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Control Premium Study India 2021

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Control Premium Study India 2021

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Incwert Valuation Chronicles

Series 4 I 2021

An insight into India


Control Premium

A study of control
premium offered in
takeovers in India based
on public company
transactions during 2002
to June 2021
Published date: October 2021
Foreword
The third edition of Incwert’s India Control Premium Study, 2021 is an
update to the previous year’s study. The study analyses 19+ years (March
2002 to June 2021) of premium offered in takeovers in public transactions
which triggered open offer obligations on the acquirers.
A Control Premium is the additional consideration that an investor would
pay over a marketable minority equity value (i.e., current, publicly-traded
stock prices) to own a controlling interest in the common stock of a
company. In the case of India, the reference to base price was drawn based
on the offer price guidelines set in the SEBI (Substantial Acquisition of
Shares and Takeovers) Regulations, 2011.

The paper presents the Control Premium in the mergers &


acquisitions of Indian companies segregated by industry, time
series and different bases of premium. The analysis and statistics
are only estimates, and it is important to consider the
characteristics of the likely market participants and the level of
improvements to the cash flows and synergies available to those
market participants when estimating premium for a specific
company.
The statistics reflect median/averages over a wide
range and note that the actual premium paid in any
given transaction depends upon the negotiation
dynamics.

We hope you find the results of our study of interest and


value.

http://www.incwert.com/
25%
14%

Median Mean

2011-21

Implied Control Premium on 60Day


VWAP immediately preceding the
date of public announcement

© 2021 Incwert Advisory Private Limited, an Indian Private limited company having CIN U74999HR2018PTC075916 All rights 2
reserved. Incwert and the Incwert logo are registered trademarks of Incwert Advisory Private Limited.
Our expertise includes valuation for
financial reporting, tax & regulatory
About Authors
compliances and transaction support
Business valuation
Punit brings with him 17 years of experience in sell-side and buy-side advisory Purchase price allocation
across equity and fixed income. He has worked on several bespoke valuations Impairment testing
and lent research support to dozens of asset managers/investment
bankers/brokers/consulting firms across the globe.
Complex valuations which includes
In the fixed income segment, he worked as a fundamental analyst across the the following:
capital structure: leveraged loans, distressed debt, insolvency/bankruptcy
situations and high-yield asset classes. He has also helped sell-side & consulting
firms increase their market presence by coming up with thematic and white label Convertible
papers. securities
Contingent
He started his career as an analyst with Zacks Investment Research & then was a consideration
part of a UK based CLO manager’s research team. Then he moved on to set up
research practices for a couple of startups before moving onto become Global
Head of Research at one of the largest BPO/KPO globally and then finally co-
founded Incwert.
He won 40 under 40 Alternative Professionals Awards 2020 by AIWMI Cross-country
interest rate
Expected credit loss swaps
Sunit has an overall experience of over 15 years in valuation advisory, transaction (ECL)
advisory and M&A advisory.
As a valuation professional, Sunit has undertaken valuation of businesses for
transactions, fundraising, strategic decision making, and corporate restructuring.
He has also undertaken valuation of intangible assets, option valuation, litigation Embedded
support, private equity portfolio valuation and valuation for reporting purposes Financial derivatives
such as purchase price allocation and impairment test under IFRS and Indian Guarantee
GAAP. Contracts
In past he has worked with KPMG India (as Associate Director), BDO, Grant
Thornton, KPMG UK, and DBDBS a boutique M&A advisory firm.
Sunit has also been an active speaker on valuation at the National Institute of Forward
Finance Management (NIFM). agreements
Hybrid securities

Professor Divya Aggarwal holds a PhD in Finance from XLRI – Xavier School of
Management. She has completed The Fellow Programme in Management from
XLRI which is a full-time, residential doctoral programme. She is a Company
Secretary (the Institute of Company Secretaries of India) and has done her Loan portfolios
Bachelors in Finance & Investment Analysis from the Delhi University. Her Non-controlling
corporate work stints include working in corporate finance roles with Mckinsey interests
Knowledge Centre, KPMG, and investing banking roles with Avendus Capital.
Before embarking on an academic career, she was working as an AVP in the
financial planning team at SwissRe, a leading reinsurance firm.
In 2020 she got featured in the AIWMI list of “India’s top 100 women in finance Right of Use
2020” under the progressing category. She is a recipient of many awards and (ROUs)
scholarships including “Peter Drucker essay competition 2014”, “The Case
Swaps
Centre scholarship” and best paper awards at several national conferences.
Her research work has been published in international journals like the Journal of
Behavioural and Experimental Finance, Research in Economics and Qualitative
Research in Financial Markets. She has presented her research work in several
national conferences like Pan-IIM, ISDSI etc. along with international conferences Warrants
such as biannual meetings of SPUDM.
Commodities

FOR MORE INFORMATION, VISIT:


www.incwert.com
ABOUT INCWERT

Incwert focuses on rendering services in the area of valuations and financial research. As a leading valuation advisory firm in
India, it supports clients across life cycles (from early-stage to mature) on valuations concerning the transaction, tax and financial
reporting. Incwert is trusted by the clients for its incisive research which forms the basis of credible advice. The company also
offers offshore valuation support services which include setting up valuation models and report writing.
Incwert’s client footprint is across cities & metros in India and globally in the US, UK, Singapore and middle-east. Incwert has
offices in Delhi (NCR) and Mumbai, along with Kolkata and Surat where it has affiliate/network partners.
In India, Incwert is registered with The Insolvency and Bankruptcy Board of India as a Registered Valuer Entity.
Disclaimers
This publication has been carefully prepared for general information only and is not any kind of
investment advice/research report. Neither authors of this publication nor Incwert Advisory Private
Limited (“Incwert”) have any kind of conflict of interest with any company/firm/entity which has been
cited and have been used for the sole purpose of illustration.

The study has been written in general terms and is not intended to address the circumstances of any
particular individual or entity. Although we endeavour to provide accurate and timely information,
there can be no guarantee that such information is accurate as of the date it is received or that it will
continue to be accurate in the future. It should be seen as broad guidance only and does not
constitute professional advice. You should not act upon the information contained in this publication
without obtaining specific professional advice after a thorough examination of the particular situation.

No representation or warranty (express or implied) is given as to the accuracy or completeness of the


information contained in this publication, and Incwert Advisory Private Limited, its members,
employees and agents accept no liability, and disclaim all responsibility, for the consequences of you
or anyone else acting, or refraining to act, in reliance on the information contained in this publication
or for any decision based on it.

Incwert expressly disclaims any liability, including incidental or consequential damages, arising from
the use of the publication or any errors or omissions that may be contained in the publication.

DATA SOURCES

For producing the analysis, we have extensively relied on data available as part of the Company
filings, SEBI, other publicly available information and proprietary database providers.

The information and data presented in the study have been obtained with the greatest of care from
sources believed to be reliable but is not guaranteed to be complete, accurate or timely.

Acknowledgements
CA Sunit Khandelwal (Author),
Director, Incwert Advisory Private Limited

CA Punit Khandelwal (Author),


Director, Incwert Advisory Private Limited

Prof. Divya Aggarwal (Author),


IIM Ranchi, India

We thank Anurag Garg of Incwert for his assistance in assembling the


exhibits presented herein. Other team members of Incwert for keen
insights and assistance in quality check.

CA Sunit Khandelwal CA Punit Khandelwal Prof. Divya Aggarwal,


Co-founder Co-founder IIM Ranchi, India
Incwert, Gurgaon Incwert, Mumbai

© 2021 Incwert Advisory Private Limited, an Indian Private limited company having CIN U74999HR2018PTC075916 All rights reserved. Incwert and the 4
Incwert logo are registered trademarks of Incwert Advisory Private Limited.
Our methodology - Overview

• We have analysed the details of takeover transactions available with the Securities and Exchange
Board of India (SEBI) for an extensive period of 19+ years from March 2002 until June of 2021,
covering offer-price related data of over 1,550 transactions.

• Public announcement or letter of offer was reviewed to understand the justification of offer price
by the acquirer for taking over the target company. Where the annualised trading turnover of the
target company’s shares traded during the twelve calendar months preceding the month of the
public announcement was 10 per cent or more, the details of 60-days VWAP or 26 Week H|L or 2
Weeks H|L (depending on the extant SAST Regulations) were disclosed.

• The implied control premium (i.e. [Offer price less Base price]/Base price) has been computed on
60-days VWAP or 26 Week H|L or 2 Weeks H|L as available.

• In the 1,550+ transactions that were analysed, 253 transactions disclose the 60-days VWAP,
451 transactions disclose the 26 Week H|L (i.e. the average of the weekly high and low of the
closing prices during 26 weeks prior to the public announcement) and 414 transactions disclose
2 Weeks H|L (i.e. average of the daily high and low prices during 2 weeks period preceding the
date of public announcement). The other transactions that do not disclose these details were
where the target company was not frequently trading. Also, in certain situations, only the 26 Week
H|L was reported where the stock did not trade during the last 2 weeks before the announcement.

• The implied control premium is nil for transactions where the offer price is equivalent to the base
price (60-days VWAP or 26 Week H|L or 2 Weeks H|L). As such, in our analysis, we have
presented both control premium on an aggregate level and after excluding transactions that
exhibit nil premium.

• 26 Week H|L or 2 Weeks H|L as available is considered as the base price for transactions prior to
November 2011 and after that 60-days VWAP is considered as the base price.
The volume-weighted average market price of such shares for a period of
60-days 60 trading days immediately preceding the date of public announcement as
VWAP traded on the stock exchange where the maximum volume of trading in the
equity share are recorded during such period

26 Week The average of the weekly high and low of the closing prices of the shares of
the Target on stock exchange during 26 weeks period preceding the date of
H|L public announcement

2 Weeks The average of the daily high and Low of the prices of the shares of the
Target on stock exchange during 2 weeks period preceding the date of
H|L public announcement

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Incwert logo are registered trademarks of Incwert Advisory Private Limited.
Methodology – What SEBI (Substantial Acquisition of Shares
and Takeovers) Regulations stipulate as Base price for
takeovers in India…..

Requirements of an offer price

SEBI SAST Regulation, 2011

The extant Takeover regulation in India requires


an acquirer to offer the highest of the following :

1) Highest negotiated price per equity share for


any acquisition in terms of the SPA attracting
the obligation to make the public
announcement (“PA”)
2) The volume-weighted average price paid or
payable for acquisition by the Acquirer or by
any person acting in concert with it, during
the 52 weeks immediately preceding the date SEBI SAST Regulation, 1997
of PA
3) The highest price paid or payable for any 1) The negotiated price
acquisition by the Acquirer or by any person 2) Highest Price paid by the acquirer for
acting in concert with it, during the 26 weeks acquisition, if any, including by way of
immediately preceding the date of the PA allotment in a public or rights issue or
4) The volume-weighted average market Preferential Issue during the 26 weeks
price of such shares for a period of 60 prior to the date of the PA
trading days immediately preceding the 3) The average of the weekly high and low
date of PA as traded on the stock of the closing prices of the shares of
exchange where the maximum volume of the Target on the stock exchange
trading in the equity shares is recorded during 26 weeks period preceding the
during such period date of PA
4) The average of the daily high and Low
of the prices of the shares of the
Target on the stock exchange during 2
weeks period preceding the date of PA

© 2021 Incwert Advisory Private Limited, an Indian Private limited company having CIN U74999HR2018PTC075916 All rights reserved. Incwert and the 6
Incwert logo are registered trademarks of Incwert Advisory Private Limited.
Methodology - Base price considered for computing the
Control Premium

• In our analysis, we have segregated the observable period into two parts – a) year 2002 to
October 2011 and b) November 2011 to June 2021

• Prior to November 2011, for target companies that were frequently traded, public announcement
or letter of offer disclosed both a) the average of the weekly high and low of the closing prices
during 26 weeks prior to the public announcement and b) average of the daily high and low prices
during 2 weeks period preceding the date of public announcement as a determiner of the offer
price.

• However, owing to several factors such as the growth of M&A activity in India as the preferred
mode of restructuring, the increasing sophistication of takeover market, the decade long
regulatory experience and various judicial pronouncements, it was felt necessary to review the
SAST Regulations 1997. Accordingly, SEBI in the SAST Regulations, 2011 modified the offer price
determiner to the volume-weighted average market price of shares for a period of sixty trading
days.

• Thus, from November 2011 to June 2021, the base price considered is 60-days VWAP.
2002
Takeover
Total no of transactions: 950+
Transactions with 26W L|H: 451 (~ 46% coverage)
Transactions with 2W L|H: 414 (~43% coverage)

2011
SAST updated 2021
Transaction till June
Total no of transactions: 600+
Transactions with 60D VWAP:
253 (~ 41% coverage)

~9.6 years

~9.8 years

What SEBI SAST Regulations say…

What period and price to consider preceding the


date of public announcement?

2011 onwards VWAP for a period of 60 trading days


Until 2011 Avg of the weekly high and low of the closing prices for 26 weeks
Until 2011 Avg of the daily high and low prices for 2 weeks

© 2021 Incwert Advisory Private Limited, an Indian Private limited company having CIN U74999HR2018PTC075916 All rights reserved. Incwert and the 7
Incwert logo are registered trademarks of Incwert Advisory Private Limited.
Summary of control premium on different price bases

Summary of premium (excluding transactions exhibiting nil premium)

# nos. of
Time relevant
Base price period transactions Mean Median
The volume-weighted average market price for a
period of 60 trading days immediately preceding the
date of PA 2011-21* 223 25% 14%
The average of the weekly High and Low of the closing
prices during 26 weeks period preceding the date of
PA 2002-11 437 42% 24%
The average of the daily high and Low of the prices
during 2 weeks period preceding the date of PA 2002-11 382 21% 10%

Summary of premium at aggregate level

# nos. of
Time relevant
Base price period transactions Mean Median
The volume-weighted average market price for a
period of 60 trading days immediately preceding the
date of PA 2011-21* 253 22% 11%
The average of the weekly High and Low of the closing
prices for 26 weeks period preceding the date of PA 2002-11 451 41% 22%
The average of the daily high and Low of the prices for
2 weeks period preceding the date of PA 2002-11 414 19% 8%

Note: 1) Transactions up to June 2020 have been analysed


Source: SEBI; Incwert analysis

• The average and the median control premium (excluding transactions exhibiting nil premium) for
the period 2011-21 is observed to be 25% and 14% based on 60-days VWAP as the base price.
During the period 2002-11, the average and the median control premium is observed to be 42%
and 24% based on 26 Weeks H|L as a base and 21% and 10% based on 2 Weeks H|L as the base
price.

• The transactions that display nil premium are the ones where price run-ups have resulted in
market price rising higher than the highest negotiated price or the 52 weeks VWAP price paid by
the acquirer, or the 26 weeks highest price offered by the acquirer. We also observe nil premium
in indirect acquisitions where offer price is set equivalent to the market price.

© 2021 Incwert Advisory Private Limited, an Indian Private limited company having CIN U74999HR2018PTC075916 All rights reserved. Incwert and the 8
Incwert logo are registered trademarks of Incwert Advisory Private Limited.
Analysis by
industry
Summary of Control Premium by industry (at an
aggregate level)

Summary of premium by industry (at aggregate level)


Average Median
26W 2W 26W 2W
60-days (weekly (daily 60-days (weekly (daily
VWAP H|L) H|L) VWAP H|L) H|L)
Automotive 26% 31% 13% 18% 26% 6%
Banking / Financial services 28% 40% 12% 16% 30% 8%
Chemicals 32% 49% 17% 16% 17% 6%
Consumer & Retail 15% 84% 59% 1% 34% 13%
Energy & Natural resources 15% 31% 34% 5% 12% 1%
Healthcare & life sciences 32% 41% 26% 18% 19% 16%
Industrial 13% 37% 19% 5% 18% 13%
Infrastructure 19% 21% 11% 16% 13% 4%
Media 23% 21% 14% 18% 16% 5%
Mining & Metals 48% 78% 10% 48% 46% 11%
Others 11% 38% 16% 4% 25% 6%
Real estate 12% 26% 20% 10% 27% 11%
Technology 17% 36% 17% 8% 30% 7%
Telecom 22% 30% 25% 22% 21% 15%
Textile 39% 63% 19% 14% 28% 12%
Transport & logistics 10% 36% 12% 10% 21% 10%

Median premium
60%
50% 46%

40% 34%
30% 30% 28%
30% 26% 25% 27%
19% 21% 21%
17% 18% 16%
20% 12% 13%
10%
0%
Media

Textile
Mining & Metals

Others
Consumer & Retail

Industrial

Infrastructure
Chemicals

Telecom
Healthcare & life sciences
Automotive

Banking / Financial

Real estate

Technology

Transport & logistics


Energy & Natural
resources
services

60-days VWAP 26W (weekly H|L) 2W (daily H|L)

© 2021 Incwert Advisory Private Limited, an Indian Private limited company having CIN U74999HR2018PTC075916 All rights reserved. Incwert and the 10
Incwert logo are registered trademarks of Incwert Advisory Private Limited.
Summary of Control Premium by industry (excluding
transactions exhibiting nil premium)

Summary of premium by industry (excluding transactions exhibiting nil premium)


Average Median
26W 2W 26W 2W
60-days (weekly (daily 60-days (weekly (daily
VWAP H|L) H|L) VWAP H|L) H|L)
Automotive 30% 33% 13% 20% 31% 6%
Banking / Financial services 29% 40% 13% 16% 30% 8%
Chemicals 36% 53% 19% 17% 19% 11%
Consumer & Retail 19% 87% 64% 5% 34% 15%
Energy & Natural resources 20% 31% 51% 7% 12% 3%
Healthcare & life sciences 35% 44% 26% 20% 26% 16%
Industrial 17% 39% 20% 11% 19% 13%
Infrastructure 23% 22% 12% 18% 16% 5%
Media 27% 23% 16% 24% 17% 7%
Mining & Metals 48% 78% 10% 48% 46% 11%
Others 13% 39% 18% 5% 27% 8%
Real estate 14% 26% 20% 11% 27% 11%
Technology 20% 37% 18% 11% 30% 11%
Telecom 22% 35% 29% 22% 22% 21%
Textile 39% 63% 19% 14% 28% 12%
Transport & logistics 10% 36% 12% 10% 21% 10%

Median premium
60%
50% 46%

40% 34%
31% 30% 30% 28%
26% 27% 27%
30% 22% 21%
19% 19% 17%
20% 16%
12%
10%
0%
Media

Mining & Metals

Textile
Chemicals

Others
Consumer & Retail

Industrial

Infrastructure
Healthcare & life sciences

Telecom
Automotive

Transport & logistics


Banking / Financial

Real estate

Technology
Energy & Natural
resources
services

60-days VWAP 26W (weekly H|L) 2W (daily H|L)

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Analysis by time
series
Time series analysis of median Control Premium (1/2)

Summary of median premium (excluding transactions exhibiting Nil premium)


60-days 26W (weekly 2W (daily
Year VWAP H|L) H|L) Concluded
2002 n/a 49% 53% 51%
2003 n/a 38% 23% 30%
2004 n/a 15% 7% 11%
2005 n/a 35% 5% 20%
2006 n/a 20% 11% 15%
2007 n/a 26% 7% 16%
2008 n/a 18% 14% 16%
2009 n/a 35% 4% 20%
2010 n/a 19% 6% 12%
2011 10% 8% 14% 11%
2012 19% n/a n/a 19%
2013 24% n/a n/a 24%
2014 16% n/a n/a 16%
2015 13% n/a n/a 13%
2016 10% n/a n/a 10%
2017 11% n/a n/a 11%
2018 9% n/a n/a 9%
2019 16% n/a n/a 16%
2020 17% n/a n/a 17%
2021 10% n/a n/a 10%
Mean of median premium 14% 26% 14% 17%
Median of median premium 13% 23% 9% 16%
Note: 1) Control premium concluded during the period 2002-11 is average of 26 Weeks H|L and 2 Weeks H|L yearly premium
Source: SEBI; Incwert analysis

Year-wise control premium (median)


60%
51%
50%

40%
30%
30% 24% Mean of median premium = 17%
20% 20% 19%
20% 15% 16% 16% 16%
13% 16% 17%
12%
11% 11% 10% 11% 9% 10%
10%

0%
2002

2003

2004

2005

2006

2007

2008

2009

2010

2011

2012

2013

2014

2015

2016

2017

2018

2019

2020

2021

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Time series analysis of average Control Premium (2/2)

Summary of average premium (excluding transactions exhibiting Nil premium)


60-days 26W (weekly 2W (daily
Year VWAP H|L) H|L) Concluded
2002 n/a 61% 50% 55%
2003 n/a 57% 31% 44%
2004 n/a 35% 21% 28%
2005 n/a 51% 12% 32%
2006 n/a 48% 36% 42%
2007 n/a 32% 10% 21%
2008 n/a 44% 28% 36%
2009 n/a 61% 22% 42%
2010 n/a 35% 9% 22%
2011 10% 28% 25% 27%
2012 24% n/a n/a 24%
2013 34% n/a n/a 34%
2014 28% n/a n/a 28%
2015 27% n/a n/a 27%
2016 27% n/a n/a 27%
2017 41% n/a n/a 41%
2018 15% n/a n/a 15%
2019 15% n/a n/a 15%
2020 22% n/a n/a 22%
2021 23% n/a n/a 23%
Mean of average premium 24% 45% 24% 30%
Median of average premium 24% 46% 24% 27%
Note: 1) Control premium concluded during the period 2002-11 is average of 26 Weeks H|L and 2 Weeks H|L yearly premium
Source: SEBI; Incwert analysis

Year-wise control premium (mean)


60% 55%

50% 44%
42% 42% Mean of average premium = 30% 41%
40% 36% 34%
32%
28% 27% 28% 27% 27%
30% 24% 23%
21% 22% 22%
20% 15% 15%

10%

0%
2002

2003

2004

2005

2006

2007

2008

2009

2010

2011

2012

2013

2014

2015

2016

2017

2018

2019

2020

2021

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Premium through the time series

Premium - 60 Days VWAP

All data points Excluding Nil premium


Data Data
points Mean Median points Mean Median
2011 2 10% 10% 2 10% 10%
2012 28 20% 15% 24 24% 19%
2013 22 31% 21% 20 34% 24%
2014 27 25% 13% 24 28% 16%
2015 35 25% 10% 32 27% 13%
2016 28 23% 7% 24 27% 10%
2017 17 34% 4% 14 41% 11%
2018 34 12% 7% 28 15% 9%
2019 24 15% 13% 23 15% 16%
2020 20 21% 17% 19 22% 17%
2021 16 19% 7% 13 23% 10%
253 223

Premium - 26 Week L|H

All data points Excluding Nil premium


Data Data
points Mean Median points Mean Median
2002 19 51% 44% 16 61% 49%
2003 26 55% 38% 25 57% 38%
2004 23 33% 15% 22 35% 15%
2005 46 49% 33% 44 51% 35%
2006 57 47% 20% 56 48% 20%
2007 78 31% 25% 76 32% 26%
2008 65 43% 18% 63 44% 18%
2009 29 59% 34% 28 61% 35%
2010 63 35% 18% 62 35% 19%
2011 45 28% 8% 45 28% 8%
451 437
Premium - 2 Week L|H

All data points Excluding Nil premium


Data Data
points Mean Median points Mean Median
2002 3 50% 53% 3 50% 53%
2003 21 31% 23% 21 31% 23%
2004 21 21% 7% 21 21% 7%
2005 41 11% 3% 36 12% 5%
2006 55 32% 8% 49 36% 11%
2007 75 10% 6% 72 10% 7%
2008 64 26% 13% 61 28% 14%
2009 29 21% 4% 27 22% 4%
2010 61 8% 5% 55 9% 6%
2011 44 21% 12% 37 25% 14%
414 382

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Distribution
analysis of
control premium
Control Premium is positively skewed with 75% to 90%
of the sample exhibiting premium less than 50%

35%
33%

30%

25% 24%
23%
% of sample transactions

20% 19%

15%
14%
13%13%
12%
10%
9%
10% 9%
8% 8%
8% 8% 8%
7% 7% 7%
7% 6%
5% 5%
5% 4% 4%
4% 4% 4%
3% 3%
2% 2% 2%
2% 2%
0%
0%
60-days VWAP 26W (weekly H|L) 2W (daily H|L)

Transactions exhibiting nil premium More than 0% to 5.0% 5.0% to 10.0% 10.0% to 15.0%
15.0% to 20.0% 20.0% to 25.0% 25.0% to 30.0% 30.0% to 35.0%
35.0% to 40.0% 40.0% to 45.0% 45.0% to 50.0% More than 50.0%

100% 8% 11% 22%


90%
% of sample transactions

80%
70%
60%
50% MEDIAN
40%
30%
20%
10%
0%
upto 30.0%

More than 50.0%


upto 5.0%

upto 10.0%

upto 15.0%

upto 20.0%

upto 25.0%

upto 35.0%

upto 40.0%

upto 45.0%

upto 50.0%
Transactions exhibiting
nil premium

Control premium
60-days VWAP 26W (weekly H|L) 2W (daily H|L)

© 2021 Incwert Advisory Private Limited, an Indian Private limited company having CIN U74999HR2018PTC075916 All rights reserved. Incwert and the Incwert logo are registered trademarks of Incwert 17
Advisory Private Limited.
Analysis of
control premium
on different price
bases
Control Premium – 60day VWAP as base price

Premium - 60Days VWAP


Excluding Nil premium
All data points Excluding Nil premium & above 100% premium
Data Data Data
points Mean Median points Mean Median points Mean Median
Aggregate 253 22% 11% 223 25% 14% 213 18% 14%

Automotive 8 26% 18% 7 30% 20% 7 30% 20%


Banking / Financial services 60 28% 16% 57 29% 16% 54 20% 16%
Chemicals 17 32% 16% 15 36% 17% 13 19% 16%
Consumer & Retail 15 15% 1% 12 19% 5% 11 11% 2%
Energy & Natural resources 9 15% 5% 7 20% 7% 7 20% 7%
Healthcare & life sciences 12 32% 18% 11 35% 20% 10 28% 18%
Industrial 28 13% 5% 21 17% 11% 20 11% 10%
Infrastructure 12 19% 16% 10 23% 18% 10 23% 18%
Media 8 23% 18% 7 27% 24% 7 27% 24%
Mining & Metals 2 48% 48% 2 48% 48% 2 48% 48%
Others 33 11% 4% 29 13% 5% 29 13% 5%
Real estate 6 12% 10% 5 14% 11% 5 14% 11%
Technology 24 17% 8% 21 20% 11% 21 20% 11%
Telecom 2 22% 22% 2 22% 22% 2 22% 22%
Textile 15 39% 14% 15 39% 14% 13 14% 11%
Transport & logistics 2 10% 10% 2 10% 10% 2 10% 10%
253 223 213

© 2021 Incwert Advisory Private Limited, an Indian Private limited company having CIN U74999HR2018PTC075916 All rights reserved. Incwert and the 19
Incwert logo are registered trademarks of Incwert Advisory Private Limited.
Control Premium – 26Week H|L as base price

Industry-wise Premium - 26Week H|L


Excluding Nil premium
All data points Excluding Nil premium & above 100% premium
Data Data Data
points Mean Median points Mean Median points Mean Median
Aggregate 451 41% 22% 437 42% 24% 398 27% 20%

Automotive 19 31% 26% 18 33% 31% 17 26% 26%


Banking / Financial services 68 40% 30% 68 40% 30% 61 29% 22%
Chemicals 41 49% 17% 38 53% 19% 30 19% 14%
Consumer & Retail 33 84% 34% 32 87% 34% 29 38% 32%
Energy & Natural resources 12 31% 12% 12 31% 12% 11 14% 11%
Healthcare & life sciences 17 41% 19% 16 44% 26% 15 33% 19%
Industrial 46 37% 18% 44 39% 19% 39 23% 17%
Infrastructure 44 21% 13% 42 22% 16% 41 20% 15%
Media 16 21% 16% 15 23% 17% 14 16% 16%
Mining & Metals 6 78% 46% 6 78% 46% 4 34% 37%
Others 63 38% 25% 62 39% 27% 59 28% 24%
Real estate 13 26% 27% 13 26% 27% 13 26% 27%
Technology 40 36% 30% 39 37% 30% 37 33% 30%
Telecom 8 30% 21% 7 35% 22% 7 35% 22%
Textile 21 63% 28% 21 63% 28% 17 22% 22%
Transport & logistics 4 36% 21% 4 36% 21% 4 36% 21%
451 437 398

© 2021 Incwert Advisory Private Limited, an Indian Private limited company having CIN U74999HR2018PTC075916 All rights reserved. Incwert and the 20
Incwert logo are registered trademarks of Incwert Advisory Private Limited.
Control Premium – 2Week H|L as base price

Industry-wise Premium - 2Week H|L


Excluding Nil premium
All data points Excluding Nil premium & above 100% premium
Data Data Media Data
points Mean Median points Mean n points Mean Median
Aggregate 414 19% 8% 382 21% 10% 376 16% 9%

Automotive 18 13% 6% 18 13% 6% 18 13% 6%


Banking / Financial services 64 12% 8% 61 13% 8% 61 13% 8%
Chemicals 32 17% 6% 28 19% 11% 28 19% 11%
Consumer & Retail 27 59% 13% 25 64% 15% 24 22% 14%
Energy & Natural resources 12 34% 1% 8 51% 3% 7 6% 2%
Healthcare & life sciences 16 26% 16% 16 26% 16% 15 17% 16%
Industrial 42 19% 13% 40 20% 13% 39 17% 13%
Infrastructure 40 11% 4% 36 12% 5% 36 12% 5%
Media 15 14% 5% 13 16% 7% 13 16% 7%
Mining & Metals 5 10% 11% 5 10% 11% 5 10% 11%
Others 61 16% 6% 55 18% 8% 54 15% 8%
Real estate 12 20% 11% 12 20% 11% 12 20% 11%
Technology 41 17% 7% 37 18% 11% 37 18% 11%
Telecom 8 25% 15% 7 29% 21% 7 29% 21%
Textile 17 19% 12% 17 19% 12% 16 13% 10%
Transport & logistics 4 12% 10% 4 12% 10% 4 12% 10%
414 382 376

© 2021 Incwert Advisory Private Limited, an Indian Private limited company having CIN U74999HR2018PTC075916 All rights reserved. Incwert and the 21
Incwert logo are registered trademarks of Incwert Advisory Private Limited.
Client footprint across India and outside

Ludhiana
Chandigarh

NCR

Varanasi

Ahmedabad

Kolkata

Singapore
Mumbai
United Kingdom

Pune

Goa

Bengaluru Chennai
Kanchipuram

© 2021 Incwert Advisory Private Limited, an Indian Private limited company having CIN U74999HR2018PTC075916 All rights reserved. Incwert and the 22
Incwert logo are registered trademarks of Incwert Advisory Private Limited.
Reference | Incwert Publications

India size Purchase price


DVR and Rule India Control
premium study Equity Risk Premium Volatility in returns allocation study
11UA Premium, 2020
- August 2021 - May 2021 - January 2021 (BFSI)
- September 2020 - August 2020
- July 2020

Equity Risk Premium Risk free rate in a India Control Premium,


- June 2020 Holdco Discount negative yield economyIndia Beta Study 2019 AMC listing & valuation
- Mar 2020 - Feb 2020 - Jan 2020 - Oct 2019 - Sep 2019

Junk bond valuation Perspective on Valuation challenges


IBC Quarterly Flash Rule 11UA valuation IBC Quarterly Flash valuation of DVRs in AIF (Pg. 69-80)
- Aug 2019 - Jun 2019 - May 2019 - Apr 2019 - Mar 2019 - Feb 2019

Equity risk premium


in India
- Jan 2019

© 2021 Incwert Advisory Private Limited, an Indian Private limited company having CIN U74999HR2018PTC075916 All rights reserved. Incwert and the 23
Incwert logo are registered trademarks of Incwert Advisory Private Limited.
Contact us

Incwert India contacts Our Offices

Delhi NCR:
Sunit Khandelwal
Gurugram Mumbai
Mobile : +91 95606 80444
Board no: +91 124-4696689 Platinum Towers, Casa Marina
Email: sunitk@incwert.com 507A, 5th floor 1401, Hiranandani
Sohna Road Estate,
Mumbai: Gurugram 122 018 Thane (W) 400 607
Punit Khandelwal India India
Mobile: +91 98201 38274
Email: punitk@incwert.com
Registered office:
Website: http://www.incwert.com F-1502,
GPL Eden Heights,
Sector 70,
Gurugram 122101

© 2021 Incwert Advisory Private Limited, an Indian Private limited company having CIN
U74999HR2018PTC075916 All rights reserved. Incwert and the Incwert logo are
registered trademarks of Incwert Advisory Private Limited.

This publication has been carefully prepared only for general information and education purpose and is not a research report or any kind of investment advice. Neither authors
of this publication nor Incwert Advisory Private Limited have any kind of conflict of interest with any company/firm/entity which has been cited and have been used for the sole
purpose of illustration. It has been written in general terms and is not intended to address the circumstances of any particular individual or entity. Although we endeavour to
provide accurate and timely information, there can be no guarantee that such information is accurate as of the date it is received or that it will continue to be accurate in the
future. It should be seen as broad guidance only and does not constitute professional advice. You should not act upon the information contained in this publication without
obtaining specific professional advice after a thorough examination of the particular situation. No representation or warranty (express or implied) is given as to the accuracy or
completeness of the information contained in this proposal, and, to the extent permitted by law, Incwert Advisory Private Limited (“Incwert”), its members, employees and
agents accept no liability, and disclaim all responsibility, for the consequences of you or anyone else acting, or refraining to act, in reliance on the information contained in this
publication or for any decision based on it.

© 2021 Incwert Advisory Private Limited, an Indian Private limited company having CIN U74999HR2018PTC075916 All rights reserved. Incwert and the 24
Incwert logo are registered trademarks of Incwert Advisory Private Limited.

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