Its an attempt to explain the TATA-JLR acquisition the financing involved with it.

1. TATA-JLR Acquisition:

2. Agenda
1
• Why Ford was selling JLR?
• Why TATA Motors (TaMo) was interested in
purchasing JLR?
2
• The deal and its financing.
• Challenges that it faced.
3
• Post Merger scenario.
• Cost of capital.

3. Why Ford was ready to sell?
The US auto was posting losses of $12.6billion in 2006 - the heaviest
in its 103-year history
Jaguar was not able to provide any profit for Ford because of the high
manufacturing costs provided in the UK.
The strong boy Land Rover's profit, on the other hand, was driven by
the record sale of 2.26 lakh vehicles, an 18% YoY growth in 2007.
Ford was combining both the brands since the products and
manufacturing of vehicles for Land Rover and Jaguar was so intertwined.
"Bringing down production costs and turning around
the company successfully will be the challenge”-FORD MOTORS

4. The table below shows the cost of production for JLR:
From the table, we may observe that Ford failed to reduce production costs as major proportion of cost is material
cost and they unable to bought cheaper materials from suppliers.
This however is very different if Tata Motor takes the ownership because they are utilizing country’s vast natural
resources.

5. Why acquire JLR?

7. Pooling of Resources of Tata Group to reduce Manufacturing Cost

8. The Deal
Assets and Other
Commitments gained by
TaMo
100 % stake in JLR Business
3 plants in UK
2 Advanced Design and Engineering
Centers
26 National Sales Companies
Intellectual Property Rights
Ford to Support credit sales for JLR for
12 months
Pension fund Contribution $600 mn by
Ford.

9.  Tata Motors and M&M were the top bidders. Tata gave $2.3 bn bid
 The finance was arranged from the consortium of 15 major banks. Out
of them 8 primary bankers were SBI, Citibank, JP Morgan, Standard
Chartered, BNP Paribas, Tokyo Mitsubishi UFJ, Mizuho Financial Group
and ING. @ (LIBOR + 400 bp)
$2.3 bn to
be paid to
FORD
$0.7 bn
working
Capital
$3.0 bn
Bridge
Loan
Rights
Issue
$1.8 bn
Equity
overseas
$500 mn
Debt
$700 mn
$3.0 bn
Bridge
Loan
Refinancing Strategy
Amount Required
Debt/Equity=0.30

10. Point in Time Source Amount
Jan 2009 Sales of stake in Tata Steel & Tata
Teleservice to other group
companies
$ 1.11 bn
April 2009 Non Convertible Debentures were
issued (@ 9.88% 3yrs) PDS.
$0.89 bn
May 2009 External Commercial Borrowing
(ECB)
$1 bn
Refinance completed in May 2009 Total: $3 bn
Actual Refinancing
However due to Market Volatility, Negative Investors Outlook, and
2008 crisis TaMo was not able to raise $1.8 bn from equity share.
Therefore, the debt refinancing was extended to May 2009.
Debt/Equity= 1.7

11. Post Merger: Turn around from Liability to Asset
FY-2009 FY-2010 FY-2011 FY-2012
Net
Revenue
(Million $)
Profit
after tax
(Million $)
-306 -14.6 1036 1481
4974
6,554
9,871
13,512
The 2 years period after the deal was of Global Turmoil.
“Timing of acquisition couldn't have been worse”- CEO
JLR contributed for 67% of the Total Revenue and 81% of the Profit for TaMO in
FY-2012
CAGR is expected to be 12.5% from 2012-2017.

12. Cost of Capital:
Cost of Debt:
The after-tax cost of debt-capital = The Yield-to-Maturity on long-term debt x
(1 minus the marginal tax rate in %)
Cost of Debt
LIBOR (15 month average) 5.12 %
Interest rate 9.12%
Tax rate 30 %
After tax Cost of Debt 6.384%
Cost of Capital 9.7%
JLR annual growth in
(2008-2013)
14%