Rating Rationale
April 28, 2023 | Mumbai
Brookfield India Real Estate Trust
Rating reaffirmed at 'CRISIL AAA'; outlook revised to 'Negative'
 
Rating Action
Corporate Credit RatingCRISIL AAA/Negative (Outlook revised from 'Stable'; Rating Reaffirmed)
Note: None of the Directors on CRISIL Ratings Limited’s Board are members of rating committee and thus do not participate in discussion or assignment of any ratings. The Board of Directors also does not discuss any ratings at its meetings.
1 crore = 10 million
Refer to Annexure for Details of Instruments & Bank Facilities

Detailed rationale

CRISIL Ratings has reaffirmed its ‘CRISIL AAA’ corporate credit rating of Brookfield India Real Estate Trust (Brookfield REIT), while revising the outlook to ‘Negative’ from ‘Stable’.

 

Brookfield REIT is sponsored by BSREP India Office Holdings V Pte Ltd (part of the Brookfield group). The real estate investment trust (REIT) has stake in five companies which includes four companies comprising of five commercial assets and one company which is the operational service provider.

 

The outlook revision reflects delay in improvement of leverage and operating performance of Brookfield REIT. The debt of the REIT increased materially last year after acquisition of Candor Techspace N2 (N2), resulting in high loan-to-value (LTV) ratio. Expectation of gradual reduction in the LTV ratio over the last one year has not materialised yet and CRISIL Ratings sensitised LTV is currently near the threshold of 40%. Gross debt to earnings before interest, tax, depreciation and amortisation (Ebitda) ratio is around 6 times as of March 2023.

 

Furthermore, the occupancy of the portfolio, which was expected to improve to 87-90%, remained at ~83% which also curtailed improvement in the financial risk profile. Nevertheless, effective economic occupancy, post incorporating income support from the Brookfield group for the N2 asset stands at ~88%. Going forward, the occupancy is expected to improve, backed by the leasing pipeline and demonstration of the same at adequate rates remains important, especially in the context of slowdown in leasing momentum in India due to global economic headwinds. With improvement in occupancy and leverage, CRISIL Ratings expects the LTV ratio to come down to well below 40% on sustained basis and debt to Ebitda ratio below 5 times, which will augur well for the credit risk profile.

 

Any future acquisition of assets, their funding pattern and consequent impact on the financial risk profile of the REIT will remain key rating sensitivity factors.

 

The rating continues to reflect the stable revenue profile of Brookfield REIT’s assets, benefits from geographical diversification and adequate ability to refinance due to comfortable financial risk profile. These strengths are partially offset by susceptibility to volatility in the real estate sector resulting in fluctuations in rental rates and occupancy.

Analytical approach

CRISIL Ratings has combined the business and financial risk profiles of Brookfield REIT with those of its special purpose vehicles (SPVs), in line with its criteria for rating entities in homogeneous groups. This is because Brookfield REIT has direct control over its SPVs and will support them in the event of any exigency. Post debt servicing in one SPV, excess cash flow may be made available for debt servicing of other SPVs, which may require support. The SPVs have to mandatorily distribute 90% of their net distributable cash flow (post servicing of debt) to Brookfield REIT, resulting in minimal structural subordination of cash flow. Also, as per the Securities and Exchange Board of India’s (SEBI’s) Real Estate Investment Trust (REIT) Regulations, 2014, the cap on borrowing of the Brookfield REIT has been defined at a consolidated level (equivalent to 49% of the value of Brookfield REIT’s assets).

 

Please refer Annexure - List of Entities Consolidated, which captures the list of entities considered and their analytical treatment of consolidation.

Key rating drivers and detailed description

Strengths:

  • Moderate LTV ratio supports the ability to refinance: Consolidated external debt has increased marginally to Rs 5,423 crore as on December 31, 2022, compared to Rs 5,199 crore as on March 31, 2022. Given lower-than-expected improvement, the leverage remains near LTV threshold of 40%. The debt to Ebitda ratio is expected to remain at around 6 times as of March 2023. A low LTV ratio protects investors from the risk of decline in property prices and its consequent impact on refinancing. Any debt-funded capital expenditure (capex) or acquisition will remain a key rating sensitivity factor.

 

  • Adequate debt protection metrics: Average debt service coverage ratio (DSCR) is expected to remain adequate throughout the tenure of the debt, including for additional financing for construction and working capital requirement in the underlying SPVs. The DSCR, though lower than initial estimates, will be comfortable, at over 1.5 times, in the initial three years when there is very low principal repayment. The debt is expected to be refinanced prior to chunky repayments falling due beyond three years as there is no prepayment penalty on the debt post three years from the date of disbursement. There is a put option as well, which gives the lender the right to require the borrower to prepay the secured obligation pertaining to the increased facility in full on the date falling at expiry of five years from the drawdown date. Liquidity / debt service reserve account (DSRA) of at least two months of peak debt servicing obligation is to be maintained throughout the debt tenure.

 

  • Stable revenue of asset SPVs: Brookfield REIT’s entire revenue comes from five commercial assets with total leasable area of 187 lakh square feet (lsf) having stable operations with a track record of over 10 years of rental collection. The consolidated revenue from operations was Rs 895 crore and Rs 877 crore for the nine months ended December 31, 2022, and fiscal 2022, respectively. Committed occupancy has remained stable at around 83% in December 2022 as compared to similar levels in December 2021. However, it remained lower than the expected level of 87-90%. Nevertheless, leasing is expected to pick up given ongoing discussions for 9 lsf of new leasing and 13 lsf of renewals as on December 31, 2022. Consequently, occupancy should improve over the medium term. Effective economic occupancy, post incorporating income support from the Brookfield group (including the N2 asset) is ~88%. The rentals have mark-to-market upside, given the superior asset and service quality, favourable location in prime areas of Mumbai, National Capital Region (NCR) and Kolkata, with good demand and competitive rental rates.

 

Weakness:

  • Susceptibility to volatility in the real estate sector: Rental collection remains susceptible to economic downturns, which may constrain the tenant’s business risk profile, and therefore, limit occupancy and rental rates. Top 10 tenant and sectoral (information technology [IT] and IT enabled services) concentration at 64% and 48%, respectively, exposes the REIT to moderate concentration risk. Furthermore, leases contributing to 32% of rentals will be due for renewal between the fourth quarter of fiscal 2023 and 2026. While majority of tenants are established corporates and may continue to occupy the property, any industry shock leading to vacancies may make it difficult to find alternate lessees within the stipulated time, as has been witnessed over the past few quarters. This could adversely impact cash flow, and hence, will be a key rating sensitivity factor

Liquidity: Superior

Liquidity remains strong as there are low principal repayments in the next three years and cash flow will be sufficient to service the debt obligation. Liquidity / DSRA of at least two months of peak debt servicing obligation is to be maintained. Furthermore, a moderate LTV ratio enhances the REIT’s financial flexibility.

Outlook: Negative

CRISIL Ratings believes Brookfield REIT will continue to benefit from the quality of its underlying assets over the medium term. However, improvement in leverage and occupancy will remain essential.

Rating sensitivity factors

Downward factors:

  • No improvement in current leverage, such that CRISIL Ratings sensitised LTV ratio does not improve to well below 40% on sustained basis
  • Occupancy level below 85% on sustained basis
  • Significant delay in completion and leasing of under-construction assets or acquisition of assets of lower quality affecting portfolio health
  • Any non-adherence to the structural features of the rated debt
  • Any impact on independence of REIT operations due to but not limited to change in sponsorship of the trust or ownership of the REIT manager

About the trust

 

Brookfield REIT is registered as an irrevocable trust under the Indian Trust Act, 1882, and as a REIT with SEBI’s REIT Regulations, 2014, as amended.

 

Shantiniketan Properties Pvt. Ltd (N1) owns and operates a commercial office park, Candor Techspace N1, in Noida (NCR). The property has been operational since March 2011 and has completed area of 19.6 lsf, of which around 90% was occupied as on December 31, 2022, while an additional area of 8.6 lsf is expected to be developed over the medium to long term. 

 

Candor One Hi-Tech Structures Pvt. Ltd (K1) owns and operates:

a)      A special economic zone (SEZ) park, Candor Techspace G2, in Gurugram (NCR). The property has been operational since December 2007 and has completed area of 39.2 lsf, of which around 84% was occupied as on December 31, 2022, while an additional area of 1.0 lsf is expected to be completed over the medium term.

b)      Candor Techspace K1, in Kolkata, which is part SEZ and part commercial office park. The property has been operational since December 2007 and has completed area of 30.6 lsf, of which around 82% was occupied as on December 31, 2022. IT park and mixed-use led development worth additional area of around 5 lsf is currently under construction, while another 21.8 lsf is expected to be developed over the medium to long term.

 

Festus Properties Pvt. Ltd (Kensington) owns and operates a SEZ park, Kensington, in Mumbai. The property has been operational since April 2009 and has completed area of 15.64 lsf, of which 90% was occupied as on December 31, 2022

 

Seaview Developers Pvt. Ltd (SDPL) owns and operates N2 in Noida. The property has been operational since 2005 and has completed area of 37.8 lsf, of which around 77% was occupied as on December 31, 2022, while an additional area of 7.7 lsf is expected to be completed over the medium term. Brookfield REIT acquired the asset on January 24, 2022.

 

Candor India Office Park Pvt. Ltd (CIOP) is involved in property management, facility management and support services, for assets owned by N1, SDPL and K1. This entails following services, but not limited to – a) accounting, b) procurement of materials and services, c) supervision of annual maintenance contracts and insurance, d) transition, operations, supervision of repairs and maintenance, and e) legal, secretarial and compliance services.

 

For the nine months ended December 31, 2022, revenue and profit after tax (PAT) were Rs 895 crore and Rs 99 crore, respectively.

Key financial indicators*

Particulars

Unit

2022

2021^

Revenue from operations

Rs crore

877

131

Profit after tax (PAT)

Rs crore

246

26

PAT margin

%

28.1

19.5

Adjusted gearing

Times

0.58

0.26

Interest coverage

Times

3.0

2.2

*CRISIL Ratings-adjusted numbers

^Fiscal 2021 financials are not comparable with that of fiscal 2020 and pertain to 2-month period since February 16, 2021, post listing of Brookfield REIT

Any other information: Not applicable

Note on complexity levels of the rated instrument:
CRISIL Ratings` complexity levels are assigned to various types of financial instruments and are included (where applicable) in the 'Annexure - Details of Instrument' in this Rating Rationale.

CRISIL Ratings will disclose complexity level for all securities - including those that are yet to be placed - based on available information. The complexity level for instruments may be updated, where required, in the rating rationale published subsequent to the issuance of the instrument when details on such features are available.

For more details on the CRISIL Ratings` complexity levels please visit www.crisilratings.com. Users may also call the Customer Service Helpdesk with queries on specific instruments.

Annexure - Details of instrument(s)

ISIN

Name of instrument

Date of allotment

Coupon

rate (%)

Maturity

date

Issue size
(Rs crore)

Complexity

levels

Rating assigned
with outlook

NA

NA

NA

NA

NA

NA

NA

NA

Annexure – List of entities consolidated

Names of entities consolidated

Extent of consolidation

Rationale for consolidation

N1

Full

100% subsidiary

K1

Full

100% subsidiary

Kensington

Full

100% subsidiary

CIOP

Full

100% subsidiary

SDPL

Full

100% subsidiary

Annexure - Rating History for last 3 Years
  Current 2023 (History) 2022  2021  2020  Start of 2020
Instrument Type Outstanding Amount Rating Date Rating Date Rating Date Rating Date Rating Rating
Corporate Credit Rating LT 0.0 CRISIL AAA/Negative   -- 12-12-22 CRISIL AAA/Stable 29-12-21 CCR AAA/Stable 30-09-20 Provisional CCR AAA/Stable --
      --   -- 29-04-22 CCR AAA/Stable 03-03-21 CCR AAA/Stable   -- --
      --   --   -- 25-01-21 Provisional CCR AAA/Stable   -- --
All amounts are in Rs.Cr.

    

Criteria Details
Links to related criteria
CRISILs rating criteria for REITs and InVITs
CRISILs criteria for rating debt backed by lease rentals of commercial real estate properties
Understanding CRISILs Ratings and Rating Scales
CRISILs Criteria for Consolidation

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