Rating History
Dissemination Date Long-Term Rating Short-Term Rating Outlook Action Rating Watch
29-Dec-25 A- A2 Stable Maintain -
10-Jan-25 A- A2 Stable Maintain -
16-Jan-24 A- A2 Stable Maintain -
18-Jan-23 A- A2 Stable Upgrade -
19-Jul-22 BBB+ A2 Stable Maintain -
About the Entity

Act2 Din Wind (Pvt.) Limited was incorporated in November 2015 as a Renewable Energy Independent Power Producer under Pakistan’s Renewable Energy Policy 2006. The project’s total cost is USD 62.95mln, financed under an 80:20 debt-to-equity structure. Debt comprises a USD 25mln foreign loan (3M SOFR + 4.25%) and a local facility capped at PKR 4.5bln. The foreign loan has a 13-year tenor with quarterly repayments, while the local loan carries a 10-year tenor. The Company is led by CEO Mr. Khurshid Akhtar, supported by an experienced management team.

Rating Rationale

Act2 Din Wind (Pvt.) Limited (“Act2 Din Wind” or “the Company”) is a 50MW wind power plant located at Jhimpir, Sindh. The Company operates under a 25-year Energy Purchase Agreement (EPA) with CPPA-G, effective from its Commercial Operations Date (COD) of February 27, 2022. The long-term EPA provides revenue visibility; however, cash flows remain exposed to wind resource variability, resulting in seasonal fluctuations in generation. Operational and business interruption risks are mitigated through comprehensive insurance coverage. During FY25, Act2 Din Wind generated 122 GWh of electricity (FY24: 115 GWh), translating into a load factor of 27.8% (FY24: 26.3%), which remained below the benchmark stipulated in the EPA. Despite the improvement in generation, revenue declined to PKR 1,935mln (FY24: PKR ~2,372mln), primarily due to interim tariff adjustments and exchange rate movements affecting the index-linked components of the tariff. Consequently, net profit decreased to PKR 378mln (FY24: PKR 694mln). The Company continues to meet its working capital needs through internally generated cash flows, with undrawn credit facilities available. Free cash flow from operations remained strong at PKR 1,632mln (FY24: PKR 2,082mln), supporting scheduled debt repayments. The Company has made steady progress in deleveraging, having repaid 33% of its local loan and 16% of its foreign loan as of the latest review. A Debt Service Reserve Account (DSRA), backed by Standby Letters of Credit (SBLCs) covering six months of obligations, remains in place. While leverage remains elevated, it continues to trend downward in line with the project’s repayment profile. The Company’s application for a true-up tariff review with the Authority remains pending, with the outcome and timeline still uncertain. Interim tariff indexation continues to apply, subject to final reconciliation upon NEPRA’s determination.

Key Rating Drivers

The ratings incorporate the strong financial and operational profile of the sponsoring consortium alongside the long-term visibility offered by its government-backed EPA. The maintenance of sound cash flows and adherence to the debt repayment schedule are positive factors. Sustaining operational performance in line with benchmarks and managing regulatory developments, including the pending tariff review, remains important for the ratings.

Profile
Plant

Act2 Din Wind Private Limited ("Act2 Din Wind") is a renewable energy independent power producer (RE IPP) operating a 50 MW wind facility in Jhimpir, Sindh. Founded under Pakistan's Renewable Energy Policy of 2006, the plant successfully reached its Commercial Operations Date on February 27, 2022.


Tariff

Act2 Din Wind's power generation is supported by a cost-plus tariff from NEPRA. The approved structure provides a higher rate of PKR 7.2340 per unit in the initial decade, ensuring project viability, followed by a reduced rate of PKR 2.3790 per unit for the project's full term. The Company is currently engaged in a tariff review process with NEPRA. While this review is finalized, an interim, inflation-adjusted tariff of PKR 13.6259 per unit is in effect for the recent quarter (October-December 2025). This interim rate will be reconciled once NEPRA issues its final decision on the matter.


Return on Project

The project's agreed Internal Rate of Return (IRR) with NEPRA is 14%.


Ownership
Ownership Structure

Act2 Din Wind is owned by a consortium of established Pakistani groups. The shareholding structure is as follows: Din Group (49%), Ismail Group (20%), Akhter Group (15.5%), and Tapal Group (15.5%).


Stability

The ownership structure of Act2 Din Wind is characterized by its stability and the strong sectoral presence of its sponsors. The Company was originally founded by the Ismail, Akhter, and Tapal Groups. The consortium was strategically restructured in November 2021 with the entry of Din Group, which acquired a 49% stake. Given the sponsors' significant experience and strategic alignment, the ownership is expected to remain stable for the medium to long term.


Business Acumen

The sponsor groups behind Act2 Din Wind are prominent, diversified conglomerates with a proven track record in the energy sector. Din Group is a major textile exporter, while Ismail Group is a leading consumer goods company (known for brands like CandyLand and Bisconni) with interests in financial services. Akhter Group focuses on technology and industrial manufacturing, and Tapal Group has specific expertise in power generation via its 126 MW RFO-based plant. Collectively, the sponsors have interests in five wind power plants totaling 250 MW, underscoring their strategic commitment to renewable energy.


Financial Strength

The robust financial standing of the sponsors ensures that the Company has a reliable source of support for sustained operations as well as during periods of financial stress.


Governance
Board Structure

The Company's Board of Directors (BoD) is composed of six members, including the CEO. The board's composition reflects the ownership structure, with Din Group holding three seats as the major shareholder, and the Akhter, Ismail, and Tapal Groups each holding one seat.


Members’ Profile

Mr Mustafa Tapal currently serves as the Chairman of the Board, a role he has held since the Company's inception. The chairmanship rotates among the sponsor groups every two years, though an incumbent may continue by board consensus. The other board members are Mr Fawad Jawed, Mr. Farhan Sheikh Mohammad, and Mr Faraz Jawed (representing Din Group); Mr Khurshid Akhtar (Akhter Group); and Mr Asad Muhammad Iqbal (Ismail Group). Collectively, they provide a wealth of knowledge and strategic guidance to the Company.


Board Effectiveness

Comprising members with deep expertise across key sectors, the BoD provides robust strategic governance. Their mandate includes regularly reviewing critical operational metrics like plant efficiency and corporate performance. Furthermore, the Board is instrumental in advising management on policy development to ensure sustained growth and competitive success.


Financial Transparency

BDO Ebrahim & Co., the company's external auditor, issued an unqualified opinion on the financial statements as of June 30, 2025.


Management
Organizational Structure

The Company maintains a lean, flat organizational structure centered on a core team of finance and technical staff. While engineering, construction, and plant operations are outsourced, clearly defined reporting lines ensure efficient communication and maintain clear accountability.


Management Team

The Chief Executive Officer (CEO) is elected by the Board of Directors on a rotational basis for a two-year term, which is extendable by mutual consensus. The current CEO, Mr. Khurshid Akhter, has led the Company since its inception and brings over two decades of diverse industry experience. He is supported by a skilled management team, including Mr. Mehmood Suleman, who serves as the Chief Financial Officer (CFO) and Company Secretary, overseeing the Company's financial and regulatory operations with his capable team.


Effectiveness

Company's well-defined management structure, under the close oversight of the Board of Directors, ensures the successful execution of company strategy. This governance is reinforced through regular management meetings dedicated to reviewing performance and steering company affairs.


Control Environment

The Company has made strategic investments in its IT infrastructure, leading to significant gains in operational performance. These enhanced systems provide robust support for a wider range of activities and have substantially improved the monitoring of operations and the efficiency of management reporting.


Operational Risk
Power Purchase Agreement

Act2 Din Wind was developed under Pakistan's Renewable Energy Policy of 2006 and is governed by a 25-year Energy Purchase Agreement (EPA) with CPPA-G, effective from its Commercial Operations Date (COD) of February 27, 2022. A key provision of the EPA obligates the Company to maintain benchmark generation and required efficiency, with no compensation for shortfalls stemming from efficiency drops. Conversely, the Company is protected against grid curtailment and will be compensated for any Non-Project Missed Volumes (NPMV) based on historical generation trends and applicable tariffs.


Operation and Maintenance

The plant's operations are secured by long-term Operations & Maintenance (O&M) contracts with industry-leading providers: Hydro China for the overall plant and Goldwind for the turbines. Hydro China brings proven local expertise, currently servicing several wind IPPs in Pakistan, including Act Wind I. Together, both contractors provide extensive, specialized knowledge in the engineering, design, and operation of renewable energy assets.


Resource Risk

As a renewable energy IPP, the Company is inherently exposed to resource variability risk, specifically, the fluctuation in wind speed as defined by the Renewable Energy Policy of 2006. Under the prevailing tariff structure, the Company fully bears this wind risk. Consequently, seasonal variations in wind directly impact electricity generation, leading to potential fluctuations in revenue and cash flow.


Insurance Cover

The Company maintains adequate insurance coverage for property damage and business interruption.


Performance Risk
Industry Dynamics

As of the end of 1QFY26, Pakistan's power sector demonstrated modest growth, with total generation reaching 40,933 GWh, a 1% increase YoY. This occurs against a backdrop of a total installed capacity of 46,605MW (as of 9MFY25), distributed among hydel (24.4%), thermal (55.7%), nuclear (7.8%), and renewable sources (12.2%). The generation mix in September 2025 was led by hydel (38%), nuclear (18%), and RLNG (14%), with wind power contributing 342 GWh. For ACT WIND, operating within this landscape offers stability through CPPA-G's long-term Energy Purchase Agreement (EPA) and a supportive renewable energy policy. However, the sector-wide context where actual generation can fall short of reference levels, as seen in the 708 GWh surplus in September 2025, highlights the critical importance for the company to manage wind resource variability and maintain high operational efficiency to maximise its revenue under the guaranteed tariff structure.


Generation

In Q1 FY26, the plant generated a net electrical output of 51,333 MWh. For the full year FY25, generation reached 121,805 MWh, continuing the trend from previous years (FY24: 115,199 MWh; FY23: 138,669 MWh). All these figures remain below the established benchmark of 166,440 MWh. The load factor for FY25 was 27.81%, indicating recovery from the 26.30% in FY24, which was still lower compared to the 31.66% achieved in FY23.


Performance Benchmark

NEPRA's benchmark capacity factor for wind power projects is set at 38%. The wind sector broadly faced headwinds in FY25 due to lower-than-average wind speeds across the region. In this challenging environment, ACT 2 Din Wind reported a modest operational improvement, with its plant efficiency rising slightly to 27.81% from 26.3% in FY24, though this remains significantly below the NEPRA benchmark.


Financial Risk
Financing Structure Analysis

The project's total cost of USD 62.95 million was financed with USD 50.36 million in debt and USD 12.59 million in equity. The debt comprises a USD 25 million foreign loan (3M SOFR + 4.25%) and a local loan with a cap of PKR 4.5 billion (at a 5% effective rate), of which PKR 4,113 million was utilized. As of September 2025, the outstanding balances were USD 21 million on the foreign loan and PKR 2,776 million on the local loan, indicating repayments of approximately 16% and 33% respectively.


Liquidity Profile

As of June 2025, the Company’s liquidity profile was robust. It held trade receivables of PKR 581 million and, as a deliberate strategy, had invested PKR 584 million in liquid, short-term assets. This was further supported by a cash and bank balance of PKR 40 million. Collectively, these resources provide substantial financial flexibility, enabling the Company to meet its obligations independent of external short-term debt.



Working Capital Financing

Act2 Din Wind primarily funds its working capital needs through internally generated cash flows, operating without dependence on short-term debt. As a prudent financial management measure, the Company maintains undrawn working capital facilities, ensuring immediate liquidity is available if required.


Cash Flow Analysis

The Company’s Free Cash Flow from Operations (FCFO) decreased to PKR 1,632 million in FY25 (FY24: PKR 2,082 million), following a significant increase from PKR 903 million in FY23. Despite this recent decline, the Company's robust FCFO generation continues to be the primary source for its consistent debt repayments, as evidenced by a reduction in total borrowings to PKR 8,758 million from PKR 9,466 million the previous year. This strong debt service capability is further reinforced by a six-month Debt Service Reserve Account (DSRA), backed by Standby Letters of Credit (SBLCs).


Capitalization

The Company’s equity strengthened to PKR 3,825 million as of June 25, representing an 11% increase from PKR 3,447 million on June 24. This growth has supported a reduction in the leverage ratio, which declined to 70.2% from 73.8% over the same period. The Company’s debt, which consists predominantly of project-related long-term loans, decreased to PKR 8,758 million from PKR 9,466 million. Supported by consistent operational cash flows, the leveraging ratio is expected to continue its downward trajectory with scheduled debt repayments.


 
 

Dec-25

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Jun-25
12M
Jun-24
12M
Jun-23
12M
A. BALANCE SHEET
1. Non-Current Assets 11,573 11,979 12,702
2. Investments 584 543 164
3. Related Party Exposure 0 0 0
4. Current Assets 815 816 1,493
a. Inventories 0 0 0
b. Trade Receivables 581 591 790
5. Total Assets 12,973 13,338 14,359
6. Current Liabilities 118 154 880
a. Trade Payables 73 89 757
7. Borrowings 8,758 9,466 10,458
8. Related Party Exposure 257 257 257
9. Non-Current Liabilities 15 13 11
10. Net Assets 3,825 3,447 2,752
11. Shareholders' Equity 3,825 3,447 2,753
B. INCOME STATEMENT
1. Sales 1,935 2,372 1,960
a. Cost of Good Sold (902) (901) (778)
2. Gross Profit 1,033 1,471 1,182
a. Operating Expenses (30) (33) (43)
3. Operating Profit 1,003 1,438 1,139
a. Non Operating Income or (Expense) 130 128 45
4. Profit or (Loss) before Interest and Tax 1,133 1,566 1,184
a. Total Finance Cost (735) (851) (740)
b. Taxation (20) (21) (6)
6. Net Income Or (Loss) 378 694 439
C. CASH FLOW STATEMENT
a. Free Cash Flows from Operations (FCFO) 1,632 2,082 903
b. Net Cash from Operating Activities before Working Capital Changes 900 1,234 905
c. Changes in Working Capital (3) (616) (717)
1. Net Cash provided by Operating Activities 898 618 188
2. Net Cash (Used in) or Available From Investing Activities (167) (189) (2,166)
3. Net Cash (Used in) or Available From Financing Activities (711) (993) 1,242
4. Net Cash generated or (Used) during the period 20 (564) (736)
D. RATIO ANALYSIS
1. Performance
a. Sales Growth (for the period) -18.4% 21.0% 227.3%
b. Gross Profit Margin 53.4% 62.0% 60.3%
c. Net Profit Margin 19.5% 29.3% 22.4%
d. Cash Conversion Efficiency (FCFO adjusted for Working Capital/Sales) 84.2% 61.8% 9.5%
e. Return on Equity [ Net Profit Margin * Asset Turnover * (Total Assets/Shareholders' Equity )] 9.7% 19.4% 16.6%
2. Working Capital Management
a. Gross Working Capital (Average Days) 111 106 114
b. Net Working Capital (Average Days) 95 41 -86
c. Current Ratio (Current Assets / Current Liabilities) 6.9 5.3 1.7
3. Coverages
a. EBITDA / Finance Cost 2.3 2.5 1.2
b. FCFO / Finance Cost+CMLTB+Excess STB 1.0 1.2 0.6
c. Debt Payback (Total Borrowings+Excess STB) / (FCFO-Finance Cost) 10.0 7.9 65.4
4. Capital Structure
a. Total Borrowings / (Total Borrowings+Shareholders' Equity) 70.2% 73.8% 79.6%
b. Interest or Markup Payable (Days) 0.0 0.0 0.0
c. Entity Average Borrowing Rate 7.9% 8.3% 7.4%

Dec-25

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