Rating Rationale
June 08, 2018 | Mumbai
Novy Mir Lightweighting Solutions Private Limited
Rating Reaffirmed 
 
Rating Action
Rs.315 Crore Non Convertible Debentures  CRISIL AA-/Stable (Reaffirmed)
1 crore = 10 million
Refer to annexure for Details of Instruments & Bank Facilities
Detailed Rationale

CRISIL has reaffirmed its 'CRISIL AA-/Stable' rating for the Rs.315 Crore non-convertible debentures (NCD) programme of Novy Mir Lightweighting Solutions Private Limited (Novy Mir).

CRISIL had assigned its rating of ‘CRISIL AA-/Stable’ to Novy Mir’s NCD issuance of Rs.315 Crore on May 23, 2018. Novy Mir has since raised NCDs of Rs. 310 Crore and the same were used to part fund acquisition of 100% stake in Sunbeam Auto Private Limited (Sunbeam; rated ‘CRISIL AA-/Stable/CRISIL A1+’), a leading domestic aluminium die casting components (ADCC) manufacturer in India. Besides, Novy Mir also received sizeable equity from its sponsor, Kedaara Capital Funds II LLP for acquisition of Sunbeam. The acquisition was completed on May 31, 2018. Sunbeam will most likely be merged with Novy Mir over the next 12-14 months, and the entities together are hereinafter referred to as the Sunbeam-Novy Mir combine.

Sunbeam-Novy Mir combine’s rating is supported by its healthy market position in the domestic ADCC market, and strong business linkages with India's leading automotive original equipment manufacturers (OEMs), including Hero MotoCorp Ltd (HMCL; rated 'CRISIL AAA/FAAA/Stable/CRISIL A1+') and Maruti Suzuki India Limited (MSIL; rated 'CRISIL AAA/Stable/CRISIL A1+'). The ratings also factor in the Sunbeam-Novy Mir combine’s adequate financial risk profile, because of healthy net worth and steady cash accruals notwithstanding high acquisition related debt. Further, the rating also factors the financial flexibility in the form of need based support for Novy Mir, from its sponsor, Kedaara Capital Funds II LLP. These rating strengths are partially offset by customer concentration in revenue profile, vulnerability to pricing pressures from OEMs and refinancing risk in case of delay in merger.

Post-merger, CRISIL expects Sunbeam-Novy Mir combine’s revenues to grow at a compound annual growth rate of 12-13% over the medium term with improving demand prospects, addition of new customers and geographies, and new product launches. Operating profitability is also likely to improve to 11-12% led by better efficiencies, from ~10% in fiscal 2017.

Analytical Approach

* For arriving at the ratings for Novy Mir, CRISIL has consolidated the business and financial risk profiles of Novy Mir and Sunbeam, since Novy Mir holds 100% stake in Sunbeam and the two entities will be merged shortly thereafter.
* CRISIL, for its analysis, has amortized the goodwill on acquisition of Sunbeam over a period of five years' starting fiscal 2019.

Key Rating Drivers & Detailed Description
Strengths
* Healthy market position in the domestic ADCC market and strong business linkages with leading OEMs: The Sunbeam-Novy Mir combine is a prominent ADCC manufacturer in India, and a principal ADCC and piston supplier to some of the leading OEMs in domestic two-wheeler and four wheeler segments. The combine’s manufacturing units are also situated closer to its customer locations which has enabled optimal inventory and freight costs.

* Adequate financial risk profile: Despite raising debt for acquisition purpose, the Sunbeam-Novy Mir combine’s financial risk profile will remain adequate, supported by healthy net worth and gearing of below 1.5 times, along with adequate debt protection metrics expected. Capital expenditure (capex) plans between fiscals 2018-2020 are also expected to be moderate, and with low dependence on borrowings for the same. CRISIL expects the combine’s key credit metrics to sustain at post-acquisition levels over the medium term. 

* Financial flexibility in form of need based support from sponsor: Novy Mir's sponsor, Kedaara Capital Funds II LLP, is a private equity fund managed by Kedaara Capital Advisors Limited (Kedaara), an India-based private equity firm. Kedaara has an established track record of investing in and successfully scaling up companies in India across multiple sectors including logistics, apparel, healthcare and financial services.

Kedaara's team of advisors include senior professionals having decades of experience in leadership positions across industries. This is expected to help Novy Mir grow the scale and diversity of Sunbeam's ADCC business at a healthy pace over the medium term. CRISIL believes that financial support also will be available from the sponsor in case of an exigency or major investments required.

Weaknesses
Customer and segment concentration in revenue: The combine derives sizeable share of revenues from HMCL and MSIL. Limited segmental diversification and large dependence on key clientele renders the combine’s performance highly dependent on performance of the OEMs. In an attempt to overcome this, the combine has been actively adding other domestic customers, and focusing on exports. It nevertheless remain susceptible to any significant decline in demand from its key vehicle segments/customers.

Vulnerability to pricing pressures from automotive OEMs: The domestic automobile industry is marked by intense competition thus leading to limited pricing power for auto component suppliers. Though the combine has the flexibility to pass on change in input cost (mainly aluminium price), increases in other manufacturing overheads can be difficult to pass on. In case of a prolonged slowdown and decreasing automobile demand, it is not always possible for OEMs to pass on these cost increases to the end-user. Input cost increases are therefore absorbed by both the component manufacturers and OEMs. Thus profitability of the combine will remain exposed to pricing pressures from OEMs.

Risk related to delay in merger and refinancing: The proposed NCDs are required to be redeemed by 14 months from the date of issue (or earlier in case of merger between Novy Mir and Sunbeam) - therefore, the redemption of NCDs are exposed to the risk of delayed merger, and availability of timely refinancing. The payment of NCDs together with accumulated coupon to be made at the time of redemption, will most likely be funded by way of refinancing post the planned merger. CRISIL anticipates few hurdles in planned merger between Novy Mir and Sunbeam. Further, CRISIL believes the refinancing risk to be relatively modest given that multiple mitigants exist. The merger process is expected to conclude in 6-8 months, while CRISIL believes that the process is unlikely to extend beyond 12-14 months. Thus the residual tenure of NCD provides adequate cushion against foreseeable delays in merger. Also, Novy Mir will have access to Sunbeam’s cash flows and lowly levered balance sheet in case the merger gets delayed. As a last resort, CRISIL believes that Novy Mir’s sponsor will also be able to access funds from its investors and infuse the same into Novy Mir to ensure timely debt servicing.
Outlook: Stable

CRISIL believes that Sunbeam-Novy Mir combine’s credit risk profile will benefit over the medium term from improving demand prospects in the domestic auto component industry and the combine’s efforts to improve client and product diversification. Further, steady cash accrual and moderate capex without sizeable additional debt will help sustain the financial risk profile over the same period.

Upside scenario
* Sustained revenue growth and revenue diversification, in terms of customers and segments, while maintaining or improve profitability
* Significant increase in cash generation from operations, leading to build-up of sizeable cash buffer and faster correction in capital structure; improvement in debt/EBITDA and gearing to less than 1.5 times and 0.7 times respectively

Downside scenario
* Deterioration in business conditions, leading to decline in margin
* Debt/EBITDA deteriorating to more than 3 times or gearing increasing to more than 1.5 times, most likely due to higher working capital debt, large debt-funded capex, or lower profitability
* Delay in merger or refinancing of the NCD well within envisaged timelines.

About the Company

Novy Mir was incorporated in December 2017. It holds 100% stake in Sunbeam. Novy Mir is promoted by Kedaara through its fund - Kedaara Capital Funds II LLP which holds 100% stake in Novy Mir. 

Key Financial Indicators*
Particulars Unit 2017 2016
Revenue Rs crore NA NA
Profit After Tax (PAT) Rs crore NA NA
PAT Margin % NA NA
Adjusted debt/adjusted networth Times NA NA
Interest coverage Times NA NA
*Not available, since the company was incorporated in fiscal 2018

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 Crore) Rating Assigned with Outlook
INE764Z01010 Non-Convertible Debentures May 30, 2018 8.95%-9.95% 31-Jul-2019 310.0 CRISIL AA-/Stable
NA Non-Convertible Debentures* NA NA NA 5.0 CRISIL AA-/Stable
*Not issued
Annexure - Rating History for last 3 Years
  Current 2018 (History) 2017  2016  2015  Start of 2015
Instrument Type Outstanding Amount Rating Date Rating Date Rating Date Rating Date Rating Rating
Non Convertible Debentures  LT  310.00
31-07-19 
CRISIL AA-/Stable  23-05-18  CRISIL AA-/Stable    --    --    --  -- 
All amounts are in Rs.Cr.
Links to related criteria
CRISILs Approach to Financial Ratios
Rating Criteria for Auto Component Suppliers
The Rating Process
Understanding CRISILs Ratings and Rating Scales

For further information contact:
Media Relations
Analytical Contacts
Customer Service Helpdesk
Saman Khan
Media Relations
CRISIL Limited
D: +91 22 3342 3895
B: +91 22 3342 3000
saman.khan@crisil.com

Naireen Ahmed
Media Relations
CRISIL Limited
D: +91 22 3342 1818
B: +91 22 3342 3000
naireen.ahmed@crisil.com

Jyoti Parmar
Media Relations
CRISIL Limited
D: +91 22 3342 1835
B: +91 22 3342 3000
 jyoti.parmar@crisil.com

Anuj Sethi
Senior Director - CRISIL Ratings
CRISIL Limited
B:+91 44 6656 3100
anuj.sethi@crisil.com


Akshay Chitgopekar
Director - CRISIL Ratings
CRISIL Limited
D:+91 22 4097 8309
akshay.chitgopekar@crisil.com


Sidhaarth MS
Rating Analyst - CRISIL Ratings
CRISIL Limited
D:+91 44 6656 3138
Sidhaarth.MS@crisil.com
Timings: 10.00 am to 7.00 pm
Toll free Number:1800 267 1301

For a copy of Rationales / Rating Reports:
CRISILratingdesk@crisil.com
 
For Analytical queries:
ratingsinvestordesk@crisil.com


 

Note for Media:
This rating rationale is transmitted to you for the sole purpose of dissemination through your newspaper / magazine / agency. The rating rationale may be used by you in full or in part without changing the meaning or context thereof but with due credit to CRISIL. However, CRISIL alone has the sole right of distribution (whether directly or indirectly) of its rationales for consideration or otherwise through any media including websites, portals etc.


About CRISIL Limited

CRISIL is a leading agile and innovative, global analytics company driven by its mission of making markets function better. We are India’s foremost provider of ratings, data, research, analytics and solutions. A strong track record of growth, culture of innovation and global footprint sets us apart. We have delivered independent opinions, actionable insights, and efficient solutions to over 1,00,000 customers.
 
We are majority owned by S&P Global Inc., a leading provider of transparent and independent ratings, benchmarks, analytics and data to the capital and commodity markets worldwide.
 
For more information, visit www.crisil.com 


Connect with us: TWITTER | LINKEDIN | YOUTUBE | FACEBOOK

About CRISIL Ratings
CRISIL Ratings is part of CRISIL Limited (“CRISIL”). We pioneered the concept of credit rating in India in 1987. CRISIL is registered in India as a credit rating agency with the Securities and Exchange Board of India (“SEBI”). With a tradition of independence, analytical rigour and innovation, CRISIL sets the standards in the credit rating business. We rate the entire range of debt instruments, such as, bank loans, certificates of deposit, commercial paper, non-convertible / convertible / partially convertible bonds and debentures, perpetual bonds, bank hybrid capital instruments, asset-backed and mortgage-backed securities, partial guarantees and other structured debt instruments. We have rated over 24,500 large and mid-scale corporates and financial institutions. CRISIL has also instituted several innovations in India in the rating business, including rating municipal bonds, partially guaranteed instruments and microfinance institutions. We also pioneered a globally unique rating service for Micro, Small and Medium Enterprises (MSMEs) and significantly extended the accessibility to rating services to a wider market. Over 1,10,000 MSMEs have been rated by us.


CRISIL PRIVACY NOTICE

CRISIL respects your privacy. We use your contact information, such as your name, address, and email id, to fulfil your request and service your account and to provide you with additional information from CRISIL and other parts of S&P Global Inc. and its subsidiaries (collectively, the “Company) you may find of interest.

For further information, or to let us know your preferences with respect to receiving marketing materials, please visit https://www.crisil.com/en/home/privacy-and-cookie-notice.html. You can view the Company’s Customer Privacy at https://www.spglobal.com/corporate-privacy-policy

Last updated: April 2016


DISCLAIMER

This disclaimer forms part of and applies to each credit rating report and/or credit rating rationale that we provide (each a “Report”). For the avoidance of doubt, the term “Report” includes the information, ratings and other content forming part of the Report. The Report is intended for the jurisdiction of India only. This Report does not constitute an offer of services. Without limiting the generality of the foregoing, nothing in the Report is to be construed as CRISIL providing or intending to provide any services in jurisdictions where CRISIL does not have the necessary licenses and/or registration to carry out its business activities referred to above. Access or use of this Report does not create a client relationship between CRISIL and the user.

We are not aware that any user intends to rely on the Report or of the manner in which a user intends to use the Report. In preparing our Report we have not taken into consideration the objectives or particular needs of any particular user. It is made abundantly clear that the Report is not intended to and does not constitute an investment advice. The Report is not an offer to sell or an offer to purchase or subscribe for any investment in any securities, instruments, facilities or solicitation of any kind or otherwise enter into any deal or transaction with the entity to which the Report pertains. The Report should not be the sole or primary basis for any investment decision within the meaning of any law or regulation (including the laws and regulations applicable in the US).

Ratings from CRISIL Rating are statements of opinion as of the date they are expressed and not statements of fact or recommendations to purchase, hold, or sell any securities / instruments or to make any investment decisions. Any opinions expressed here are in good faith, are subject to change without notice, and are only current as of the stated date of their issue. CRISIL assumes no obligation to update its opinions following publication in any form or format although CRISIL may disseminate its opinions and analysis. CRISIL rating contained in the Report is not a substitute for the skill, judgment and experience of the user, its management, employees, advisors and/or clients when making investment or other business decisions. The recipients of the Report should rely on their own judgment and take their own professional advice before acting on the Report in any way.

Neither CRISIL nor its affiliates, third party providers, as well as their directors, officers, shareholders, employees or agents (collectively, “CRISIL Parties”) guarantee the accuracy, completeness or adequacy of the Report, and no CRISIL Party shall have any liability for any errors, omissions, or interruptions therein, regardless of the cause, or for the results obtained from the use of any part of the Report. EACH CRISIL PARTY DISCLAIMS ANY AND ALL EXPRESS OR IMPLIED WARRANTIES, INCLUDING, BUT NOT LIMITED TO, ANY WARRANTIES OF MERCHANTABILITY, SUITABILITY OR FITNESS FOR A PARTICULAR PURPOSE OR USE. In no event shall any CRISIL Party be liable to any party for any direct, indirect, incidental, exemplary, compensatory, punitive, special or consequential damages, costs, expenses, legal fees, or losses (including, without limitation, lost income or lost profits and opportunity costs) in connection with any use of any part of the Report even if advised of the possibility of such damages.

CRISIL Ratings may receive compensation for its ratings and certain credit-related analyses, normally from issuers or underwriters of the instruments, facilities, securities or from obligors. CRISIL’s public ratings and analysis as are required to be disclosed under the regulations of the Securities and Exchange Board of India (and other applicable regulations, if any) are made available on its web sites, www.crisil.com (free of charge). Reports with more detail and additional information may be available for subscription at a fee – more details about CRISIL ratings are available here: www.crisilratings.com.

CRISIL and its affiliates do not act as a fiduciary. While CRISIL has obtained information from sources it believes to be reliable, CRISIL does not perform an audit and undertakes no duty of due diligence or independent verification of any information it receives and / or relies in its Reports. CRISIL keeps certain activities of its business units separate from each other in order to preserve the independence and objectivity of the respective activity. As a result, certain business units of CRISIL may have information that is not available to other CRISIL business units. CRISIL has established policies and procedures to maintain the confidentiality of certain non-public information received in connection with each analytical process. CRISIL has in place a ratings code of conduct and policies for analytical firewalls and for managing conflict of interest. For details please refer to: https://www.crisil.com/en/home/our-businesses/ratings/regulatory-disclosures/highlighted-policies.html

CRISIL’s rating criteria are generally available without charge to the public on the CRISIL public web site, www.crisil.com. For latest rating information on any instrument of any company rated by CRISIL you may contact CRISIL RATING DESK at CRISILratingdesk@crisil.com, or at (0091) 1800 267 1301.

This Report should not be reproduced or redistributed to any other person or in any form without a prior written consent of CRISIL.

All rights reserved @ CRISIL