits is a matter for the Institute of Chartered Accountants of India at icai.org. Every period, threshold, approval requirement and filing rule should be confirmed at source.

The use the project lenders make of the review once they have it is covered separately, as are the order in which the cash is actually paid out and the mechanics of the reserve account. How a cash flow statement is prepared under any reporting standard is covered elsewhere, and the risks sitting behind the revenue are covered separately. The review produces figures and a list of what is unknown; whether the project is sound is settled elsewhere.
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References

SourceDocumentWhere
Ministry of Corporate AffairsIncorporation, shareholding, charges and filings for a single-asset vehiclemca.gov.in
Securities and Exchange Board of IndiaDisclosure obligations of a listed sponsor regarding a project financingsebi.gov.in
Institute of Chartered Accountants of IndiaWhere the accounting definition of a cash flow line sitsicai.org

Tapti Crossing Infrastructure Private Limited and Harivansh Packaging Limited are invented.
Educational material. Not advice on any investment, tax, budget or market position.

Framework

Other frameworks in Project Finance

Framework

How to Map a Project-Finance Structure, Step by Step

Framework

How to Build a Project-Risk Register, One Row at a Time

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