Spicejet (Modluf) : Demand Slowdown, Weak Rupee Hurting Growth
Spicejet (Modluf) : Demand Slowdown, Weak Rupee Hurting Growth
Spicejet (Modluf) : Demand Slowdown, Weak Rupee Hurting Growth
:
:
:
:
SpiceJet (MODLUF)
Hold
| 21
12-15 months
10%
Whats changed?
Target
EPS FY15E
EPS FY16E
Rating
Changed from | 12 to | 21
Changed from | -3.7 to | -3.8
Introduced at | 2.0
Changed from Sell to Hold
Quarterly performance
Revenue
EBITDA
EBITDA (%)
PAT
Q4FY14
1,573.4
(276.4)
Q4FY13
1,437.8
(156.1)
(17.6)
(321.4)
YoY (%)
9.4
77.1
Q3FY14
1,796.3
(122.2)
QoQ (%)
-12.4
826 bps
| Crore
Net Sales
EBITDA
FY13
5,601
(196)
FY14
6,359
(796)
FY15E
7,186
28
FY16E
8,263
339
Net Profit
EPS (|)
(191)
(4)
(1,003)
(19)
(201)
(4)
107
2
FY14
-1.1
(1.1)
-3.2
0.4
-1.1
NA
-174.4
FY15E
-5.3
(5.6)
93.4
0.4
-0.9
NA
-14.3
FY16E
10.0
10.5
7.6
0.3
-1.0
NA
50.8
Valuation summary
FY13
-5.1
(5.3)
-13.1
0.5
-4.3
NA
-5.2
Stock data
Particular
Mcap
Debt (FY14)
Cash & Invest (FY13)
EV
52 week H/L (|)
Equity cap
Face value (|)
Amount (| crore)
1070.6
1516.3
5.4
2581.5
39/13
535
10
Price performance
1M
SpiceJet
Nifty
SpiceJets Q4FY14 revenues grew 9.4% YoY to | 1573.4 crore (Idirect estimate: | 1661.7 crore). Growth came in lower due to 6%
YoY fall in passengers while yield increased 17% YoY to | 4,375
With lower-than-expected growth in revenues, operating loss
widened to | 276.4 crore vs. our expected operating loss of | 200.6
crore
Net loss for the quarter stood at | 269.6 crore (vs. I-direct estimate:
| 321.4 crore)
For the full year, the company reported a net loss of | 1003.1 crore
vs. net loss of | 191 crore last year
Low penetration of air travel in India provides huge growth potential
Key financials
P/E
Target P/E
EV/EBITDA
EV/Sales
P/BV
RoNW (%)
RoCE (%)
| 19
3M
6M
12M
-13.9
1.3
-14.6
-61.1
5.8
17.8
17.6
15.9
Analyst
Rashesh Shah
rashes.shah@icicisecurities.com
Darpan Thakkar
darpan.thakkar@icicisecurities.com
Despite the slowdown in passenger traffic growth witnessed over the past
two years, we believe significant growth opportunities exist for the
aviation sector in India due to the current low penetration of air travel. As
per the latest data, domestic pax per head in India (i.e. ~51 per 1000
population) is significantly lower than China and the US. Hence, we
expect strong growth in penetration of air travel over the next five to
seven years, which will be mainly driven by sustained growth of per
capita income, increased affordability accorded by healthy competition
and potential upgrading by the vast user base of Indian Railways.
however, sustainable growth to come only by keeping ticket prices low
Although SpiceJet (third largest player) has been successful in increasing
market share from 12.9% in FY09 to 18.1% in FY14 by keeping prices at
low levels and through fleet expansion, the high cost environment led by
currency weakness coupled with a demand slowdown in the past two
years have led to heavy losses (FY13 loss - | 191 crore, FY14 loss - | 1003
crore). Since aviation demand is very price sensitive, we believe
sustainable growth is possible only through cost optimisation. Dollar is
also one of the influencing factors as nearly 75% of total operating costs
are linked to the dollar. Hence, we believe strengthening of rupee would
aid in significant reduction in costs over the next two or three years.
Key challenge now to infuse funds to run business smoothly
Given the companys negative net worth of over | 1000 crore and loan
liability of | 1500 crore, funding the operations, going forward, would
remain a very challenging task for the company.
Margin expansion visible; upgrade to HOLD
Given the better profitability of international routes, we expect SpiceJet to
keep on adding new overseas routes to its kitty, which currently has
~10% share in total revenues. Further, we believe, strengthening of the
rupee against the dollar would play a key role in margin expansion, going
forward. However, maintaining caution on the aviation space, as a whole,
we remain neutral with a positive bias. We roll over our valuation base to
FY16E and upgrade our target price to | 21/share with HOLD rating on the
stock (i.e. 0.4x FY14E EV/sales). Any strategic tie-ups with foreign carriers
will remain a key upside risk to our call.
Variance analysis
Comments
Growth remained lower than estimates due to 6% YoY fall in passenger traffic growth
1573.4
16.2
1661.7
15.2
1437.8
18.0
9.4
-10.0
1796.3
11.5
-12.4
41.3
Fuel expenses
Lease rentals
Airport charges
Aircraft maintainance
860.5
292.5
121.1
230.3
824.4
284.0
115.0
250.4
775.1
204.0
104.9
248.4
11.0
43.4
15.4
-7.3
941.1
272.1
127.6
238.9
-8.6
7.5
-5.1
-3.6
70.5
136.0
155.1
-276.4
-17.6
41.7
45.1
41.8
0.0
0.0
65.0
154.0
169.5
-200.6
-12.1
44.7
52.3
28.0
0.0
0.0
51.6
36.7
132.8
2.4
95.1
63.2
-156.1
77.1
-10.9 -671 bps
28.7
45.1
35.7
26.3
34.8
20.1
0.0
NA
0.0
NA
PAT
-321.4
-269.6
-185.7
73.1
Higher capacity addition (up 5% YoY) coupled with weak currency led to sharp increase
52.0
35.6 in other operating costs
145.6
-6.6
152.6
1.7
-122.2 826 bps
-6.8 -1077 bps Margins corrected sharply due to lower growth in revenues and high operating costs
32.4
28.7
30.3
48.9
12.0
247.4
0.0
NA
0.0
NA
Overall, an adverse business environment led to higher net loss of | 321.4 crore for the
-172.8
86.0 quarter
Key Metrics
No of passengers (In mn)
3.0
3.3
Yield per passenger (|)
4,375
4,225
ATF price (|/litre)
79,900 79,900
Source: Company, ICICIdirect.com Research
3.2
3,739
72,308
-6.0
17.0
10.5
3.2
4,601
79,800
-5.7
-4.9
0.1
Fuel costs were higher by 11% YoY mainly on account of weakness in the currency
against the dollar
Lean season coupled with high ticket prices led to sharp fall in pax traffic growth
Yields were higher by 17% mainly to counter the high cost burden
Average ATF prices came in higher by 10% YoY due to weak currency
Change in estimates
(| Crore)
Revenue
EBITDA
Old
7,185.5
20.6
FY15E
New % Change
7,185.5
0.0
27.6
33.9
0 bps
1.9
1.9
Old
NA
NA
FY16E
New % Change
8,263.3
NA
338.8
NA
NA
NA
NA
4.1
107.3
2.0
NA
NA
NA
Comments
We expect passenger CAGR of 14% during FY14-16E
Margins to pick up from FY15 with strengthening of rupee and demand
improvement
Expect meaningful turnaroud from FY16 onwards
Assumptions
Passeneger (In mn)
Yield per passenger (|)
FY13
11.7
4,050
FY14
12.4
4,253
FY15E
13.7
4,423
FY16E
15.2
4,644
FY15E
13.5
4,423
FY16E
NA
NA
Page 2
Company Analysis
Consistent increase in market share through capacity expansion
SpiceJet has constantly remained ahead of industry passenger growth
over the past five years. While industry passenger traffic grew at a CAGR
of 9.2% during FY09-14, SpiceJets pax traffic grew at a CAGR of 23.3%
during the same period.
Exhibit 1: Passenger traffic growth
800.0
700.0
600.0
500.0
400.0
300.0
200.0
100.0
0.0
616.0
543.1
614.4
604.5
452.8
396.0
FY09
FY10
FY11
FY12
116.9
112
92.7
72.8
57
41.1
FY13
FY14P
19.5
Q3FY14
18.1
19.3
Q2FY14
19.7
Q4FY13
19.5
19.3
Q3FY13
18.3
Q2FY13
13.6
Q2FY12
18.3
14.0
Q1FY12
Q1FY13
13.9
Q4FY11
16.4
13.6
Q3FY11
12.1
Q4FY10
12.8
12.7
Q3FY10
Q2FY11
12.9
Q2FY10
13.2
12.7
Q1FY10
Q1FY11
12.9
15.0
Q4FY09
20.0
16.1
25.0
10.0
Q4FY14
Q1FY14
Q4FY12
Q3FY12
5.0
80.0
80.0
80.0
75.0
73.8
76.0
77
71.8
70.0
70.5
69.7
66.3
60.0
Q3FY12 Q4FY12 Q1FY13 Q2FY13 Q3FY13 Q4FY13 Q1FY14 Q2FY14 Q3FY14 Q4FY14
Load factor (%)
Page 3
80,000
ATF prices over the past year have increased sharply by 19%
due to currency weakness that, in turn, led to sharp erosion
75,000
in margins
70,000
65,000
Mar-14
Dec-13
Sep-13
Jun-13
Mar-13
Dec-12
60,000
EBITDA margin
Q4FY14
Q3FY14
-39.1
-44.5
-17.4
-20.2
-6.8
-9.6
5.5
3.0
7.9
6.4
Q1FY13
Q4FY14
Q3FY14
Q2FY14
Q1FY14
Q4FY13
Q3FY13
Q2FY13
Q1FY13
Q2FY14
Q1FY14
15
-10.7
30
500
-12.8
45
1000
Q4FY13
60
20
10
0
-10
-20
-30
-40
-50
-60
-70
Q3FY13
1257
75
-10.8
-13.5
1456
1590
Q2FY13
1207
1808
3.8
1467
1704
(%)
1500
1590
(%)
(| Crore)
2000
Net margin
5136
4375
3771
4278
4081
3739
4139
4412
4063
4001
4445
4068
3848
4000
3460
4083
5000
5245
6000
4551
4860
20.0
Q4FY14
Q3FY14
Q2FY14
Q1FY14
Q4FY13
Q3FY13
Q2FY13
Q1FY13
Q4FY12
0.0
1000
-10.0
-20.0
-30.0
-40.0
Yield per pax (|) -LHS
30.0
10.0
3000
2000
40.0
Page 4
9,000.0
7,500.0
40.0
6,359
5,601
6,000.0
30.0
3,943
4,500.0
3,000.0
50.0
7,186
2,181
2,880
20.0
10.0
1,500.0
-
FY10
FY11
FY12
FY13
FY14
FY15E
FY16E
3.1
1.4
FY10
3.5
2.4
4.1
1.3
0.4
FY11
FY12
FY13
-3.5
FY14
FY15E
-2.8
FY16E
-3.4
-10.0
-14.5
-15.4
-15.0
-12.5
-15.8
-20.0
EBITDA margin (%)
Page 5
Company snapshot
120
100
80
60
40
Target Price: 21
20
Apr-15
Jan-15
Oct-14
Jul-14
Apr-14
Jan-14
Oct-13
Jul-13
Apr-13
Jan-13
Oct-12
Jul-12
Apr-12
Jan-12
Oct-11
Jul-11
Apr-11
Jan-11
Oct-10
Jul-10
Apr-10
Jan-10
Oct-09
Jul-09
Apr-09
Jan-09
Oct-08
Jul-08
Apr-08
Jan-08
Key events
Date
Jul-08
Event
Kingfisher was said to be in talks to buy SpiceJet in All-Cash deal
Jul-08
Jun-10
A consortium led by private investor acquired 7.68% stake in the company for | 107.3 crore
May-11
The company was aiming to more than double passenger numbers to 20 million in three years as it started flights to smaller cities with few regular air services
Sep-12
Mar-13
The company which was operating an all-Boeing Co. fleet, said it may consider a full switch to Airbus SAS aircraft as it weighs options or a new generation of
planes
Boeing gets $ 4.4 Billion order from SpiceJet for 42 737 Max Jets
Mar-14
Source: Company, ICICIdirect.com Research
Top 10 Shareholders
Rank
1
2
3
4
5
6
7
8
9
10
Name
Kal Airways Pvt. Ltd.
Maran (Kalanithi)
SBI Funds Manageme nt Pvt. Ltd.
Jhunjhun wala (Rakesh Radheshyam)
Tata Group of Companies
Reliance Capital Asset Management Ltd.
Singh (Kalpana)
Van Eck Associates Corpora tion
BNP Paribas Investment Partners Asia Ltd.
Kotak Mahindra (UK) Ltd
Shareholding Pattern
Latest Filing Date
31-Mar-14
31-Mar-14
21-Oct-13
31-Mar-14
31-Mar-14
31-Dec -13
31-Mar-14
30-Apr-14
30-Sep-13
30-Jun-13
(in %)
Promoter
FII
DII
Others
Recent Activity
Buys
Investor name
SBI Funds Management Pvt. Ltd.
BNP Paribas Investment Partners Asia Ltd.
Van Ec k Associates Corporation
Kotak Mahindra (UK) Ltd
Value
0.39m
0.32m
0.25m
0.13m
Shares
1.18m
1.10m
0.98m
0.28m
Sells
Investor name
BNP Paribas Asset Management, Inc.
Schroder Investment Manage ment (Hong Kong) Ltd.
Kotak Mahindra Asset Management Company Ltd.
TIAA-CREF
Principal PNB Asset Management Company Ltd.
Value
-1.10m
-0.71m
-0.59m
-0.41m
-0.35m
Page 6
Shares
-2.42m
-2.25m
-2.02m
-1.44m
-1.35m
Valuation
Given the better profitability of international routes, we expect SpiceJet to
keep on adding new overseas routes to its kitty, which currently has
~10% share in total revenues. Further, we believe, strengthening of the
rupee against the dollar would play a key role in margin expansion, going
forward. However, maintaining caution on the aviation space, as a whole,
we remain neutral with a positive bias. We roll over our valuation base to
FY16E and upgrade our target price to | 21/share with HOLD rating on the
stock (i.e. 0.4x FY14E EV/sales). Any strategic tie-ups with foreign carriers
will remain a key upside risk to our call.
Exhibit 10: Valuation matrix
Sales
(| cr)
5600.6
6358.9
7185.5
8263.3
FY13
FY14
FY15E
FY16E
Growth
(%)
42.0
13.5
13.0
15.0
EPS
(|)
-3.9
-18.7
-3.8
2.0
Growth
(%)
NA
NA
NA
NA
PE EV/EBITDA
(x)
(x)
NA
-13.1
NA
-3.2
NA
93.4
NA
7.6
RoNW
(%)
NA
NA
NA
NA
RoCE
(%)
-5.2
-174.4
-14.3
50.8
(| Crore)
8000
6000
4000
2000
EV
0.3x
0.6x
0.8x
1.1x
1.4x
Page 7
Mar-14
Jul-13
Nov-12
Mar-12
Jul-11
Nov-10
Mar-10
Jul-09
Nov-08
Mar-08
Jul-07
Nov-06
Mar-06
Financial summary
Profit and loss statement
| Crore
| Crore
(Year-end March)
Total operating Income
Growth (%)
Fuel Expenses
Employee Expenses
Lease Rentals
Other Operating costs
FY13
5,600.6
42.0
2,803.3
526.7
808.0
1,658.9
FY14
6,358.9
13.5
3,252.6
575.7
1,053.2
2,273.9
FY15E
7,185.5
13.0
3,377.2
650.5
1,190.1
1,940.1
FY16E
8,263.3
15.0
3,718.5
743.7
1,305.6
2,156.7
(Year-end March)
Profit after Tax
Add: Depreciation
(Inc)/dec in Current Assets
Inc/(dec) in CL and Provisions
Others
CF from operating activities
FY13
-191.1
83.5
-174.7
355.3
0.0
73.0
FY14
-1,003.1
148.2
6.9
820.4
0.0
-27.5
FY15E
-201.3
164.7
-109.2
318.2
0.0
172.4
FY16E
107.3
171.3
-326.3
166.3
0.0
118.5
5,797.0
-196.3
NA
83.5
115.7
191.6
-204.0
-12.9
0.0
-191.1
NA
-3.9
7,155.3
-796.4
NA
148.2
136.6
78.2
-1,003.1
0.0
0.0
-1,003.1
NA
-18.7
7,157.9
27.6
LP
164.7
145.6
81.3
-201.3
0.0
0.0
-201.3
NA
-3.8
7,924.5
338.8
1,125.6
171.3
145.6
85.4
107.3
0.0
0.0
107.3
NA
2.0
(Inc)/dec in Investments
(Inc)/dec in Fixed Assets
Others
CF from investing activities
Issue/(Buy back) of Equity
Inc/(dec) in loan funds
Dividend paid & dividend tax
Inc/(dec) in Sec. premium
Others
CF from financing activities
Net Cash flow
Opening Cash
Closing Cash
0.0
-944.5
47.0
-897.5
43.0
822.7
0.0
0.0
-16.8
848.8
24.4
235.9
217.3
0.0
-82.6
89.0
6.4
50.9
-161.8
0.0
0.0
-28.9
-139.8
-161.0
217.3
5.4
0.0
44.7
78.0
122.7
0.0
100.0
0.0
0.0
-247.7
-147.7
147.4
5.4
152.8
0.0
41.3
95.0
136.3
0.0
0.0
0.0
0.0
-266.3
-266.3
-11.5
152.8
141.3
FY13
FY14
FY15E
FY16E
-3.9
-2.2
-4.6
4.5
-18.7
-16.0
-19.0
0.1
-3.8
-0.7
-22.9
2.9
2.0
5.2
-20.9
2.6
-3.5
-3.6
-3.4
2.5
4.1
92.8
-12.5
-15.8
-15.8
3.0
8.5
130.9
0.4
-2.8
-2.8
3.1
10.8
167.7
4.1
1.3
1.3
4.4
13.8
183.2
NA
-5.2
NA
NA
-174.4
NA
NA
-14.3
NA
NA
50.8
NA
-5.1
-13.1
0.5
0.2
-4.3
-1.1
-3.2
0.4
0.2
-1.1
-5.3
93.4
0.4
0.1
-0.9
10.0
7.6
0.3
0.1
-1.0
NA
-7.5
0.8
0.2
-1.9
-1.5
0.4
0.1
58.5
-1.3
0.5
0.1
4.8
-1.4
0.6
0.1
Balance sheet
(Year-end March)
Liabilities
Equity Capital
Reserve and Surplus
Total Shareholders funds
Total Debt
Total Liabilities
Assets
Gross Block
Less: Acc Depreciation
Net Block
Capital WIP
Total Fixed Assets
Investments
Inventory
Debtors
Loans and Advances
Other Assets
Cash
Total Current Assets
Creditors & Other Liabilities
Provisions
Total Current Liabilities
Net Current Assets
Deferred Tax Assets
Application of Funds
| Crore
FY13
FY14
FY15E
FY16E
484.4
-709.0
-224.6
1,678.1
1,453.5
535.3
-1,554.7
-1,019.4
1,516.3
496.9
535.3
-1,761.0
-1,225.7
1,616.3
390.6
535.3
-1,653.7
-1,118.4
1,616.3
497.9
1,700.2
155.4
1,544.8
250.0
1,794.8
0.0
45.6
105.1
418.4
489.7
217.3
1,276.1
1,600.3
17.2
1,617.4
-341.3
0.0
1,453.5
1,950.2
303.7
1,646.5
230.9
1,877.4
0.0
45.2
155.7
451.4
399.7
5.4
1,057.3
2,416.2
21.7
2,437.8
-1,380.5
0.0
496.9
2,181.1
468.3
1,712.7
120.0
1,832.7
0.0
51.0
176.0
503.0
431.1
152.8
1,313.9
2,730.5
25.6
2,756.1
-1,442.2
0.0
390.6
2,301.1
639.6
1,661.5
130.0
1,791.5
0.0
82.6
247.9
661.1
495.8
141.3
1,628.7
2,892.2
30.2
2,922.3
-1,293.6
0.0
497.9
Key ratios
(Year-end March)
Per share data (|)
EPS
Cash EPS
BV
Cash Per Share
Operating Ratios (%)
EBITDA Margin
PBT / Total Operating income
PAT Margin
Inventory days
Debtor days
Creditor days
Return Ratios (%)
RoE
RoCE
RoIC
Valuation Ratios (x)
P/E
EV / EBITDA
EV / Net Sales
Market Cap / Sales
Price to Book Value
Solvency Ratios
Debt/EBITDA
Debt / Equity
Current Ratio
Quick Ratio
Page 8
RATING RATIONALE
Pankaj Pandey
Head Research
pankaj.pandey@icicisecurities.com
Disclosures:
ICICI Securities Limited (ICICI Securities) and its affiliates are a full-service, integrated investment banking, investment management and brokerage and financing group. We along with affiliates are leading
underwriter of securities and participate in virtually all securities trading markets in India. We and our affiliates have investment banking and other business relationship with a significant percentage of
companies covered by our Investment Research Department. Our research professionals provide important input into our investment banking and other business selection processes. ICICI Securities
generally prohibits its analysts, persons reporting to analysts and their dependent family members from maintaining a financial interest in the securities or derivatives of any companies that the analysts
cover.
The information and opinions in this report have been prepared by ICICI Securities and are subject to change without any notice. The report and information contained herein is strictly confidential and
meant solely for the selected recipient and may not be altered in any way, transmitted to, copied or distributed, in part or in whole, to any other person or to the media or reproduced in any form, without
prior written consent of ICICI Securities. While we would endeavour to update the information herein on reasonable basis, ICICI Securities, its subsidiaries and associated companies, their directors and
employees (ICICI Securities and affiliates) are under no obligation to update or keep the information current. Also, there may be regulatory, compliance or other reasons that may prevent ICICI Securities
from doing so. Non-rated securities indicate that rating on a particular security has been suspended temporarily and such suspension is in compliance with applicable regulations and/or ICICI Securities
policies, in circumstances where ICICI Securities is acting in an advisory capacity to this company, or in certain other circumstances.
This report is based on information obtained from public sources and sources believed to be reliable, but no independent verification has been made nor is its accuracy or completeness guaranteed. This
report and information herein is solely for informational purpose and may not be used or considered as an offer document or solicitation of offer to buy or sell or subscribe for securities or other financial
instruments. Though disseminated to all the customers simultaneously, not all customers may receive this report at the same time. ICICI Securities will not treat recipients as customers by virtue of their
receiving this report. Nothing in this report constitutes investment, legal, accounting and tax advice or a representation that any investment or strategy is suitable or appropriate to your specific
circumstances. The securities discussed and opinions expressed in this report may not be suitable for all investors, who must make their own investment decisions, based on their own investment
objectives, financial positions and needs of specific recipient. This may not be taken in substitution for the exercise of independent judgment by any recipient. The recipient should independently evaluate
the investment risks. The value and return of investment may vary because of changes in interest rates, foreign exchange rates or any other reason. ICICI Securities and affiliates accept no liabilities for any
loss or damage of any kind arising out of the use of this report. Past performance is not necessarily a guide to future performance. Investors are advised to see Risk Disclosure Document to understand the
risks associated before investing in the securities markets. Actual results may differ materially from those set forth in projections. Forward-looking statements are not predictions and may be subject to
change without notice.
ICICI Securities and its affiliates might have managed or co-managed a public offering for the subject company in the preceding twelve months. ICICI Securities and affiliates might have received
compensation from the companies mentioned in the report during the period preceding twelve months from the date of this report for services in respect of public offerings, corporate finance, investment
banking or other advisory services in a merger or specific transaction. It is confirmed that Rashesh Shah CA, Darpan Thakkar MBA research analysts and the authors of this report have not received any
compensation from the companies mentioned in the report in the preceding twelve months. Our research professionals are paid in part based on the profitability of ICICI Securities, which include earnings
from Investment Banking and other business.
ICICI Securities or its subsidiaries collectively do not own 1% or more of the equity securities of the Company mentioned in the report as of the last day of the month preceding the publication of the
research report.
It is confirmed that Rashesh Shah CA, Darpan Thakkar MBA research analysts and the authors of this report or any of their family members does not serve as an officer, director or advisory board member
of the companies mentioned in the report.
ICICI Securities may have issued other reports that are inconsistent with and reach different conclusion from the information presented in this report. ICICI Securities and affiliates may act upon or make use
of information contained in the report prior to the publication thereof.
This report is not directed or intended for distribution to, or use by, any person or entity who is a citizen or resident of or located in any locality, state, country or other jurisdiction, where such distribution,
publication, availability or use would be contrary to law, regulation or which would subject ICICI Securities and affiliates to any registration or licensing requirement within such jurisdiction. The securities
described herein may or may not be eligible for sale in all jurisdictions or to certain category of investors. Persons in whose possession this document may come are required to inform themselves of and
to observe such restriction.
Page 9