Rating Rationale
July 31, 2019 | Mumbai
Phoenix Mills Limited
Rating Reaffirmed
 
Rating Action
Total Bank Loan Facilities Rated Rs.400 Crore
Long Term Rating CRISIL A+/Stable (Reaffirmed)
1 crore = 10 million
Refer to annexure for Details of Instruments & Bank Facilities
Detailed Rationale

CRISIL has reaffirmed its 'CRISIL A+/Stable' rating on the long-term bank facilities of Phoenix Mills Limited (PML; flagship company of the Phoenix Mills group).
 
The rating reflects CRISIL's expectation that the Phoenix Mills group will maintain its strong financial risk profile over the medium term, backed by healthy revenue and profitability from its ongoing operations, despite large capital expenditure (capex). Revenue improved to Rs 2,128 crore in fiscal 2019 from Rs 1,749 crore the previous fiscal, and profitability rose to 50.3% from 49.2%. Revenue mix largely comprises steady rentals from the group's established retail assets, which have grown at a compound annual rate of 12% over the five fiscals through 2019.
 
The capex is progressing faster than CRISIL's expectation and close to around 60% of the planned outlay has been deployed. The group is currently developing around 49.0 lakh square feet (sq. ft) of retail malls, spread across five assets, and 9.7 lakh sq. ft of commercial offices. Of the five assets, the mall in Lucknow is expected to commence operations by December 2019, and a sizeable portion of leases have already been tied up. The remaining assets are also being developed within expected cost, with the group utilising lower debt-funding, resulting in better-than-expected capital structure and debt protection metrics. Although exposure to risks related to development and leasing of the remaining assets persists, capital structure should remain comfortable, with adjusted gearing likely to be at 1.0 time over the medium term.
 
The rating continues to reflect the group's leadership position in the Indian retail mall segment. The rating also factors in the group's diversified revenue portfolio and comfortable financial risk profile. These strengths are partially offset by exposure to project risks because of significant expansion plans, and vulnerability to cyclicality in the real estate sector.

Analytical Approach

CRISIL has combined the business and financial risk profiles of PML and its associate and subsidiary companies. This is because the entities, collectively referred to as the Phoenix Mills group, are in the same line of business, and have common promoters and strong business and financial linkages. 

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:
* Leadership position in the Indian retail mall segment: The Phoenix Mills group has a strong track record of over three decades. It is India's largest retail mall operator, and has a robust market position, underpinned by the prime location of the assets and their steady performance. Occupancy and trading density exceeded 95% and Rs 1,000 per sq. ft per month, respectively for fiscal 2019. Occupancy and average trading density of the group's flagship asset'High Street Phoenix and Palladium (Lower Parel)-was 94% and around Rs 3,000 per sq. ft per month, respectively, in fiscal 2019. The group is in the process of doubling its retail portfolio over the medium term, in partnership with Canada Pension Plan Investment Board (CPPIB).
 
* Diversified revenue profile: The group primarily focuses on retail-led mixed-use development. Revenue profile is moderately diversified and comprises three main businesses: lease assets, hospitality, and real estate development. Turnover was Rs 2,128 crore in fiscal 2019, with lease assets contributing around 62% to total revenue. Presence of other portfolios'office, hotels, and residential real estate-supports business risk profile further.
 
* Comfortable financial risk profile: Consolidated net worth was Rs 4,685 crore, while debt was Rs 4,564 crore as on March 31, 2019 (CRISIL-adjusted financials). Consequently, gearing remained below 1.0 time. Close to 84% of total debt is backed by highly stable rent-generating assets, while 18% of the debt is against income from stabilised hotels. Financial flexibility is supplemented by strong refinancing ability, access to consolidated unutilised bank lines of around Rs 740 crore, and ability to raise additional lease rental discounting loans; debt to lease rental ratio was healthy (below 4.0 times). Cash and cash equivalents exceeded Rs 400 crore as of March 31, 2019. However, interest coverage and return on capital employed ratios were moderate at 3.16 times and 12.1%, respectively, in fiscal 2019.

Weaknesses: 
* Exposure to risks related to significant expansion plans: Large projects have been planned in new and current geographies, with overall investments of around Rs 4,800 crore. Although the group has sound experience in developing and managing retail assets, its ability to execute, market, and scale-up these projects on time will remain critical. Any significant delay in project execution or cost overruns may weaken financial risk profile. Nevertheless, close to 60% of the funds have been deployed, and debt-to-equity ratio for the investments is expected at 1.0 time, which mitigates the risk.
 
* Vulnerability to cyclicality in the real estate sector: Cyclicality in the real estate segment could lead to fluctuations in cash inflow because of volatile realisations and saleability. In contrast, cash outflow, such as debt obligation, is relatively fixed.
Liquidity

PML enjoys healthy liquidity driven by expected cash accruals of more than Rs 500 crore per annum over the medium term and cash and cash equivalents of Rs 489 crore as on March 31, 2019. The group also has access to unutilised bank lines of Rs 740 crore as on March 31, 2019. The group has long term repayment obligations Rs 333-522 crore between fiscal 2020 and 2022 with capex of around Rs 2,000 to be incurred over the medium term. The group can fund its repayment obligations and partly fund the capex requirements through internal accruals. Liquidity is further supplemented by steady cash and flows from lease rentals and ability to raise additional LRD loans, if required.

Outlook: Stable

CRISIL believes the Phoenix Mills group will benefit from its robust business risk profile over the medium term, driven by its established market position, strong revenue visibility, and healthy profitability. Financial risk profile should also remain comfortable on account of healthy financial flexibility, and backing of lease rentals to service much of the debt, notwithstanding the large capex.
 
Upside scenario
* Execution and scaling up of the proposed projects within stipulated time
* Significantly higher-than-expected revenue and profitability, leading to sizeable cash accrual and improvement in debt protection metrics
 
Downside scenario
* Weakening of financial risk profile due to higher-than-expected borrowing
* Significant delay or cost overrun in construction and/or leasing of ongoing projects
* Lower-than-expected revenue or profitability, resulting in low cash accrual

About the Company

PML is the flagship company of the Phoenix Mills group, and was incorporated in January 1905 as a textile manufacturer. It diversified into real estate development in 1986 by first developing a residential tower and then opening High Street Phoenix (HSP) Mall in Lower Parel in 1999, followed by Palladium Mall (next to HSP) in 2009. Palladium Mall caters to uber-luxury brands. Apart from retail assets, PML also owns and operates Phoenix House, a commercial office space of 1.4 lakh sq. ft, in the same premises.
 
About the group
The Phoenix Mills group is the largest player in the Indian retail mall segment, and has a portfolio of 59 lakh sq. ft of eight well-established retail mall assets across major cities in the country. It also has an office portfolio of 17.6 lakh sq. ft in Mumbai and Pune, two operational hotels (one in Mumbai and another in Agra), and residential real estate of 37 lakh sq. ft in Bengaluru and Chennai.
 
In April 2017, the group entered into an agreement with CPPIB to sell up to 49% stake in Island Star Mall Developers Pvt Ltd (ISML, rated 'CRISIL A/Stable'; part of the group and owns and operates the Phoenix Market City Mall in Bengaluru) for close to Rs 1,700 crore. ISMLD is the main vehicle for the group's next growth phase. Development of retail assets will be undertaken across metros and Tier-I cities via wholly owned special purpose vehicles.

Key Financial Indicators - Consolidated*
Particulars Unit 2019 2018
Revenue Rs crore 2,128 1,749
Profit after tax (PAT) Rs crore 532 300
PAT margin % 25.0 17.1
Adjusted gearing Times 0.97 1.17
Interest coverage Times 3.16 2.53
*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. 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
NA Term Loan NA NA Sep-27 335.0 CRISIL A+/Stable
NA Overdraft* NA NA NA 65.0 CRISIL A+/Stable
*Sublimit of Term Loan
 
Annexure - List of entities consolidated
Fully consolidated entities
Phoenix Hospitality Company Pvt. Ltd (PHCPL), Alliance Spaces Pvt. Ltd (subsidiary of PHCPL), Bellona Hospitality Services Ltd, Big Apple Real Estate Pvt. Ltd (BARE), Blackwood Developers Pvt. Ltd (subsidiary of BARE), Butala Farm Lands Pvt. Ltd, Enhance Holdings Pvt. Ltd India, Gangetic Developers Pvt. Ltd (subsidiary of BARE), Grace Works Realty & Leisure Pvt. Ltd (subsidiary of PHCPL), Island Star Mall Developers Pvt. Ltd, Market City Resources Pvt. Ltd (MCRPL), Market City Management Pvt. Ltd, Mugwort Land Holding Pvt. Ltd, Offbeat Developers Pvt. Ltd, Palladium Constructions Pvt. Ltd, Pallazzio Hotels & Leisure Ltd, Pinnacle Real Estate Development Pvt. Ltd, Plutocrat Assets And Capital Management Pvt. Ltd, Sangam Infrabuild Corporation Pvt. Ltd (subsidiary of BARE), Upal Developers Pvt. Ltd (subsidiary of BARE), Vamona Developers Pvt. Ltd, Savannah Phoenix Pvt Ltd, Insight Hotels & Leisure Pvt. Ltd, Alysum Developers Pvt. Ltd (subsidiary of ISML), Sparkle One Mall Developers Pvt. Ltd (subsidiary of ISML), Classic Housing Projects Pvt. Ltd, Starboard Hotels Pvt. Ltd, and Classic Mall Development Company Pvt. Ltd
 
Partially consolidated entities
Mirabel Entertainment Pvt. Ltd (associate through PHCPL) and Columbus Investment Advisory Pvt. Ltd (associate through MCRPL from 04/10/2017)
Annexure - Rating History for last 3 Years
  Current 2019 (History) 2018  2017  2016  Start of 2016
Instrument Type Outstanding Amount Rating Date Rating Date Rating Date Rating Date Rating Rating
Fund-based Bank Facilities  LT/ST  400.00  CRISIL A+/Stable      12-04-18  CRISIL A+/Stable    --    --  -- 
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
Overdraft* 65 CRISIL A+/Stable Overdraft* 65 CRISIL A+/Stable
Term Loan 335 CRISIL A+/Stable Term Loan 335 CRISIL A+/Stable
Total 400 -- Total 400 --
*Sublimit of Term Loan
Links to related criteria
CRISILs Approach to Financial Ratios
CRISILs Criteria for Consolidation

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