Rating Rationale
December 28, 2018 | Mumbai
Cadila Healthcare Limited
Rating removed from 'Watch Developing'; Ratings Reaffirmed
 
Rating Action
Total Bank Loan Facilities Rated Rs.3577 Crore
Long Term Rating CRISIL AA+/Stable (Removed from 'Rating Watch with Developing Implications'; Rating reaffirmed) 
Short Term Rating CRISIL A1+ (Reaffirmed)
 
Rs.125 Crore Non Convertible Debentures CRISIL AA+/Stable (Removed from 'Rating Watch with Developing Implications'; Rating reaffirmed) 
Rs.250 Crore Commercial Paper CRISIL A1+ (Reaffirmed)
1 crore = 10 million
Refer to annexure for Details of Instruments & Bank Facilities
Detailed Rationale

CRISIL has removed its ratings on the bank facilities and debt programme of Cadila Healthcare Limited (Cadila Healthcare; part of the Zydus Cadila group) from 'Rating Watch with Developing Implications'. The ratings have been reaffirmed at 'CRISIL AA+' and a 'Stable' outlook is assigned to the long term rating. The short term rating is reaffirmed at 'CRISIL A1+'.
 
The rating action follows clarifications received regarding the funding pattern and the synergies expected from the Zydus Cadila group's acquisition of Heinz India Pvt Ltd (Heinz; subsidiary of The Kraft Heinz Company). On October 25, 2018, CRISIL had placed the long-term rating of Cadila Healthcare on rating watch with developing implications following the acquisition announcement for a consideration of Rs 4,595 crore. The acquisition, which is being undertaken by Cadila Healthcare's subsidiary, Zydus Wellness Ltd (ZWL), will include Heinz's consumer brands such as Complan, Glucon D, Nycil and Sampriti Ghee. The acquisition is expected to be completed by early 2019 (calendar year). Competition Commission of India's approval has already been received.
 
With the Heinz acquisition, the consumer wellness segment will emerge as Cadila Healthcare's third largest division after US formulations and domestic branded formulations. It is expected to account for about 15% of the group's revenue over the medium term, from less than 5% in fiscal 2018. In fiscal 2020, revenue is expected to grow by over 15% largely led by this acquisition and steady growth of its other segments. Further, the acquisition will provide a fillip to its existing consumer wellness brands of Sugar Free, Everyuth and Nutralite (under ZWL). Heinz's general and modern trade distribution set-up will complement Zydus Cadila group's pharmacists reach and help in improving the growth momentum.
 
As about half of the consideration is expected to be debt-funded, the Zydus Cadila group's gearing is expected to increase to 0.80 time by March 31, 2019 from 0.70 time, as on March 31, 2018. The ratio of debt/EBITDA (earnings before interest, tax, depreciation and amortization) will remain high at about 2.8 times in fiscal 2020 (post acquisition) as against CRISIL's earlier expectation of 1.7 times. However, as the benefits from the acquisition are expected to accrue over medium to long term, the debt-protection metrics will strengthen over this period.
 
CRISIL's ratings continue to reflect the Zydus Cadila group's growing presence in international markets, particularly the US, established position in the branded generics market in India and the benefits to accrue from the recent acquisition. The ratings also factor in a healthy financial risk profile, with adequate debt protection metrics and gearing. These strengths are partially offset by exposure to risks related to unfavourable regulatory changes, increasing competition, and price erosions in the regulated generics markets.

Analytical Approach

For arriving at the ratings of Cadila Healthcare, CRISIL has combined the business and financial risk profiles of Cadila Healthcare, and its subsidiaries and step-down subsidiaries (referred as the Zydus Cadila group), as all entities operate in the pharmaceutical and related space, with significant operational linkages, under a common management. For joint ventures (JV), CRISIL follows a moderate integration approach; specifically, CRISIL factors in share of profit from JVs, and share of any incremental investments required by JVs. CRISIL has amortised goodwill consolidated on earlier acquisitions over five years and on Heinz's acquisition over 10 years. Both profit after tax and networth are adjusted to that extent.

Please refer Annexure - Details of Consolidation, which captures the list of entities considered and their analytical treatment of consolidation.

Key Rating Drivers & Detailed Description
Strengths
* Growing presence in the regulated generics markets: The group's business prospects are supported by its growing presence in regulated generics markets like the US. The group filed 26 ANDAs, taking its tally of filings of 343, of which 201 have been approved, as on September 30, 2018. Healthy pace of filings and approvals in the US, also reflected in the strong ANDA pipeline of over 140 as of September 2018, will strengthen the US business. With US revenue of Rs 5,835 crore in fiscal 2018 and Rs 2,550 crore in the first half of fiscal 2019, the group is one of the top 10 players in the US generic market (Source: IMS Moving Annual Total, March 2018).
 
* Established position in the domestic branded generics market: The Zydus Cadila group is one of the top five players in the domestic formulations market. Domestic formulations accounted for 29% of revenue in fiscal 2018, and have been in the range of 30-40%. The group is the market leader in the high-growth lifestyle segments such as gastrointestinal, cardiology, respiratory and gynaecology, which account for over 40% of its domestic formulation sales. As of September 30, 2018, 16 of the Zydus Cadila group's brands feature among the country's top 300 pharmaceutical brands. The domestic segment grew 17% in the first six months of fiscal 2019, reflecting recovery from the goods and services tax (GST) impact. Growth has been subdued in last few years, due to intense competition in key therapies, personnel related challenges, price revisions and destocking by chemists, in anticipation of GST implementation. To address these challenges, the group strengthened its marketing team, and moved its domestic base to Mumbai from Ahmedabad in fiscal 2018. This is expected to provide better growth momentum in the medium term, also given the established brands, large and therapeutic-focused field force, in-licensing agreements, and product launches. It also has established presence in other rest of the world markets of Brazil, Mexico and South Africa.
 
* Benefits to accrue from the recent acquisition:
The acquisition of Heinz will enhance the Zydus Cadila group's consumer wellness portfolio and quadruple the segment's revenue. Glucon-D, Complan, Nycil and Sampriti ghee having total revenue of Rs 1,150 crore have a healthy market position with high brand recall value. Additionally Heinz's general and modern trade distribution set-up will complement Zydus Cadila group's pharmacists reach and help in improving the overall growth momentum. Ability to launch variants and scale-up acquired brands will be critical to capitalise on expected synergies.
 
* Healthy financial risk profile: Financial risk profile is marked by a healthy net worth, adequate gearing and debt protection metrics. Adjusted gearing stood at 0.70 times as on March 31, 2018, vis-à-vis 0.86 times a year ago. With the acquisition of Heinz, the group's gearing will increase but remain adequate at about 0.80 time over the medium term. The interest coverage ratio will continue to remain healthy, despite debt being raised for the acquisition. Debt/EBITDA ratio, though will increase to about 2.8 times until fiscal 2020, and then gradually improve as debt is retired, from cash generation.  Any additional material debt funded acquisition will be a rating monitorable. Nevertheless as the benefits of acquisition pan out, we expect the debt protection to strengthen over the medium term.
 
Weakness
* Exposure to risks related to unfavourable regulatory changes: The Zydus Cadila group remains exposed to regulatory risks, both in domestic and international markets, particularly the US. While Cadila Healthcare's Moraiya plant was successfully re-inspected and ANDA approvals have been received, the group continues to face heightened regulatory scrutiny. For instance, in fiscal 2017, revenue growth was negative in the US market because of drop in approvals and launches. The domestic segment posted slower single-digit growth in fiscals 2018 and 2017 because of regulatory issues such as GST and addition of drugs under price controls. Any adverse developments on the regulatory will continue remain a key monitorable
 
* Exposure to intense competition, volatility in foreign exchange rates and stretch in the working capital cycle: The Zydus Cadila group faces intense competition in regulated markets, where innovator companies engage in aggressive defense tactics by launching authorised generics, and there are several cost-competitive Indian players present. Furthermore, generic players in regulated markets are affected by severe price erosions, given the commoditised nature of products, along with intense competition and considerable government pressure to lower prices. Strong bargaining power of distributors in the US, leads to high working capital intensity. The group's gross current assets (net of liquid surplus) have increased by 40-50 days over past three fiscals, to around 200 days as on March 31, 2018. Adequate liquidity and high financial flexibility is expected to meet the incremental working capital requirement.

Outlook: Stable

CRISIL believes Cadila Healthcare will maintain its diversified revenue profile across geographies and its healthy cash accrual over the medium term. The financial risk profile is expected to remain healthy, with above-average net worth, moderate adjusted gearing, and moderate sized debt-funded capex plans.
 
Upward scenario
* Increased revenue contribution from the US market led by healthy pipeline and product approvals, and material increase in revenues from non-US markets enhancing geographical diversity  
* Sustenance of profitability at healthy levels, leading to material cash generation and improvement in credit metrics
 
Downward scenario
* Decline in operating profitability to below 17-18%, most likely due to increased competition or regulatory issues impacting cash generation
* Credit metrics  deteriorate significantly because of large, debt-funded capex or acquisitions, and/or material elongation in working capital cycle
 
Liquidity
Liquidity is healthy: cash accrual is expected to be over Rs 1800 crore annually in fiscals 2019 and 2020, and to be sufficient to meet moderate term debt obligation ' about Rs 300 crore and 600 crore, respectively. Sizeable cash and cash equivalents (including investments in mutual funds) of nearly Rs 1,600 crore as on September 30, 2018, also support liquidity. The cash balances are expected to decline to fund the acquisition but will build to about Rs 1,200-1,500 crore over the medium term. Besides, the company (standalone) has fund-based bank limits which remain moderately utilized at about 50%.  The cash accruals will be sufficient to meet the capex requirements of Rs 750-1000 crore annually.

About the Company

Cadila Laboratories Ltd (Cadila Laboratories) was founded in 1952 by Mr Raman Patel and Mr Indravadan Modi. Cadila Healthcare came into existence in 1995 following the split of Cadila Laboratories, with the Modi family's share being moved into a new company called Cadila Pharmaceuticals Ltd. The division that was managed by Mr Raman Patel's son, Mr Pankaj Patel, was renamed Cadila Healthcare Ltd, and the group was named Zydus Cadila. In 2000, Cadila Healthcare got listed on the Bombay Stock Exchange. Over the years, the company has grown to become one of the top five pharmaceutical companies in India. It also has growing presence in the regulated markets, particularly the US. Other segments include consumer wellness, emerging markets formulations, animal healthcare and bulk drugs.
 
As on September 30, 2018, the promoters held 74.79% stake in Cadila Healthcare, foreign portfolio investors held 8.73%, and the balance was held by the public and others. None of the promoters' shareholding is pledged.
 
For the six month period ended September 30, 2018, the Zydus Cadila group reported a profit after tax (PAT) of Rs 895 crore (PAT of Rs 658 crore for six months ended September 30, 2017), on operating income of Rs 5,855 crore (Rs 5,407 crore for six months ended September 30, 2017).

Key Financial Indicators
Particulars Unit 2018 2017
Operating income (net of excise) Rs crore 11,887 9,357
Adjusted Profit after tax (PAT)* Rs crore 1,575 1,453
Adjusted PAT margin* % 13.2 15.5
Adjusted debt/adjusted networth* Times 0.70 0.86
Interest coverage Times 33 45
*Adjusted for goodwill and intangibles amortisation

Any other information: Not applicable

Note on complexity levels of the rated instrument:
CRISIL complexity levels are assigned to various types of financial instruments. The CRISIL complexity levels are available on www.crisil.com/complexity-levels. Users are advised to refer to the CRISIL complexity levels for instruments that they consider for investment. 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. Cr)
Rating Assigned
with Outlook
NA Bank guarantee NA NA NA 50 CRISIL A1+
NA Letter of credit NA NA NA 100 CRISIL A1+
NA Cash credit* NA NA NA 1300 CRISIL AA+/Stable
NA Long Term Loan^ NA NA 27-Dec-18 50.8 CRISIL AA+/Stable
NA Long Term Loan NA NA 20-Mar-20 96.7 CRISIL AA+/Stable
NA Long Term Loan NA NA 17-Jan-22 217.5 CRISIL AA+/Stable
NA Long Term Loan NA NA 01-Mar-22 145.0 CRISIL AA+/Stable
NA Long Term Loan NA NA 27-Mar-22 725.1 CRISIL AA+/Stable
NA Long term loan NA NA 26-Apr-22 217.5 CRISIL AA+/Stable
NA Long Term Loan NA NA 18-Sep-22 145.0 CRISIL AA+/Stable
NA Long term loan NA NA 05-Sep-23 145.0 CRISIL AA+/Stable
NA Proposed Long Term Bank Loan Facility NA NA NA 384.4 CRISIL AA+/Stable
NA Commercial Paper NA NA 7-365 days 250.00 CRISIL A1+
NA Non-Convertible Debentures** NA NA NA 75.00 CRISIL AA+/Stable
NA Non-Convertible Debentures** NA NA NA 50.00 CRISIL AA+/Stable
* Fully interchangeable with Working capital demand loan and Packing credit in Foreign Currency
** Yet to be issued;
^CRISIL is awaiting independent confirmation of redemption before withdrawing rating on these instruments
 
Annexure - Details of consolidation
S. No Name of Entity   Consolidation
1 Zydus Healthcare Limited Fully consolidated
2 Zydus Wellness Limited Fully consolidated
3 Liva Pharmaceuticals Limited Fully consolidated
4 Zydus Technologies Limited Fully consolidated
5 Alidac Pharmaceuticals Limited Fully consolidated
6 Dialforhealth India Limited Fully consolidated
7 Dialforhealth Greencross Limited Fully consolidated
8 Dialforhealth Unity Limited Fully consolidated
9 Violio Healthcare Limited Fully consolidated
10 Acme Pharmaceuticals Private Limited Fully consolidated
11 Zydus Lanka (Private) Limited Fully consolidated
12 Zydus International Private Limited * Fully consolidated
13 Zydus Netherlands B.V. * Fully consolidated
14 Zydus France, SAS * Fully consolidated
15 Laboratorios Combix S.L. * Fully consolidated
16 Bremer Pharma GmbH Fully consolidated
17 Etna Biotech S.R.L. * Fully consolidated
18 ZAHL B.V. Fully consolidated
19 ZAHL Europe B. V. Fully consolidated
20 Zydus Healthcare (USA) LLC * Fully consolidated
21 Zydus Pharmaceuticals (USA) Inc. $ * Fully consolidated
22 Nesher Pharmaceuticals (USA) LLC * Fully consolidated
23 Sentynl Therapeutics, Inc * Fully consolidated
24 Zydus Noveltech Inc., USA * Fully consolidated
25 Hercon Pharmaceuticals, LLC * Fully consolidated
26 Zydus Worldwide DMCC Fully consolidated
27 Zydus Discovery DMCC Fully consolidated
28 Zydus Nikkho Farmaceutica Ltda. * Fully consolidated
29 Zydus Healthcare SA (Pty) Ltd. * Fully consolidated
30 Simayla Pharmaceuticals (Pty) Ltd * Fully consolidated
31 Script Management Services (Pty) Ltd. * Fully consolidated
32 Zydus Healthcare Philippines Inc. * Fully consolidated
33 Alidac Healthcare (Myanmar) Limited Fully consolidated
34 Zydus Pharmaceuticals Mexico SA De CV * Fully consolidated
35 Zydus Pharmaceuticals Mexico Service Company SA De CV. * Fully consolidated
36 Zydus Pharma Japan Co. Ltd. * Fully consolidated
37 M/s. Zydus Wellness- Sikkim Fully consolidated
38 Zydus Takeda Healthcare Private Limited Moderately consolidated
39 Zydus Hospira Oncology Private Limited Moderately consolidated
40 Bayer Zydus Pharma Private Limited Moderately consolidated
*Subsidiary Company with 31st December as its reporting date.
Annexure - Rating History for last 3 Years
  Current 2018 (History) 2017  2016  2015  Start of 2015
Instrument Type Outstanding Amount Rating Date Rating Date Rating Date Rating Date Rating Rating
Commercial Paper  ST  250.00  CRISIL A1+  25-10-18  CRISIL A1+    --    --    --  -- 
        20-09-18  CRISIL A1+               
Non Convertible Debentures  LT  0.00
28-12-18 
CRISIL AA+/Stable  25-10-18  CRISIL AA+/Watch Developing  13-06-17  CRISIL AA+/Stable  01-11-16  CRISIL AA+/Stable  21-09-15  CRISIL AA+/Stable  CRISIL AA+/Stable 
        20-09-18  CRISIL AA+/Positive  27-01-17  CRISIL AA+/Stable           
        29-06-18  CRISIL AA+/Positive               
Short Term Debt  ST              01-11-16  CRISIL A1+  21-09-15  CRISIL A1+  CRISIL A1+ 
Short Term Debt (Including Commercial Paper)  ST      29-06-18  CRISIL A1+  13-06-17  CRISIL A1+    --    --  -- 
            27-01-17  CRISIL A1+           
Fund-based Bank Facilities  LT/ST  3427.00  CRISIL AA+/Stable  25-10-18  CRISIL AA+/Watch Developing  13-06-17  CRISIL AA+/Stable  01-11-16  CRISIL AA+/Stable  21-09-15  CRISIL AA+/Stable  CRISIL AA+/Stable 
        20-09-18  CRISIL AA+/Positive  27-01-17  CRISIL AA+/Stable           
        29-06-18  CRISIL AA+/Positive               
Non Fund-based Bank Facilities  LT/ST  150.00  CRISIL A1+  25-10-18  CRISIL A1+  13-06-17  CRISIL A1+  01-11-16  CRISIL A1+  21-09-15  CRISIL A1+  CRISIL A1+ 
        20-09-18  CRISIL A1+  27-01-17  CRISIL A1+           
        29-06-18  CRISIL A1+               
All amounts are in Rs.Cr.
Annexure - Details of various bank facilities
Current facilities Previous facilities
Facility Amount (Rs.Crore) Rating Facility Amount (Rs.Crore) Rating
Bank Guarantee 50 CRISIL A1+ Bank Guarantee 50 CRISIL A1+
Cash Credit* 1300 CRISIL AA+/Stable Cash Credit* 1300 CRISIL AA+/Watch Developing
Letter of Credit 100 CRISIL A1+ Letter of Credit 100 CRISIL A1+
Long Term Loan 1742.6 CRISIL AA+/Stable Long Term Loan 1567.17 CRISIL AA+/Watch Developing
Proposed Long Term Bank Loan Facility 384.4 CRISIL AA+/Stable Proposed Long Term Bank Loan Facility 559.83 CRISIL AA+/Watch Developing
Total 3577 -- Total 3577 --
*Fully interchangeable with Working capital demand loan and Packing credit in Foreign Currency
Links to related criteria
CRISILs Approach to Financial Ratios
CRISILs Bank Loan Ratings - process, scale and default recognition
Rating criteria for manufaturing and service sector companies
Rating Criteria for the Pharmaceutical Industry
CRISILs Bank Loan Ratings
CRISILs Criteria for Consolidation
CRISILs Criteria for rating short term debt

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