Rating Rationale
August 31, 2020 | Mumbai
GMM Pfaudler Limited
Ratings placed on 'Watch Developing'
 
Rating Action
Total Bank Loan Facilities Rated Rs.100 Crore
Long Term Rating CRISIL AA- (Placed on 'Rating Watch with Developing Implications')
Short Term Rating CRISIL A1+ (Placed on 'Rating Watch with Developing Implications')
1 crore = 10 million
Refer to annexure for Details of Instruments & Bank Facilities
Detailed Rationale

CRISIL has placed its ratings on the bank facilities of GMM Pfaudler Limited (GMM Pfaudler) on 'Rating Watch with Developing Implications'.
 
The rating action follows the announcement made by the company on August 20, 2020 towards acquiring 54% stake in 9 Pfaudler group companies (target entities)  across USA, Europe, Brazil and Chinafrom the group's current holding company,Pfaudler UK  Ltd . GMM Pfaudler will acquire 34.4% in these entities by itself and the balance 19.6% through its wholly-owned subsidiary, Mavag AG. The consideration for the acquisition stands at Rs 205 crore (US $ 27.4 million), which is to be funded through fresh debt of Rs 130 crore (US $ 17.4 million) and balance through internal accrual and cash surplus.
 
This acquisition will consolidate the company's businesses globally and make GMM Pfaudler the market leader in corrosion-resistance technologies, systems and services. However, the consolidated debt position is also expected to rise to over Rs 550 crore post acquisition, given the sizeable debt in the books of the target entities which will be taken over, coupled with debt to be availed to partly fund the acquisition.
 
Nonetheless, the target entities also hold cash and bank balances of about Rs 230 crore (US $ 32 million) which would partly offset the impact on leverage. Besides, the debt at target entities will be rolled-over prior to closing of the transaction. Further, Repayment obligations in the next 3-4 years are expected to be low with the majority due post 4 years.  This should in turn support liquidity position as well.   
 
The company is currently awaiting regulatory and statutory approvals for the transaction, which is expected to be received in the next few months. CRISIL will continue to monitor the developments around receipt of statutory approvals to complete the acquisition, expected synergies from the acquisition and management's strategies to integrate and grow the acquired businesses.  
 
The ratings on the bank facilities of GMM Pfaudler continue to reflect its leadership position in the glass lined equipment (GLE) market. The ratings also factor in strong financial risk profile because of conservative capital structure and comfortable liquid surplus. The business risk profile is backed by the strong technological expertise and market presence of the Pfaudler Group (Pfaudler) in the global markets. These strengths are partially offset by modest growth prospects for the domestic GLE market, and large working capital requirement.
 
For fiscal 2020, revenues rose 18% to Rs 591 crore from Rs 503 crore the previous fiscal, primarily driven by growth in the glass lined equipment segment by 24%. The company is expected to sustain its growth momentum over the medium term as well, whilst maintaining profitability at over 15%, driven by stable demand from end-user industries such as pharmaceuticals despite the Covid-19 pandemic.

Analytical Approach

CRISIL has combined the credit risk profiles of GMM Pfaudler Ltd and its subsidiaries, GMM Mavag AG, and Mavag AG, collectively referred to as GMM Pfaudler. CRISIL has also amortised the goodwill on the acquisition of Mavag AG over 10 years through fiscal 2019.

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

Key Rating Drivers & Detailed Description
Strengths:
* Market leadership in the domestic GLE industry: The GMM Pfaudler's product quality and large production capacities have made the company a market leader in the domestic GLE industry, with a market share of around 55%. It faces intense competition in the small vessel segment from other domestic players. However, the group has a near monopoly in the large vessels (with capacities of over 16,000 litre) segment.

* Strong financial risk profile: The company is net debt free and its networth has grown steadily (Rs 305 crore as on March 31, 2020) supported by steady accretion to reserves. Consequently, gearing remains comfortable at sub 0.1 time along with comfortable credit metrics. Cash and bank balance (including current investments) was Rs 113 crore as on March 31, 2020.

* Strong technological expertise and market presence of Pfaudler Inc in global markets: GMM Pfaudler's business risk profile has benefited from the technological support it receives from Pfaudler Group. GMM Pfaudler has acquired technology for manufacturing GLE from Pfaudler and has access to the diversified product mix and strong research and development (R&D) capabilities of Pfaudler and other group companies. Besides, Pfaudler Group also has a strong global reach with manufacturing facilities in four continents.

Weaknesses:
* Moderate growth prospects due to small size of domestic GLE market: GMM Pfaudler's growth prospects are constrained by the small size of the domestic GLE market. The company, however, is continuously trying to diversify into the non-GLE segment organically as well as through acquisition of Mavag AG in 2008. Currently, non-GLE segment contributes to about 32% of revenues to the standalone entity in fiscal 2020 and is expected to improve gradually over the medium term. Improved presence in export markets, will also help partially offset challenges in the domestic market.

* Working capital-intensive operations: Long lead time in production, and high cost of specialised raw materials, result in large working capital requirement. Gross current assets were 190 days as on March 31, 2020, with average inventory turnover of up to four months. Working capital requirement will, nevertheless, remain large over the medium term, due to the long lead time in order processing and delivery, rendering it susceptible to inventory pricing risks, and potential delays by customers in taking deliveries.
Liquidity Strong

The company's liquidity is strong marked by net debt free balance sheet and healthy cash surplus of over Rs 100 crore, adequate to cover the entire capex and debt obligations over the next 2-3 years. Modest albeit improving cash accrual and minimal capital spending in the recent past led to the build-up in GMM Pfaudler's cash surplus, enhancing liquidity. Furthermore, bank limit utilisation has also been low in the past five years.

Rating Sensitivity Factors
Upward factors:
* Consistent annual revenue growth of 25% while maintaining operating margin above 20%
* Efficient working capital management while maintaining healthy financial risk profile

Downward factors:
* Decline in revenues by over 10% on sustained basis, with operating margin below 12%
* Higher than expected debt being availed to fund the acquisition in turn leading to steeper moderation in credit metrics, for instance, net debt to EBITDA increasing beyond 1.5 times.

About the Company

GMM Pfaudler was originally incorporated in 1962 as Gujarat Machinery Manufacturers Ltd (GMM). The company manufactures glass lined equipment, heavy engineering and proprietary products In 1987, Pfaudler Inc, the world leader in GLE and glass-lining technology, acquired a 40% stake in the company; in 1999, it increased its stake in GMM to 51%, following which GMM was renamed GMM Pfaudler. The parent of Pfaudler Inc 'Robbins and Myers Inc' was acquired by National Oilwell Varco, Inc (NOV) in February 2013; NOV sold its stake in Pfaudler to Deutsche Beteiligungs AG (DB AG), a German private equity firm in December 2014. GMM Pfaudler's products are used primarily in the chemical, pharmaceutical, and allied industries. Its facilities are at Karamsad, in Gujarat, and in Pune.
 
GMM Pfaudler is listed on the Bombay Stock Exchange and the National Stock Exchange. As on March 31, 2020, the promoter and the group entities held about 75% stake and the general public holding the remaining.

Key Financial Indicators*
Particulars Unit 2020 2019
Revenue Rs crore 591 503
Profit After Tax (PAT) Rs crore 71 51
PAT Margin % 12 10.1
Adjusted debt/Adjusted Networth Times 0.04 NA
Adjusted interest coverage Times 33.15 71.79
*CRISIL Adjusted numbers

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.Crore) Complexity level Rating assigned with outlook
NA Cash Credit NA NA NA 20 NA CRISIL AA-/Watch Developing
NA Bank Guarantee* NA NA NA 30 NA CRISIL A1+/Watch Developing
NA Bank Guarantee NA NA NA 30 NA CRISIL A1+/Watch Developing
NA Letter of Credit* NA NA NA 20 NA CRISIL A1+/Watch Developing
 *Fully interchangeable with each other
 
Annexure - List of Entities Consolidated
Names of entities consolidated Extent of consolidation Rationale for consolidation
GMM Mavag AG Full Subsidiary
Mavag AG Full Subsidiary
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
Commercial Paper  ST    --    --  30-09-19  Withdrawal  29-09-18  CRISIL A1+  29-09-17  CRISIL A1+  CRISIL A1+ 
                    23-02-17  CRISIL A1+   
Fund-based Bank Facilities  LT/ST  20.00  CRISIL AA-/(Watch) Developing      30-09-19  CRISIL AA-/Stable  29-09-18  CRISIL AA-/Stable  29-09-17  CRISIL AA-/Stable  CRISIL AA-/Stable 
                    23-02-17  CRISIL AA-/Stable   
Non Fund-based Bank Facilities  LT/ST  80.00  CRISIL A1+/(Watch) Developing      30-09-19  CRISIL A1+  29-09-18  CRISIL A1+  29-09-17  CRISIL A1+  CRISIL A1+ 
                    23-02-17  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* 30 CRISIL A1+/Watch Developing Bank Guarantee* 30 CRISIL A1+
Bank Guarantee 30 CRISIL A1+/Watch Developing Bank Guarantee 30 CRISIL A1+
Cash Credit 20 CRISIL AA-/Watch Developing Cash Credit 20 CRISIL AA-/Stable
Letter of Credit* 20 CRISIL A1+/Watch Developing Letter of Credit* 20 CRISIL A1+
Total 100 -- Total 100 --
 *Fully interchangeable with each other
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
CRISILs Bank Loan Ratings
CRISILs Criteria for Consolidation
CRISILs Criteria for rating short term debt

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