Rating Rationale
June 15, 2020 | Mumbai
Fortis Healthcare Limited
 Ratings continues on 'Watch Developing'  
 
Rating Action
Total Bank Loan Facilities Rated Rs.429 Crore
Long Term Rating CRISIL A (Continues on 'Rating Watch with Developing Implications')
Short Term Rating CRISIL A1 (Continues on 'Rating Watch with Developing Implications')
1 crore = 10 million
Refer to annexure for Details of Instruments & Bank Facilities
Detailed Rationale

CRISIL ratings on the bank facilities of Fortis Healthcare Limited (FHL) continue to be on 'Rating Watch with Developing Implications'.
 
FHL's operations were impacted in the last week of March and throughout April and May of 2020, on account of the Covid-19 outbreak and the resultant countrywide lockdown. Occupancy levels for hospitals dropped in April 2020, on account of deferment of elective procedures and fall in medical tourism. Similarly, the diagnostics segment was negatively impacted because of lower referrals from hospitals, deferment of preventive check-ups and logistics issues with sample collection because of the lockdown. However, with gradual easing of restrictions in the second half of May and partial lifting of the lockdown in June 2020, occupancy levels have witnessed recovery.
 
While cash flow is expected to be impacted in the near term, CRISIL notes that the company has been able to manage because of heathy liquidity, estimated at around Rs 350 crore (including cash and cash equivalent and unutilised bank lines at consolidated levels), despite cash losses in April and May 2020. Liquidity should be adequate to support current modest profitability. Liquidity will also benefit from numerous steps being undertaken by the company, including cost-cutting measures and deferment of capital expenditure (capex).
 
The rating reflects FHL's strong market position, established brand, and healthy financial risk profile. These strengths are partially offset by moderate but improving, operating performance and exposure to inherent regulatory risks faced by the healthcare industry.
 
The rating continues to be on watch because of the pending legal issues. The Supreme Court, vide its order dated November 15, 2019, had initiated suo moto contempt proceedings against FHL inter alia, with regards to the IHH Healthcare Berhard (IHH) equity infusion and purchase of RHT Health Trust (RHT) assets. Furthermore, there are investigations by the Securities and Exchange Board of India and the Serious Fraud Investigation Office (SFIO), wherein alleged financial irregularities at FHL are being probed. The outcome of these matters may have a significant bearing on the company's credit risk profile. The hearings have been adjourned given the current pandemic. CRISIL will remove the ratings from watch and take a final rating action once clarity emerges around these aspects.
 
Moreover, minority shareholders of SRL, holding ~31.5% stake, hold a put option which, if exercised, could lead to a liability of around Rs 1,200 crore for FHL. The investors have provided extensions to FHL for the date of exercise of the put option and have also initiated the process to arrange for a third-party investor for the stake sale. However, if FHL is required to provide a cash exit to the minority shareholders of SRL, it may significantly impact FHL's financial risk profile and would, therefore, remain a key rating sensitivity factor.

Analytical Approach

For arriving at its ratings, CRISIL has combined the business and financial risk profiles of FHL and its subsidiaries, joint ventures, and associates, because all these entities are under a common management and have strong business and financial linkages.

Please refer Annexure - List of entities consolidated, for details of the entities considered and their analytical treatment for consolidation.

Key Rating Drivers & Detailed Description
Strengths:
* Strong market position and established brand
FHL operates 26 hospitals (including 4 network hospitals) which provide a pan-India coverage. Fortis is a well-known name in the field of healthcare in India. The company's hospitals include those located in Gurgaon, Haryana; Mohali, Punjab; Okhla, Delhi; Shalimar Bagh, Delhi; BG Road, Bengaluru; and Mulund, Mumbai. These hospitals offer world class services and therefore attract international patients. SRL has established a strong brand in both retail and business-to-business (B2B) segments, managing over 400 labs (including joint ventures) with 1,000+ collection centres and 7,000+ sample pick-up points in India. FHL's strong market position will sustain, over the medium term, given its wide geographical footprint and diverse specialty mix.

* Strong financial risk profile, aided by equity infusion by IHH
Fresh equity infusion of around Rs 4,000 crore by IHH in November 2018, helped FHL to reduce its high-cost debt and to buy the RHT assets. This led to significant improvement in cash accrual and enhanced the overall financial risk profile. While the financial risk profile will be impacted in the current fiscal because of lower accrual, this is expected to be temporary. On consolidated basis, gearing, interest coverage ratio, and net debt to earnings before interest, tax, depreciation, and amortisation (EBITDA) ratio are expected to remain below 0.5 time, above 3.5 times, and below 2 times, respectively, over the medium term. The company is being prudent and proceeding with its capex plans judiciously to conserve liquidity. Any large, debt-funded capex or investments and its impact on the overall financial risk profile will remain a key monitorable.

Weaknesses:
* Moderate, though improving, operating performance
FHL reported operating profitability of about 5% in fiscals 2018 and 2019. However, consolidated operating margin improved to 13.7% in the nine months ended December 31, 2019, against 3.4% for the corresponding period of the previous fiscal. This is primarily because of savings of net business trust costs of around Rs 270 crore, annually, that were being paid to RHT prior to acquisition of the assets. Moreover, there has also been improvement across all operating metrics for the hospitals segment. For instance, average revenue per operating bed was Rs 1.58 crore and occupancy level was 66% in the nine months ending December 31, 2019, against Rs 1.52 crore and 66%, respectively, for the corresponding period of the previous fiscal. Operating margin in the diagnostics segment also improved to 23.50% in the nine months of fiscal 2020, from 19.90% in the corresponding period of the previous fiscal, driven by cost efficiencies.

Consolidated operating performance will be subdued in fiscal 2021, because of lower occupancies. However, this is expected to be temporary. Recovery in occupancy levels and margin, going forward, will be key monitorables.

* Exposure to regulatory risks
The government policy regarding capping of prices for medical procedures and medical devices such as coronary implants and knee implants impacted players in the healthcare sector. While such price control mechanisms have a direct bearing on players' operating margin through reduction in revenue, they also impact premium patients (including medical tourism) who would prefer getting such procedures done in foreign geographies. Any policy change that may negatively impact FHL's credit risk profile will need to be closely monitored.
Liquidity Adequate

FHL had cash and cash equivalent and unutilised limits of around Rs 350 crore as on May 31, 2020. Bank limit of Rs 398 crore was utilised at 85% on average for the 6 months through May 2020. Given low occupancy levels, cash burn is expected in the first quarter of fiscal 2021. However, the company has sufficient liquidity to tide over the near term. Cost-cutting measures, comfortable debt repayment and deferment of capex will help ease the liquidity position. Liquidity should also benefit from planned sale of non-strategic assets such as land and real estate.

Rating Sensitivity Factors
Upward Factors
*
Strong revenue growth and improving profitability, leading to FHL's consolidated net debt to EBITDA ratio sustaining below 1.75 times
* Resolution of ongoing litigations and investigations with no adverse impact on FHL's financial risk profile

Downward Factors
* Worsening of FHL's operating performance with stagnating revenue or declining profitability
* Significant, debt-funded capex or investments, leading to FHL's consolidated net debt to EBITDA ratio sustaining above 2.75 times
* Adverse impact of ongoing litigations weakening FHL's financial risk profile.

About the Company

FHL was incorporated in February 1996. The company's first healthcare facility became operational at Mohali, Punjab, in 2001.
 
FHL is an integrated healthcare services provider and has presence in hospitals, diagnostics, day care, and specialty facilities. It has both owned and managed hospitals under its portfolio. The diagnostic brand, SRL, is amongst the leading chains in the country.
 
FHL has forayed into women and child health and well-being segments through its brand, La Femme. It has four facilities under the brand, one each in Jaipur, Rajasthan; Greater Kailash, New Delhi; Bengaluru; and Shalimar Bagh, New Delhi.
 
Fortis currently has four hospitals accredited to the Joint Commission International (JCI), 19 hospitals accredited to the National Accreditation Board for Hospitals (NABH), 10 NABH-accredited blood banks, and 23 hospitals with NABH-accredited nursing programmes under its umbrella.
 
On February 15, 2018, the shareholding of the erstwhile promoters, Mr Malvinder Mohan Singh and Mr Shivinder Mohan Singh, reduced to less than 1% after the Supreme Court allowed lenders to invoke the pledge against shares of FHL held as security. Thereafter, the search for a new promoter began and bids were accepted from investors. IHH was the winning bidder and became the new promoter, investing around Rs 4,000 crore in the company against fresh issuance of ~31.1% stake.
 
For the first nine months of fiscal 2020, reported profit after tax (PAT) was Rs 133 crore on operating revenue of Rs 3,519 crore, against net loss of Rs 375 crore on operating revenue of Rs 3,285 crore for the corresponding period of the previous fiscal.

Key Financial Indicators  (FHL - on a consolidated basis)
As on/for the period ended March 31 Unit 2019 2018
Reported revenue Rs crore 4469 4560
Reported profit after tax (PAT) Rs crore (224) (934)
Reported PAT margin % (0.05) (0.20)
Adjusted debt/adjusted networth* Times 0.61 0.54
Adjusted interest coverage Times 2.06 1.76
*CRISIL-adjusted numbers. Networth has been adjusted for intangible assets such as goodwill

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 Overdraft* NA NA NA 50 CRISIL A/Watch Developing
NA Term loan NA NA 13-Jun-2024 300 CRISIL A/Watch Developing
NA Term loan NA NA 20-Aug-2026 70 CRISIL A/Watch Developing
NA Non-fund-based limits NA NA NA 9 CRISIL A1/Watch Developing
*Interchangeable with Working capital demand loan and short-term loan
 
Annexure - List of Entities Consolidated
Names of Entities Consolidated Extent of Consolidation Rationale for Consolidation
Hiranandani Healthcare Pvt Ltd Fully consolidated Consolidated being subsidiary
Fortis Hospotel Ltd Fully consolidated Consolidated being subsidiary
Fortis Health Management Ltd Fully consolidated Consolidated being subsidiary
Hospitalia Eastern Pvt Ltd Fully consolidated Consolidated being subsidiary
International Hospital Ltd Fully consolidated Consolidated being subsidiary
Escorts Heart and  Super Speciality Hospital Ltd Fully consolidated Consolidated being subsidiary
Fortis Lafemme Ltd Fully consolidated Consolidated being subsidiary
Fortis Health Management (East) Ltd Fully consolidated Consolidated being subsidiary
Fortis Cancer Care Ltd Fully consolidated Consolidated being subsidiary
Fortis Healthcare International Ltd Fully consolidated Consolidated being subsidiary
Escorts Heart Institute and Research Centre Ltd Fully consolidated Consolidated being subsidiary
Fortis Malar Hospitals Ltd Fully consolidated Consolidated being subsidiary
Fortis Hospitals Ltd Fully consolidated Consolidated being subsidiary
Fortis Global Healthcare (Mauritius) Ltd Fully consolidated Consolidated being subsidiary
Malar Stars Medicare Ltd Fully consolidated Consolidated being subsidiary
Fortis Asia Healthcare Pte. Limited Fully consolidated Consolidated being subsidiary
Birdie & Birdie Realtors Pvt Ltd Fully consolidated Consolidated being subsidiary
Fortis Emergency Services Ltd Fully consolidated Consolidated being subsidiary
Stellant Capital Advisory Services Pvt Ltd Fully consolidated Consolidated being subsidiary
RHT Health Trust Manager Pte Ltd Fully consolidated Consolidated being subsidiary
Fortis Health Staff Ltd Fully consolidated Consolidated being subsidiary
SRL Ltd Fully consolidated Consolidated being subsidiary
SRL Diagnostics Pvt Ltd Fully consolidated Consolidated being subsidiary
SRL Reach Ltd Fully consolidated Consolidated being subsidiary
SRL Diagnostics FZ-LLC Fully consolidated Consolidated being subsidiary
Fortis Healthcare International Pte Ltd Fully consolidated Consolidated being subsidiary
Mena Healthcare Investment Company Ltd Fully consolidated Consolidated being subsidiary
Medical Management Company Ltd Fully consolidated Consolidated being subsidiary
Fortis CSR Foundation Fully consolidated Consolidated being subsidiary
Sunrise Medicare Pvt Ltd Equity method Equity method of consolidation
Lanka Hospital Corporation Plc Equity method Equity method of consolidation
RHT Health Trust Equity method Equity method of consolidation
Fortis Cauvery Equity method Equity method of consolidation
Fortis C-Doc Healthcare Ltd Equity method Equity method of consolidation
DDRC SRL Diagnostics Pvt Ltd Equity method Equity method of consolidation
SRL Diagnostics (Nepal) Pvt Ltd Equity method Equity method of consolidation
Annexure - Rating History for last 3 Years
  Current 2020 (History) 2019  2018  2017  Start of 2017
Instrument Type Outstanding Amount Rating Date Rating Date Rating Date Rating Date Rating Rating
Fund-based Bank Facilities  LT/ST  420.00  CRISIL A/(Watch) Developing  17-03-20  CRISIL A/Watch Developing    --    --    --  -- 
        11-03-20  CRISIL A1/Watch Developing               
Non Fund-based Bank Facilities  LT/ST  9.00  CRISIL A1/(Watch) Developing  17-03-20  CRISIL A1/Watch Developing    --    --    --  -- 
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
Non-Fund Based Limit 9 CRISIL A1/Watch Developing Non-Fund Based Limit 9 CRISIL A1/Watch Developing
Overdraft* 50 CRISIL A/Watch Developing Overdraft* 50 CRISIL A/Watch Developing
Term Loan 370 CRISIL A/Watch Developing Term Loan 370 CRISIL A/Watch Developing
Total 429 -- Total 429 --
*Interchangeable with working capital demand loan and short-term loan
Links to related criteria
CRISILs Approach to Financial Ratios
CRISILs Criteria for Consolidation

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