Rating Rationale
December 23, 2020 | Mumbai
Mumbai International Airport Limited
Rating downgraded to 'CRISIL C'; Ratings continues on 'Watch Negative'
 
Rating Action
Total Bank Loan Facilities Rated Rs.9781.74 Crore
Long Term Rating CRISIL C (Downgraded from 'CRISIL B'; Continues on 'Rating Watch with Negative Implications')
Long Term Rating CRISIL C (Continues on 'Rating Watch with Negative Implications')
Short Term Rating CRISIL A4 (Continues on 'Rating Watch with Negative Implications')
1 crore = 10 million
Refer to annexure for Details of Instruments & Bank Facilities
Detailed Rationale

CRISIL has downgraded its rating on the project and ADF loans of Mumbai International Airport Limited (MIAL) to 'CRISIL C' from 'CRISIL B'. The rating continues on 'Rating Watch with Negative Implications'. The 'CRISIL C' rating on the company's Rs 350 crore term loan against real estate deposits (RESD loans) and 'CRISIL A4' rating on its short-term bank facilities remain on 'Rating Watch with Negative Implications'.
 
The rating action reflects MIAL's continuing weak liquidity profile and possibility of delay in final decision and / or implementation of resolution plan beyond December 31, 20201. Liquidity profile for MIAL has remained weak, due to delay in recovery of demand in airline passenger traffic post Covid-19 induced disruptions, and will lead to challenges in debt servicing in fiscal 2021.
 
MIAL had applied for restructuring its ADF, project and working capital loan facilities in line with the Reserve Bank of India (RBI) circular dated June 7, 2019, under the change in management clause. The company has requested lenders to take September 30, 2020, as the cut-off date for the proposed restructuring. Subsequently, it has not serviced debt obligations from September 30, 2020 onwards. As the application for restructuring was made before the debt obligation was due and as the cash flow of MIAL has been severely impacted because of Covid-19 related disruptions, CRISIL is not treating the missed debt obligation as default. This is in line with the August 2020 circular of the Securities and Exchange Board of India.
 
CRISIL is in discussion with MIAL and its lenders on the restructuring application and will take a final rating action based on clarity on final decision on restructuring proposal and/ or regulatory directions regarding treatment of delays in debt servicing.
 
CRISIL has noted that Adani Airport Holdings Limited (AAHL) has entered into binding agreements with: (i) Bid Services Division (Mauritius) Limited for the acquisition of 13.5% of paid up equity share capital of MIAL; and (ii) ACSA Global Limited ('ACSA'Â?) for acquisition ~10% of paid up equity share capital of MIAL. CRISIL has also noted the intent of MIALs promoter companies (GVK group) to cooperate with AAHL in acquisition of their holding company level debt by AAHL from its various lenders. Upon acquisition of this debt, AAHL may convert the acquired debt to equity in MIALs promoter companies on mutually agreed terms, subject to obtaining necessary regulatory approvals. These developments can have bearing on MIALs credit profile hence will be a monitorable.
 
The ratings reflect MIAL's exposure to risks associated with construction of a greenfield airport at Navi Mumbai and weakened liquidity on account of delay in real estate monetisation. These weaknesses are partially offset by the company's strong market position as the developer and operator of Chhatrapati Shivaji Maharaj International Airport, Mumbai, and regulated returns from aeronautical (aero) revenue.

Analytical Approach

For arriving at the ratings, CRISIL has combined the business and financial risk profiles of MIAL and Navi Mumbai International Airport Ltd (NMIA). This is because both airports will serve the common catchment of the Mumbai Metropolitan Area and have common management and board members, leading to a complementary strategy in the operations phase. Furthermore, MIAL is likely to provide timely, need-based support to NMIA for project implementation and stabilisation of operations. 

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
Weaknesses:
* Weakened liquidity and dependence on real estate monetisation for RESD loans
More-than-expected equity infusion in NMIA, delays in real estate monetisation and weakening cash flow on account of the pandemic has hit MIAL's cash liquidity. It has unencumbered cash of above Rs 600 crore in escrow account as of November 30, 2020. This weakened liquidity profile and pandemic hit operations have constrained ability to service debt, and the company has requested its lenders to restructure its debt. The lenders' final view on the said proposal and recovery in traffic at airports will be important determinants of MIAL's credit profile.
 
The company had RESD loan of around Rs 302 crore (including accrued interest during moratorium period) on September 1, 2020, to be repaid from proceeds of real estate lease deposits. There have been prolonged delays in monetisation of around 17 acres. This has led to pressure on liquidity for servicing of RESD loans.
 
* Exposure to regulatory risks
The regulatory regime for airport operators in India is still evolving as is evident from the delay in the release of various control period tariff orders. The tariff order of the second control period will continue till December 2020 as per recent AERA Order Risks associated with regulatory uncertainty remain, including timeliness in the tariff-setting process. Furthermore, the excess tariff collected in the second control period may be trued-down and lead to a tariff decline in the third control period (scheduled from fiscals 2020 to 2024).
 
* Implementation risks associated with the NMIA project
NMIA's project is expected to be executed over three years. While the project may benefit from a regulated tariff structure and healthy demand potential, it will remain exposed to timely implementation and ramp-up risks.
 
Strengths:
* Strong market position as the developer and operator of the Chhatrapati Shivaji Maharaj International Airport, Mumbai
MIAL is the exclusive developer and operator of the second largest airport in India. The airport is strategically located in the heart of a key metro city, thereby attracting a strong flow of domestic and international passengers. It also enjoys exclusivity for 30 years (extendable by 30 years).
 
Traffic has fallen on account of economic slowdown and travel restrictions because of the pandemic. Passenger traffic declined more than 90% in April-August 2020 in comparison to the corresponding period of the previous year. That said, attractive location and a large catchment area should ensure recovery in traffic as the economy normalises.
 
* Regulated returns in the form of aero revenue
There are three major revenue streams: aero, non-aero and real estate. Aero formed around 50% of revenue in fiscal 2020 and is regulated by Airport Economic Regulatory Authority. It is fairly visible and stable given that there is fixed return on aero capex and true-up of revenue.
 
Furthermore, MIAL is structured as a special-purpose vehicle and cash flow is ring-fenced. Supervision by AAI, with its board presence, for strategy decisions and related-party transactions, presence of an escrow account with a payment waterfall mechanism'ensuring priority of loan repayment-and a debt service reserve account (DSRA) support the credit risk profile.
Liquidity Poor

MIAL has unencumbered cash balance of over Rs 600 crore in the escrow proceeds account as on November 30, 2020. Given the current state of operations, the ability to generate accrual in the near term is curtailed.

MIAL has not paid debt obligation from September 30, 2020 onwards, as it has applied for restructuring of the debt. MIAL has indicated that the DSRA of around Rs 213 crore has not been utilised for debt repayment following the request for restructuring with September 30, 2020, as the cut-off date.

Rating Sensitivity factors
Upward factors
* For RESD loans: Higher and faster raising of real estate deposits resulting in timely servicing of debt and build-up of cash buffer along with regularisation of debt servicing
* For project loans: Faster ramp-up in cash flow streams and build-up of adequate and sustainable cash buffer along with regularisation of debt servicing
 
Downward factors
* For project loans: Rejection of restructuring application by the lenders
* For project and RESD loans: Delay in real estate monetisation and raising of real estate deposits of Rs 500-700 crore and steeper-than-expected fall in tariff
About the Company

MIAL was incorporated in 2006 to operate, modernise and expand the Chhatrapati Shivaji Maharaj International Airport in Mumbai under a 30-year concession expiring in 2036 (extendable by 30 years). The company is a joint venture of the GVK group (50.5% held through GVK Airport Holdings Ltd), AAI (26%), Bid Services Division (Mauritius) Ltd (13.5%) and ACSA Global Ltd (10%). In February 2017, MIAL bid for the development of the Navi Mumbai airport and emerged as the highest bidder. The project is being implemented through a subsidiary. 

1December 31, 2020 is the last date of relaxation from default recognition due to restructuring of debt as per SEBI circular dated August 31, 2020

Key Financial Indicators - MIAL (Standalone; CRISIL adjusted numbers)
As on / for the period ended March 31   2020 2019
Revenue Rs crore 3830 3847
Profit after tax (PAT) Rs crore -24 96
PAT margin % -0.6 2.5
Adjusted debt/adjusted networth Times 3.7 4.0
Interest coverage Times 2.2 2.2

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 Bank Guarantee# NA NA NA 175 NA CRISIL C/Watch Negative
NA Bank Guarantee NA NA NA 330 NA CRISIL A4/Watch Negative
NA Cash Credit NA NA NA 330 NA CRISIL C/Watch Negative
NA Letter of Credit NA NA NA 250 NA CRISIL A4/Watch Negative
NA Letter of Credit* NA NA NA 50 NA CRISIL C/Watch Negative
NA Rupee Term Loan 1 NA NA 31-Mar-32 6141.36 NA CRISIL C/Watch Negative
NA Rupee Term Loan 2 NA NA 31-Jul-23 2155.38 NA CRISIL C/Watch Negative
NA Rupee Term Loan 3 NA NA 30-Nov-25 350 NA CRISIL C/Watch Negative
# Financial guarantee. Interchangeable with rupee term loan
* Interchangeable with sight letter of credit, usance letter of credit, buyer's credit, inland letter of credit to the extent of Rs 15 crore, performance bank guarantee, financial bank guarantee to the extent of Rs 40 crore and revolving short-term loan to the extent of Rs 20 crore.
 
Annexure - List of entities consolidated
Name of entities consolidated Extent of consolidation Rationale for consolidation
Mumbai International Airport Ltd Full Significant financial and operational linkages
Navi Mumbai International Airport Full Significant financial and operational linkages
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
Non Convertible Debentures  LT    --  24-11-20  Withdrawal  17-10-19  CRISIL A/Watch Negative  01-08-18  CRISIL AA-/Stable    --  -- 
        05-10-20  CRISIL B/Watch Negative  28-08-19  CRISIL A+/Watch Negative           
        08-09-20  CRISIL BB/Watch Negative  31-07-19  CRISIL A+/Watch Negative           
        19-08-20  CRISIL BB/Watch Negative  09-07-19  CRISIL A+/Watch Negative           
        13-07-20  CRISIL BB+/Watch Negative  28-05-19  CRISIL AA-/Stable           
        20-05-20  CRISIL BB+/Watch Negative               
        24-03-20  CRISIL BBB/Watch Negative               
        20-02-20  CRISIL A-/Watch Negative               
Fund-based Bank Facilities  LT/ST  8976.74  CRISIL C/(Watch) Negative  24-11-20  CRISIL B/Watch Negative/ CRISIL C/Watch Negative  17-10-19  CRISIL A/Watch Negative/ CRISIL BBB/Watch Negative/ CRISIL A1/Watch Negative  01-08-18  CRISIL AA-/Stable/ CRISIL A1+  31-05-17  CRISIL AA-/Stable/ CRISIL A1+  -- 
        05-10-20  CRISIL B/Watch Negative/ CRISIL C/Watch Negative  28-08-19  CRISIL A+/Watch Negative/ CRISIL A1/Watch Negative  06-07-18  CRISIL AA-/Stable/ CRISIL A1+  03-05-17  CRISIL AA-/Stable   
        08-09-20  CRISIL BB/Watch Negative/ CRISIL C/Watch Negative  31-07-19  CRISIL A+/Watch Negative/ CRISIL A1/Watch Negative           
        19-08-20  CRISIL BB/Watch Negative/ CRISIL C/Watch Negative  09-07-19  CRISIL A+/Watch Negative/ CRISIL A1/Watch Negative           
        13-07-20  CRISIL B/Watch Negative/ CRISIL BB+/Watch Negative  28-05-19  CRISIL AA-/Stable/ CRISIL A1+           
        20-05-20  CRISIL B/Watch Negative/ CRISIL BB+/Watch Negative               
        24-03-20  CRISIL B+/Watch Negative/ CRISIL BBB/Watch Negative               
        20-02-20  CRISIL A-/Watch Negative/ CRISIL BB+/Watch Negative               
Non Fund-based Bank Facilities  LT/ST  805.00  CRISIL C/(Watch) Negative/ CRISIL A4/(Watch) Negative  24-11-20  CRISIL B/Watch Negative/ CRISIL A4/Watch Negative  17-10-19  CRISIL A/Watch Negative/ CRISIL A1/Watch Negative  01-08-18  CRISIL AA-/Stable/ CRISIL A1+  31-05-17  CRISIL AA-/Stable/ CRISIL A1+  -- 
        05-10-20  CRISIL B/Watch Negative/ CRISIL A4/Watch Negative  28-08-19  CRISIL A+/Watch Negative/ CRISIL A1/Watch Negative  06-07-18  CRISIL AA-/Stable/ CRISIL A1+       
        08-09-20  CRISIL BB/Watch Negative/ CRISIL A4/Watch Negative  31-07-19  CRISIL A+/Watch Negative/ CRISIL A1/Watch Negative           
        19-08-20  CRISIL BB/Watch Negative/ CRISIL A4/Watch Negative  09-07-19  CRISIL A+/Watch Negative/ CRISIL A1/Watch Negative           
        13-07-20  CRISIL BB+/Watch Negative/ CRISIL A4+/Watch Negative  28-05-19  CRISIL AA-/Stable/ CRISIL A1+           
        20-05-20  CRISIL BB+/Watch Negative/ CRISIL A4+/Watch Negative               
        24-03-20  CRISIL BBB/Watch Negative/ CRISIL A3+/Watch Negative               
        20-02-20  CRISIL A-/Watch Negative/ CRISIL A2+/Watch Negative               
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 330 CRISIL A4/Watch Negative Bank Guarantee 330 CRISIL A4/Watch Negative
Bank Guarantee# 175 CRISIL C/Watch Negative Bank Guarantee# 175 CRISIL B/Watch Negative
Cash Credit 330 CRISIL C/Watch Negative Cash Credit 330 CRISIL B/Watch Negative
Letter of Credit 250 CRISIL A4/Watch Negative Letter of Credit 250 CRISIL A4/Watch Negative
Letter of Credit* 50 CRISIL C/Watch Negative Letter of Credit* 50 CRISIL B/Watch Negative
Rupee Term Loan 8296.74 CRISIL C/Watch Negative Rupee Term Loan 8296.74 CRISIL B/Watch Negative
Rupee Term Loan 350 CRISIL C/Watch Negative Rupee Term Loan 350 CRISIL C/Watch Negative
Total 9781.74 -- Total 9781.74 --
# Financial guarantee. Interchangeable with rupee term loan
* Interchangeable with sight letter of credit, usance letter of credit, buyer's credit, inland letter of credit to the extent of Rs 15 crore, performance bank guarantee, financial bank guarantee to the extent of Rs 40 crore and revolving short-term loan to the extent of Rs 20 crore.
Links to related criteria
CRISILs Approach to Financial Ratios
CRISILs Criteria for Consolidation
Criteria for Notching up Stand Alone Ratings of Companies based on Parent Support

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