Rating Rationale
August 05, 2021 | Mumbai
 
Northern Arc 2021 SBL Frieza
(Originator: Riviera Investors Private Limited)
'Provisional CRISIL BBB+ (SO) ' assigned to Series A1 PTCs
 
Rating Action
Tranche Name Amount Rated (Rs in Crores) Outstanding Amount Balance Tenure Credit Collateral (Rs.) Ratings/Credit Opinions Rating Action
Series A1 PTCs& 10.43 10.43 30 0.59 Provisional CRISIL BBB+ (SO) Assigned
& A prefix of 'Provisional' indicates that the rating centrally factors in the strength of specific structures, and is contingent upon occurrence of certain steps or execution of certain documents by the issuer, as applicable, without which the rating would either have been different or not assigned ab initio. This is in compliance with a May 6, 2015 directive ‘Standardizing the term, rating symbol, and manner of disclosure with regards to conditional/ provisional/ in-principle ratings assigned by credit rating agencies' by Securities and Exchange Board of India (SEBI) and April 27, 2021 circular ‘Standardizing and Strengthening Policies on Provisional Rating by Credit Rating Agencies (CRAs) for Debt Instruments’ respectively by SEBI.
1 crore = 10 million
Refer to annexure for Details of Instruments & Bank Facilities

 

Detailed Rationale

CRISIL Ratings has assigned its ‘Provisional CRISIL BBB+ (SO)’ rating to Series A1 pass-through certificates (PTCs) issued by ‘Northern Arc 2021 SBL Frieza’ under a securitisation transaction originated by Riviera Investors Private Limited (Riviera; rated ‘CRISIL BBB-/Stable/CRISIL A3+’).

 

This transaction is backed by a pool of receivables from SME loan receivables originated by Riviera. The ratings are based on credit support available to instruments, credit quality of the underlying pool of receivables, Riviera’s origination and servicing capabilities, and soundness of the transaction’s legal structure.

 

The transaction has a ‘Par with Excess Interest Spread (EIS)’ structure. In exchange for a purchase consideration equal to 89.0% of future pool principal outstanding as on the cut-off date (June 30, 2021), Riviera will assign the loan pool to ‘Northern Arc 2021 SBL Frieza’, a trust settled by Catalyst Trusteeship Limited (CTL), which will issue instruments to investors. Investor payouts for Series A1 PTCs are supported by credit collateral and subordination of excess interest spread (EIS).

 

Total credit support available in the transaction structure is as below:

 

  • Internal credit enhancement in the form of scheduled cashflow subordination (assuming zero prepayments) – including Rs 1.29 crore of principal overcollateralization (11.0% of initial pool principal) amounting to Rs 2.94 crore (25.1% of initial pool principal) for Series A1 PTCs
  • External credit enhancement amounting to Rs 0.59 crore (5.0% of initial pool principal) in form of Fixed Deposit

 

Series A1 PTCs are entitled to receive timely interest payments on a monthly basis while the principal is promised on an utlimate basis. Riviera will continue to service loan contracts in the pool as the servicing agent.

Key Rating Drivers & Detailed Description

Supporting factors:

  • Credit Support available in the structure
    • External credit collateral in the structure amounting to Rs 0.59 crore (5.0% of initial pool principal) and internal credit enhancement from scheduled cashflow subordination (assuming zero prepayments) amounting to Rs 2.94 crore (25.1% of initial pool principal) – including Rs 1.29 crore of principal overcollateralization (11.0% of initial pool principal) for Series A1 PTCs
  • Seasoning of contracts in the pool
    • The contracts in the pool have a weighted average seasoning of 8.1 months, and consequently, the pool is highly amortised by 33.3% as of the cut-off date
  • Repayment track record of contracts
    • All the contracts in the underlying loan pool were current on repayment as of the cut-off date

 

Constraining factors:

  • Unsecured asset class
    • The loans are not backed by any underlying security
  • Borrower concentration
    • The pool is highly concentrated with top 10 borrowers accounting for 14.9% of the initial pool principal
  • Impact of Covid-19 pandemic
    • Uncertainty regarding the economic impact of subsequent peaks of Covid-19 pandemic and the magnitude of resultant asset quality implications on unsecured retail asset class such as SME loans. Consequently, the extent of disruption to collections due to pandemic-related factors continue to remain a key monitorable

Liquidity: Adequate

Liquidity is adequate given that the credit enhancement available in the structure is sufficient to cover losses exceeding 1.1 times the currently estimated base shortfalls.

 

These aspects have been factored by CRISIL Ratings in its rating analysis

Rating Sensitivity factors

Upward

  • Credit enhancement  (based on both internal and external credit enhancements) available in the structure exceeding 1.70 times the estimated base case shortfalls on the residual cash flows of the pool.
  • A sharp upgrade in rating of the servicer/originator

 

Downward

  • Credit enhancement (based on both internal and external credit enhancements) falling below 1.40 times the estimated base case shortfalls.
  • A sharp downgrade in rating of the servicer/originator
  • Non-adherence to the key transaction terms envisaged at the time of the rating

 

About the Pool

The transaction is backed by receivables from pool of SME loan contracts. Contracts in the pool have a good seasoning profile as evidenced by a weighted average net seasoning of 8.1 months. Contracts in the pool are mildly concentrated in terms of geography with the top 3 states accounting for 40.6% of the pool principal. The average ticket size for contracts in the pool was Rs 6.23 lakh, with a weighted average interest rate of 25.3%. All contracts were current on payment as of the pool cut-off date (June 30, 2021).

 

CRISIL Ratings has adequately factored all these aspects in its rating analysis.

 

Rating Assumptions

To assess the base case shortfalls for the transaction, CRISIL Ratings has analysed Riviera’s moving portfolio delinquency information for SME loans from October 2018 to June 2021, along with static pool performance for SME loans made March 2017 onwards with performance up to June 2021. CRISIL Ratings has also analysed the portfolio cuts based on various parameters and compared the pool with the portfolio on these parameters. Riviera’s overall portfolio delinquency (90+ POS as % of total POS) was 3.5% (net of write-offs) as of June 2021.

 

Based on these aspects and other pool specific characteristics, CRISIL Ratings has estimated base case peak shortfalls in the pool at 10.0-12.0% of cash flows.

 

  • CRISIL Ratings has assumed a stressed monthly prepayment rate of 0.8-1.2% in its analysis.
  • CRISIL Ratings has adequately factored in the risk arising on account of commingling of cash flows in its analysis.
  • CRISIL Ratings has adequately factored in the risks arising on account of counterparties (refer to counterparty details below)
  • CRISIL Ratings has run sensitivities based on various shortfall curves (front-ended, back-ended and normal) and has adequately factored the same in its analysis

 

Counterparty details

Capacity

Counterparty Name

Counterparty Rating / Track record

Effect on credit ratings in case of non-performance

Originator & Seller

Riviera

Rated ‘CRISIL BBB-/Stable/CRISIL A3+’

No effect.

Servicer

Riviera

Rated ‘CRISIL BBB-/Stable/CRISIL A3+’

Significant effect, because of change in servicing quality and replacement cost of servicer (not factored in by CRISIL Ratings). However, CRISIL Ratings does not envisage the requirement for replacement.

Collection and Payout Account Bank

ICICI Bank

Rated 'CRISIL AAA/CRISIL AA+/Stable'

Negligible effect. Account bank can be changed without impacting the rating.

Credit collateral in the form of Fixed Deposit

HDFC Bank

Rated CRISIL AAA/CRISIL AA+/Stable'

Negligible effect. Bank with whom the fixed deposit is maintained can be changed without impacting the rating.

Trustee

CTL

Adequate track record

Negligible effect. Can be replaced at minimal cost.

 

Additional disclosures for Provisional ratings:

The provisional rating is contingent upon execution of the following documents:

  • Trust Deed
  • Power of Attorney
  • Information memorandum
  • Legal opinion
  • Trustee letter
  • Representations and Warranties letter
  • Assignment Agreement
  • Accounts Agreement
  • Servicing Agreement

 

The provisional rating shall be converted into a final rating after receipt of transaction documents duly executed within 90 days from the date of issuance of the instrument. The final rating assigned post conversion shall be consistent with the available documents. In case of non-receipt of the duly executed transaction documents within the above-mentioned timelines, the rating committee of CRISIL Ratings may grant an extension of up to another 90 days in line with its policy on provisional ratings.

 

Rating that would have been assigned in absence of the pending documentation: In the absence of documentation considered while assigning provisional rating as mentioned above, CRISIL Ratings would not have assigned any rating.

 

Risks associated with provisional nature of credit rating:

A prefix of 'Provisional' to the rating symbol indicates that the rating is contingent upon execution of certain documents by the issuer, as applicable. In case the documents received deviates significantly from the expectations, CRISIL Ratings may take an appropriate action including placing the rating on watch or a rating change on a case to case basis. In the absence of the pending documentation, the rating on the instrument would either have been different or not assigned ab initio.

 

A rating rationale/report indicating the conversion of the ‘provisional’ rating into ‘final’ following receipt of all the required final legal documents will be published on the CRISIL website. Please click on the link below for detailed information on CRISIL’s policy on provisional rating: Revision in CRISIL policy for assigning ‘provisional’ rating .

 

About the Originator

Riviera is a wholly-owned NBFC of Indifi that was set up in 2015 as an online marketplace connecting (SMEs) with lenders. Indifi houses the proprietary lending model, evaluation from which leads to a lending decision. On the platform, the respective lenders who are affiliated with the company, have provided some additional parameters, which are looked at while deciding upon the eligibility criteria of the borrowers.

 

Indifi acquired Riviera in fiscal 2017. The NBFC sources its loans from the ‘Indifi platform’ and uses Indifi’s proprietary lending model for the evaluation of the credit profile of the customers. The lending principle is based on credit evaluation using a proprietary scoring model with minimum human interface and therefore, with a significantly faster turnaround time. The group is targeting the niche segment of low ticket size, shorter tenure unsecured loans.

 

For fiscal 2021, Riviera reported a profit after tax of Rs 0.17 crore on a total income of Rs 59.0 crore compared to Rs 0.6 crore and Rs 44.2 crore, respectively, in fiscal 2020. On a consolidated basis, the group reported a net loss of Rs 36.7 crore on a total income of Rs 66 crore in fiscal 2021.

 

Past rated pools

CRISIL Ratings have ratings outstanding on five PTC transactions originated by Riviera. CRISIL Ratings is receiving monthly performance reports pertaining to these transactions.

Key Financial Indicators

As on/for the period ending

Unit

Mar-21

Mar-20

Mar-19

Total assets

Rs crore

388

345

164

Total assets under management (incl. partner book)

Rs crore

442

358

203

Total income

Rs crore

66

61

27.9

Profit after tax

Rs crore

-36.7

-32.2

-21.4

90+ dpd

%

9.1

2.7

1.6

Adjusted 90+ dpd (after adding back last 12 months write-offs)

%

11.1

6.7

4.5

On-book gearing

Times

1.6

0.8

1.6

Adjusted gearing**

Times

1.7

0.9

1.6

Return on managed assets

%

Negative

Negative

Negative

**on-book borrowings + off book (securitisation) divided by networth

Any other information: Not applicable

Note on complexity levels of the rated instrument:
CRISIL Ratings' complexity levels are assigned to various types of financial instruments. The CRISIL Ratings' complexity levels are available on www.crisil.com/complexity-levels. Users are advised to refer to the CRISIL Ratings' 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)

Type of Instrument

Rated Amount

(Rs Cr)

Date of Allotment

Maturity

Date #

Coupon Rate (%) (p.a.p.m.)

Complexity level

Outstanding

Ratings/Credit Opinions

Credit collateral

(Rs Cr) ^

Series A1 PTCs

10.43

30-Jul-2021

28-Jan-2024

12.60%

Highly complex

Provisional CRISIL BBB+ (SO)

0.59

# Indicates door to door tenure. Actual tenure will depend on the level of prepayments in the pool, and exercise of the clean-up call option

^ Additional credit support includes Rs 2.94 crore in the form of scheduled cashflow subordination for Series A1 PTCs – including Rs 1.29 crore of principal overcollateralisation (assuming zero prepayments)

Annexure - Rating History for last 3 Years
  Current 2021 (History) 2020  2019  2018  Start of 2018
Instrument Type Outstanding Amount Rating Date Rating Date Rating Date Rating Date Rating Rating
Series A1 PTCs LT 10.43 Provisional CRISIL BBB+ (SO)   --   --   --   -- --
All amounts are in Rs.Cr.
Criteria Details
Links to related criteria
Evaluating risks in securitisation transactions - A primer
CRISILs rating methodology for ABS transactions

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