Rating Rationale
September 11, 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 by the Covid-19 pandemic and the resultant countrywide lockdown. Occupancy for hospitals dropped to 29% in April 2020 from 68% in fiscal 2020 on account of deferment of elective procedures, lower outpatient department footfall, and fall in medical tourism. Similarly, the diagnostics segment was hit by lower referrals from hospitals, deferment of preventive check-ups, and logistics issues in 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 and improved to 51% in July 2020.
 
Consolidated operating revenue declined to Rs 606 crore and earnings before interest, tax, depreciation and amortisation (Ebitda) loss was Rs 99 crore in the quarter through June 2020, compared with consolidated operating revenue of Rs 1,138 crore and Ebitda of Rs 162 crore in the corresponding period of the previous fiscal. Heathy liquidity, estimated upwards of Rs 300 crore (including consolidated cash and equivalent and unutilised bank lines) in June 2020, has helped tide over the current difficult situation, despite significant cash loss in the quarter through June 2020. Liquidity should be adequate to support current operations backed by positive cash accrual in the quarter through September 2020. Liquidity will also benefit from cost-cutting measures and deferment of capital expenditure (capex) plans.
 
Change for company name, brands and logo is proposed for Fortis and SRL whose license agreement(s) are expiring with efflux of time in April and May 2021 respectively. The board has provided its in principle approval for the same. This will reinforce complete disassociation with the erstwhile promoters. There is a proposal to rename the Fortis brand as Parkway which is a strong international brand belonging to IHH Healthcare Berhard (IHH) while a neutral name will be considered for SRL. The said proposal of change in company name, brand and logo for Fortis and SRL are subject to regulatory approvals (including approval from the Hon'ble Supreme Court of India) and other corporate approvals. Any change in brand name and the associated costs will remain monitorables.
 
The ratings reflect FHL's strong market position and healthy financial risk profile. These strengths are partially offset by moderate operating performance and exposure to regulatory risks in the healthcare industry.
 
The ratings remain on watch because of the pending legal issues. The Hon'ble Supreme Court, through its order dated November 15, 2019, had initiated suo moto contempt proceedings against FHL inter alia, with regard to the IHH equity infusion and purchase of RHT Health Trust (RHT) assets. Furthermore, the Securities and Exchange Board of India and the Serious Fraud Investigation Office are investigating into alleged financial irregularities at FHL. The outcome of these matters may have a significant bearing on the company's credit risk profile. The hearing before Hon'ble Supreme Court have been adjourned given the current pandemic. CRISIL will remove the ratings from watch and take a final rating action once clarity emerges on these aspects.
 
Moreover, minority shareholders of SRL, holding ~31.5% stake, holds a cash put option on Fortis (FHL). The liability towards this put option around Rs 1,200 crore has already been provided in the books of FHL. The investors have provided extensions to FHL for the date of exercise of the said put option. Company has also initiated a process to arrange for a third-party investor to provide exit to the current investors. However, the process has not yet reached to any conclusion. However, if FHL is required to provide a cash exit to the minority shareholders of SRL, it may significantly impact FHL's cash flows 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 the 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
FHL (on consolidated basis) operates 27 hospitals (including 4 network hospitals) which provide pan-India coverage. Fortis is a well-known brand in the Indian healthcare space. The company's hospitals (on consolidated basis including network hospitals) include those in Gurugram, Haryana; Mohali, Punjab; Okhla, Delhi; Shalimar Bagh, Delhi; BG Road, Bengaluru; and Mulund, Mumbai. These hospitals offer world class services and 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 1,400+ collection centres and 7,000+ sample pick-up points in India. There is a proposal to change the Fortis and SRL brand names, subject to various requisite approvals, which will remain a monitorable. 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 reduce its high-cost debt and buy RHT assets. This led to significant improvement in cash accrual and the financial risk profile. While the financial risk profile will be impacted in fiscal 2021 because of lower accrual, this is expected to be temporary. Debt increased to Rs 1,505 crore as on June 30, 2020, from Rs 1,354 crore as on March 31, 2020, due to weak performance in the first quarter of fiscal 2021. On consolidated basis, gearing, interest coverage and the ratio of net debt to Ebitda are expected to remain below 0.5 time, above 3.5 times, and below 2 times, respectively, over the medium term(excluding FY21 due to adverse impact of pandemic) on a steady state basis. The company is being prudent and proceeding with its capex plans judiciously to conserve liquidity. Any large, debt-funded capex or investment and its impact on the financial risk profile will remain key monitorables.

Weaknesses
* Moderate operating performance
FHL reported operating profitability of around 5% in fiscals 2018 and 2019. However, consolidated operating margin improved to 13.1% in fiscal 2020 from 5% in the previous fiscal, primarily because of savings of net business trust cost of around Rs 270 crore annually, which was being paid to RHT prior to acquisition of its assets. Moreover, all operating metrics for the hospitals segment have improved. For instance, average revenue per occupied bed was Rs 1.59 crore and occupancy was 68% in fiscal 2020, against Rs 1.52 crore and 67%, respectively, for the previous fiscal.

However, operating revenue in the hospitals business declined to Rs 488 crore with a reported Ebitda loss of Rs 80 crore for the quarter through June 2020, compared with operating revenue of Rs 913 crore with an Ebitda of Rs 112 crore in the corresponding period of the previous year, primarily because of lower occupancy amid the lockdown. Similarly, operating revenue in the diagnostic business declined to Rs 140 crore with a reported Ebitda loss of Rs 11 crore, compared with operating revenue of Rs 258 crore and Ebitda of Rs 55 crore in the corresponding period of the previous year, due to lower testing volume. However, occupancy recovered to 51% in July 2020 from 29% in April. However, Covid occupancy was 14% of the total of 51% in July, and the average revenue per occupied bed was Rs 0.84 crore for a Covid bed compared to Rs 1.62 crore for a non-Covid bed due to price caps. However, these patients are positive on a gross contribution level.

The hospitals business has been Ebitda positive since July 2020 and the diagnostic business since June 2020. Consolidated operating performance will be subdued in fiscal 2021. However, this is expected to be temporary. Recovery in occupancy (especially non-Covid) and profitability will be key monitorables.

* Exposure to regulatory risks
The government policy regarding capping of prices for medical procedures such as for the treatment of Covid-19 and for 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 be closely monitored.
Liquidity Adequate

FHL had cash and equivalent and unutilised limits of Rs 373 crore as on July 31, 2020, against debt obligation of Rs 192 crore for the remainder of fiscal 2021. Bank limit of Rs 398 crore was utilised 82% on average over the 12 months through July 2020. Given low occupancy, there was an estimated cash burn of over Rs 150 crore in the first quarter of fiscal 2021. No cash burn is expected going forward. Therefore, the company has sufficient liquidity to tide over the situation in the near term and is expected to be cash accretive in the second quarter of fiscal 2021. Cost-cutting measures, comfortable debt repayment and deferment of capex will help improve liquidity. FHL also had a dedicated undrawn line for meeting capex requirement of Rs 149 crore as on June 30, 2020.
 
Rating Sensitivity Factors
Upward Factors
* Strong revenue growth and improving profitability, leading to consolidated net debt to Ebitda ratio sustaining below 1.75 times
* Resolution of ongoing litigations and investigations with no adverse impact on the financial risk profile
 
Downward Factors
* Worsening operating performance with stagnating revenue or declining profitability
* Significant, debt-funded capex or investments, leading to consolidated net debt to Ebitda ratio sustaining above 2.75 times
* Adverse impact of ongoing litigations weakening the financial risk profile.

About the Company

FHL was incorporated in February 1996. The company's first healthcare facility became operational at Mohali in 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. The diagnostic brand, SRL, is among the leading chains in the country.
 
FHL has entered women and child health and well-being segments through its brand, La Femme. It has four facilities under the brand, one each in Jaipur; Greater Kailash, New Delhi; Bengaluru; and Shalimar Bagh, New Delhi.
 
Fortis has four hospitals accredited to the Joint Commission International (JCI), 18 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 invited 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 three months of fiscal 2021, FHL had a net loss of Rs 188 crore and operating revenue of Rs 606 crore, against net profit of Rs 78 crore and operating revenue of Rs 1,138 crore for the corresponding period of the previous fiscal.

Key Financial Indicators (Consolidated)
As on/for the period ended March 31 Unit 2020 2019
Reported revenue Rs.Crore 4632 4469
Reported profit after tax (PAT) Rs.Crore 91 (224)
Reported PAT margin % 1.97 (0.05)
Adjusted debt/adjusted networth* Times 0.4 0.61
Adjusted interest coverage Times 3.12 2.06
*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 and are included (where applicable) in the Annexure -- Details of Instrument in this Rating Rationale. For more details on the CRISIL complexity levels, please visit www.crisil.com/complexity-levels.
Annexure - Details of Instrument(s)
ISIN Name of instrument Date of allotment Coupon rate (%) Maturity date Issue size (Rs.Cr) Complexity level Rating assigned with outlook
NA Overdraft* NA NA NA 50 NA CRISIL A/Watch Developing
NA Term Loan NA NA 13-Jun-2024 300 NA CRISIL A/Watch Developing
NA Term Loan NA NA 20-Aug-2026 70 NA CRISIL A/Watch Developing
NA Non-Fund Based Limit NA NA NA 9 NA 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  15-06-20  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  15-06-20  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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