CRISIL has revised its outlook on the long-term bank facilities and debt instruments of Edelweiss Rural and Corporate Services Limited (ERCSL: formally, Edelweiss Commodities Services Limited; part of the Edelweiss group) to 'Negative' from 'Stable' while reaffirming the rating at 'CRISIL AA-'. The rating on the commercial paper issue has been reaffirmed at 'CRISIL A1+'.
 
CRISIL has also withdrawn its ratings on the non-convertible debentures (NCDs) of Rs 1750 crore (See annexure 'Details of Rating Withdrawn') in line with its withdrawal policy.
 
CRISIL has also revised its outlook on the long-term debt instruments of the other Edelweiss group entities to 'Negative' from 'Stable'. The outlook revision factors in the increased stress in the Edelweiss group's loan book, particularly the wholesale book, which has also impacted the group's overall earnings profile. Further, while the group is in the process of scaling down its wholesale portfolio, this could be delayed, given the challenging macro environment, including issues related to the Covid-19 pandemic. Furthermore, the group's fundraising, which had seen an improving trajectory in the preceding couple of quarters, was impacted in the fourth quarter of fiscal 2020.
 
Overall reported gross non-performing assets (GNPAs) in the lending business increased to 2.76% as on December 31, 2019, from 1.87% as on March 31, 2019. While GNPAs in the retail book increased to 2.0% as on December 31, 2019, from 0.7% as on March 31, 2019, the reported GNPAs in the wholesale book increased to 3.6% from 2.6% during the same period. The group has sold some of the stressed exposures in the lending business to asset reconstruction companies (ARCs), including Edelweiss Asset Reconstruction Co Ltd (EARC; on an arm's length basis) to benefit from better resolution capabilities and strong legal teams. Including assets sold to ARCs, a sizeable proportion of which continue on the books in the form of security receipts, the stressed assets of the lending book would be higher. The increased stress in the loan book and consequent higher provisions has significantly impacted the group's earnings with net profits (before minority interest) for the 9 months ended December 31, 2019, declining by 70% to Rs 238 crore from Rs 798 crore during the corresponding period of the previous year.
 
The Edelweiss group's collections and asset quality metrics may come under further pressure on account of the extended nationwide lockdown. The lockdown has been further extended, although there has been a partial lifting of restrictions based on classification of zones. CRISIL believes that further lifting of restrictions will continue in a phased manner. Any delay in return to normalcy will put pressure on collections and asset quality metrics. The group has offered moratorium to their borrowers and hence, the collections are expected to be low in the near-term. Thereafter, collections could witness challenges as the income streams of the group's borrowers are likely to be impacted given the current challenging macro environment.
 
The Edelweiss group witnessed a reduction in incremental fund raising in fourth quarter of fiscal 2020. The group raised around Rs 1,500 crore in the quarter, as compared to around Rs 3,750 crore in the third quarter and around Rs 2,700 crore in the second quarter.
 
Nevertheless, CRISIL understands that the management is engaging with lenders and has fresh bank sanctions in the pipeline [including those under Long Term Reverse Repo Operation (LTRO)] and is also in process of raising retail NCDs. The group's ability to raise fresh funds from diverse sources, over the near term, will be a key monitorable.
 
Further, CRISIL has also factored in the group's ability to raise capital as demonstrated in the last few quarters. Investments from Caisse de depot et placement du Quebec (CDPQ), Kora Management (Kora; a US-based investment firm), and Sanaka Growth SPV I Ltd (part of Sanaka Capital) between March and November in 2019, have bolstered the group's capital position with overall networth (including CDPQ investment of Rs 1,040 crore, Kora investment of Rs 177 crore, and Sanaka Capital investment of Rs 117 crore as part of networth) increasing to Rs 10,163 crore as on December 31, 2019, and gearing reducing to 3.7 times. The group plans to raise additional capital at the holding company level, as well as in the Edelweiss Global Investment Advisors (EGIA) business, which is expected to further improve the capital levels for the group.
 
The group also has adequate liquidity. On the liability side, the Reserve Bank of India (RBI) announced regulatory measures under the Covid-19 - Regulatory Package, whereby lenders were permitted to grant moratorium on bank loans. The Edelweiss group has, currently, not applied for moratorium and is repaying its liabilities as per schedule. The overnight on-balance sheet liquidity (including cash, liquid investments, and treasury assets) stood at around Rs 2,450 crore as on April 30, 2020, while unutilised bank lines stood at Rs 700 crore on same date. Over and above, the group has other liquid assets (investments, securities-based lending book), which can be accessed if necessary. This stood at around Rs 4,000 crore as on April 30, 2020.
 
The group continues to strategically focus on reducing its wholesale book through sale of assets to investors and shifting these assets to a fund platform, which will provide completion finance to the projects. In this regard, the group has already announced one transaction of $425 million between Edelweiss Alternative Asset Advisors (EAAA) and Meritz Financial Group (a South Korean financial services conglomerate) of which one tranche has already been concluded. The group is in advanced stages of discussion with various global investors for more such transactions.
 
The ratings also continue to reflect the group's diversified business profile with presence across credit, capital market, and insurance segments, and demonstrated ability to build significant presence in multiple lines of business. The ratings also factor in an established market position in capital market-related segments, resulting in a regular stream of fee-based income.
 
These strengths are partially offset by vulnerability of asset quality to concentration in the wholesale lending segment, particularly in the current challenging economic environment.  Furthermore, the profitability ratios are relatively weaker than some other large, predominantly wholesale players.
 
CRISIL will continue to closely monitor the progress in sell-down of wholesale assets, group's ability to raise fresh funding, proposed capital raising plans as well as any increase in build-up of stress in loan book. Based on these factors, CRISIL will take appropriate rating action.
 
The ratings on ERCSL's bank facilities and debt instruments continue to centrally factor in the expectation of strong managerial, financial and, operational support from its ultimate parent, Edelweiss Financial Services Limited (EFSL; rated, 'CRISIL A1+', holding company of the Edelweiss group), both on an ongoing basis and in the event of distress. Such expectation reflects the strategic importance of ERCSL to EFSL as well as the strong moral obligation of EFSL to support ERCSL, given the shared name and commodities being a major business for the group.

For arriving at the ratings, CRISIL has considered the standalone business and financial risk profiles of ERCSL. CRISIL has also factored in the support that ERCSL is expected to receive from its ultimate parent, Edelweiss Financial Services Ltd. (EFSL). This is because ERCSL and EFSL have extensive business and operational linkages and a common brand.
 
For arriving at the ratings on EFSL, CRISIL has combined the business and financial risk profiles of EFSL and its subsidiaries. That's because all these entities, collectively referred to as the Edelweiss group, have significant operational, financial, and managerial integration and also operate under the common Edelweiss brand.

ERCSL has adequate cash and cash equivalents. The Edelweiss group also maintains adequate liquidity. As a policy, the group maintains a cushion of 9-10% of the balance sheet.  There was a liquidity cushion (including cash, liquid investments, and treasury assets) of around Rs 2,450 crore and unutilised bank lines of around Rs 700 crore as on April 30, 2020. The group also has other liquid assets (investments, securities-based lending book), which can be accessed if necessary; these stood at around Rs 4,000 crore. As on April 30, 2020, the overall liquidity was adequate to meet the debt obligation of around Rs 3290 crore that was due over the next few months until September 30, 2020. The assets and liabilities continue to be well-matched. The group has also reduced its dependence on commercial paper borrowing, which dropped to less than 1% compared to 18% of total borrowings as on September 30, 2018.

CRISIL believes ERCSL will continue to benefit from the strong financial, managerial, and operational support from EFSL. The rating may be downgraded if there is weakening of group's credit risk profile, a change in the extent of the ERCSL's ownership, or diminution in the expected support from the parent.
 
Rating sensitivity factors
Upward factors
* Significant improvement in the group's asset quality with GNPAs less than 1% on a sustained basis, and an improving earnings profile
* Increase in fund mobilisation on a steady-state basis for the group

Downward factors
* Change in the extent of EFSL's or the Edelweiss group's ownership of ERCSL or diminution in the expected support from the parent
* Lack of progress on planned scale down of the wholesale portfolio
* Deterioration in asset quality of the Edelweiss group with GNPAs increasing to above 4%, thereby also impacting profitability
* Continued funding challenges with limited fundraising by the Edelweiss group
 
About the company and the group
ERCSL, formally known as Edelweiss Commodities Services Limited, is primarily into agri commodity services and credit businesses. Edelweiss Agri Value Chain Limited was merged into ERCSL due to consolidation of the commodity business of the group. During the first nine months of fiscal 2019, the company had a loss of Rs -72.9 crore on a total income of Rs 1420.5 crore (net profit and total income of Rs 119.3 crore and Rs 3120.9 crore, respectively for fiscal 2019). Net worth as on December 31, 2019 stood at Rs 507.81 crore.
 
The group comprises 48 companies as on December 31, 2019. The number of companies has come down from 74 as on March 31, 2016, and is expected to come down further over the next few quarters (subject to requisite approvals). The group had 458 offices (including eight international offices in six locations) in around 190 cities as on December 31, 2019. Furthermore, as a part of streamlining its operating structure, the group has restructured the businesses into three verticals (credit, advisory and insurance).
 
The group has presence across various financial services businesses. These businesses include loans to corporates and individuals, mortgage finance, including LAPs and small-ticket housing loans, SME finance, agricultural credit including commodity sourcing and distribution, institutional and retail equity broking, corporate finance and advisory, wealth management, third-party financial products distribution, alternative and domestic asset management, and life and general insurance. In addition, the BMU focuses on liquidity and asset-liability management.
 
In fiscal 2019, the group's profit after tax (PAT) was Rs 1044 crore on total income of Rs 10,881 crore against Rs 890 crore and Rs 8,920 crore, respectively, in fiscal 2018.
 
In the first 9 months of fiscal 2020, PAT was Rs 200 crore on total income of Rs 7,637 crore against Rs 763 crore and Rs 8,124 crore, respectively, in the corresponding period of the previous fiscal.

Any other information: Not applicable