Rating Rationale
March 26, 2020 | Mumbai
Phoenix Mills Limited
Rating placed on 'Watch Negative'
 
Rating Action
Total Bank Loan Facilities Rated Rs.400 Crore
Long Term Rating CRISIL A+ (Placed on 'Rating Watch with Negative Implications')
1 crore = 10 million
Refer to annexure for Details of Instruments & Bank Facilities
Detailed Rationale

CRISIL has placed its rating on the long-term bank facilities of Phoenix Mills Limited (PML; flagship company of the Phoenix Mills group) on 'Rating Watch with Negative Implications'.
 
The rating action follows measures taken by various state governments towards containment of COVID-19 which includes temporary closure of non-critical establishments, inter-state transportation etc. along-with advisory against travel and visiting areas of mass gatherings. These measures including mandatory closure of its retail assets could lead to delay in the collection of lease rentals from tenants, for the affected months.
 
While, most of the state government's measures are applicable till April 14, 2020, revocation of the measures will be contingent upon directive from the central government and extent of spread of COVID-19. A sustained long period of closures can result in significant deterioration in credit profile of the company. On the other hand, a faster reversal to normalcy may contain the extent of deterioration likely in credit quality of the company. That said, the ability of the business to revert back to operational stability and any relief measures given by the government will be key rating sensitivity factors, and CRISIL will continue monitoring these events.
 
The Phoenix Mills group enjoys healthy liquidity and maintains debt service reserve accounts (DSRA) covering 3 months of debt servicing obligations for all its assets. Cash and cash equivalents were Rs 489 crore (including DSRA) as on March 31, 2019. The group also had access to unutilised bank lines of Rs 740 crore as on March 31, 2019. The group is in the process of enhancing its bank lines to manage the cash flow mismatches if such a situation continues beyond a 9 month period.
 
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.
 
Refer to annexure - List of entities consolidated, which captures the names 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 to a large extent.

* 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 Strong

The Phoenix Mills Ltd 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.

Rating Sensitivity Factor
Upward Factors
*Execution and scaling up of the proposed projects within stipulated time
*Revenue growth of over 10% while maintaining profitability, leading to sizeable cash accrual and improvement in debt protection metrics

Downward Factors
*Mall shut-down extends beyond April 30, 2020
*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/Watch with negative implications'; 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 including full consolidation of Classic Mall Development Company Pvt. Ltd (CMDCPL), Classic Housing Projects Pvt. Ltd (CHPPL) and Starboard Hotels Pvt. Ltd (SHPL) 
 
Key Financial Indicators - Consolidated*
Particulars Unit 2019 2018
Revenue Rs crore 1,982 1,624
Profit After Tax (PAT) Rs crore 497 256
PAT Margin % 25.1 15.7
Adjusted gearing Times 0.99 1.24
Interest coverage Times 3.18 2.49
*Based on consolidation approach followed by TPML wherein CMDCPL, CHPPL and SHPL have been treated as associate companies and consolidated only to the extent of TPML's shareholding in these, i.e., 50% 

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.Cr) Rating assigned with outlook
NA Term Loan NA NA Sep-27 335.0 CRISIL A+/Watch Negative
NA Overdraft* NA NA NA 65.0 CRISIL A+/Watch Negative
*Sublimit of term loan
 
Annexure - List of Entities Consolidated
Names of Entities Consolidated Extent of Consolidation Rationale for Consolidation
Phoenix Hospitality Company Pvt. Ltd (PHCPL) Full Subsidiary
Alliance Spaces Pvt. Ltd (subsidiary of PHCPL) Full Subsidiary
Bellona Hospitality Services Ltd Full Subsidiary
Big Apple Real Estate Pvt. Ltd (BARE) Full Subsidiary
Blackwood Developers Pvt. Ltd (subsidiary of BARE) Full Subsidiary
Butala Farm Lands Pvt. Ltd Full Subsidiary
Enhance Holdings Pvt. Ltd India Full Subsidiary
Gangetic Developers Pvt. Ltd (subsidiary of BARE) Full Subsidiary
Grace Works Realty & Leisure Pvt. Ltd (subsidiary of PHCPL) Full Subsidiary
Island Star Mall Developers Pvt. Ltd Full Subsidiary
Market City Resources Pvt. Ltd (MCRPL) Full Subsidiary
Market City Management Pvt. Ltd Full Subsidiary
Mugwort Land Holding Pvt. Ltd Full Subsidiary
Offbeat Developers Pvt. Ltd Full Subsidiary
Palladium Constructions Pvt. Ltd Full Subsidiary
Pallazzio Hotels & Leisure Ltd Full Subsidiary
Pinnacle Real Estate Development Pvt. Ltd Full Subsidiary
Plutocrat Assets And Capital Management Pvt. Ltd Full Subsidiary
Sangam Infrabuild Corporation Pvt. Ltd (subsidiary of BARE) Full Subsidiary
Upal Developers Pvt. Ltd (subsidiary of BARE) Full Subsidiary
Vamona Developers Pvt. Ltd Full Subsidiary
Savannah Phoenix Pvt Ltd Full Subsidiary
Insight Hotels & Leisure Pvt. Ltd Full Subsidiary
Alysum Developers Pvt. Ltd (subsidiary of ISML) Full Subsidiary
Sparkle One Mall Developers Pvt. Ltd (subsidiary of ISML) Full Subsidiary
CHPPL Full Subsidiary
SHPL Full Subsidiary
CMDCPL Full Subsidiary
Mirabel Entertainment Pvt. Ltd (associate through PHCPL) Partial Associate
Columbus Investment Advisory Pvt. Ltd (associate through MCRPL from 04/10/2017) Partial Associate
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
Fund-based Bank Facilities  LT/ST  400.00  CRISIL A+/(Watch) Negative      31-07-19  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+/Watch Negative Overdraft* 65 CRISIL A+/Stable
Term Loan 335 CRISIL A+/Watch Negative 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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