Rating Rationale
December 05, 2019 | Mumbai
Samvardhana Motherson International Limited
Rated amount enhanced
 
Rating Action
Rs.700 Crore Non Convertible Debentures CRISIL AA-/Stable (Reaffirmed)
Rs.400 Crore Commercial Paper (Enhanced from Rs.325 Crore)  CRISIL A1+ (Reaffirmed)
1 crore = 10 million
Refer to annexure for Details of Instruments & Bank Facilities
 
Detailed Rationale

CRISIL has reaffirmed its 'CRISIL AA-/Stable/CRISIL A1+' ratings on the debt instruments of Samvardhana Motherson International Limited (SAMIL).

The ratings continue to reflect its strong financial flexibility as the holding company of the Samvardhana Motherson group, and as the largest shareholder in the group's primary operating company, Motherson Sumi Systems Ltd (MSSL; rated 'CRISIL AA+/Stable/CRISIL A1+'). The ratings are also supported by MSSL's healthy credit risk profile. These strengths are partially offset by SAMIL's exposure to market-related risks and dependence on refinancing requirements in case of large debt-raising in future.

While the market value of SAMIL's stake in MSSL increased over the last 3 months by around 35%, to Rs. 13,850 crore (as on November 25, 2019) from Rs 10,320 crore (as on August 26, 2019), the same is still lower by around 20% on year on year (y-o-y) basis mainly owing to adverse market conditions faced by auto industry domestically as well as globally. However, market value of SAMIL's stake in MSSL continues to be high compared to its total debt exposure (including corporate guarantees) of Rs 1,793 crore and a call / put option available on the optionally convertible debentures (OCDs) of a subsidiary amounting to Rs 90 crore  as of October 2019, leading to a cover of 8.0 times. While the maximum debt permissible (including guarantees) as per debt covenants is USD 450 million (around Rs 3300 crore), debt exposure, including guarantees, is expected to remain below Rs 2200-2300 crore in fiscal 2020. This is slightly higher than earlier expectation of about Rs 2000 crore due to increase in corporate guarantee for a group company, Samvardhana Motherson Automotive Systems Group BV (SMRP BV). Any fall in the cover below 6 times due to decline in the market value of stake in MSSL or increase in debt exposure (including guarantees) due to support to group companies or sizable acquisitions, will remain a key rating sensitivity factor. SAMIL is expected to maintain its existing shareholding in MSSL, except for retiring its debt.

Analytical Approach

CRISIL has followed the holding company approach for analysing the credit risk profile of SAMIL. Furthermore, for the purpose of its analysis, CRISIL has included the standalone debt of SAMIL and corporate guarantees given by SAMIL to its subsidiaries/joint ventures and group companies. For calculation of the cover over outstanding debt and guarantee, SAMIL's stake in MSSL as well as SAMIL's promoters' stake in MSSL in their individual capacity has been considered.

Key Rating Drivers & Detailed Description
Strengths:
* Strong financial flexibility/ as the largest shareholder in MSSL
SAMIL's strong financial flexibility stems from its 33.43% stake in MSSL, which translates into a market value of Rs 13,850 crore (as on November 25, 2019). SAMIL's key companies operate in various segments of the automotive components industry. Being an investment-holding company, SAMIL extends support to its subsidiaries and JVs via investments, loans and advances, or corporate guarantees to lenders for raising loan in its subsidiaries/JVs. CRISIL believes SAMIL will maintain cover adequate for the rating, which will provide it strong financial flexibility to refinance existing and prospective debt exposure, if any. Any significant increase in debt or decline in market capitalisation will, nevertheless, remain a rating monitorable.

Healthy credit risk profile of MSSL and reputation of the Samvardhana Motherson group
The group has a demonstrated and well-established management track record. Its flagship company, MSSL, registered a turnover of Rs 63,523 crore in fiscal 2019 and has established itself as the largest automotive-component company in India, backed by strong relationship with major original equipment manufacturers (OEMs) across the globe. Over the medium term, MSSL is expected to report revenue growth of ~7-8% with operating margins of 7.5-8%. In first six months ended September 30, 2019, the company posted revenue of Rs 32716 crore with operating margin of 7.9%.  Besides, MSSL has a track record of consistent dividend pay-out. Strong credit risk profile of MSSL will ensure steady dividend inflows for SAMIL, which will partly support the latter's liquidity. Sustenance of business risk profile of key operating entities will remain a key monitorable.

Weaknesses:
Market-related risks
SAMIL's credit risk profile will remain susceptible to market risks because the company's ratings derive considerable strength from the market value of its investment in MSSL, which has remained volatile over the last one year. Financial flexibility, in terms of cover available, will, to a large extent, depend on prevailing market sentiments and the share price of MSSL. Any increase in systemic risks, leading to a sharp decline in the share price of MSSL, will be a key rating monitorable.

* Dependence on refinancing
Operational cash flow includes dividend (primarily from MSSL) and interest income. In December 2017, the company sold its 1.38% stake in MSSL for a consideration of Rs 1,077 crore. Proceeds from the stake sale were partly utilised for retirement of outstanding debt, leading to a reduction in SAMIL's debt levels. The company received a dividend of Rs 168.5 crore from its subsidiaries and JVs in fiscal 2019, mainly contributed by dividend income from MSSL amounting to Rs 158 crore. Proceeds from the sale of minor stake in MSSL resulted in substantial reduction in debt, to Rs 615 crore as of July 2019 from Rs 1,200 crore as on March 31, 2017 (at a standalone level). Total debt, including guarantees, stood at Rs 1,825 crore (apart from a call / put option available on OCDs of one of its subsidiary amounting to Rs 90 crore as on October, 2019. The proposed NCD of Rs. 700 crore is expected to have a bullet repayment of three years. However, SAMIL may have to rely on refinancing, in addition to dividend income, to service its debt obligation.
Liquidity Strong

SAMIL enjoys a healthy financial flexibility from its stake in MSSL (at Rs 13,850 crore as on November 25, 2019), leading to a healthy cover of 8.0 times over its outstanding debt exposure (including guarantees). In the past, the company has sold some of its stake to pare down the debt. In addition, SAMIL is expected to receive steady inflow of dividends of about Rs 170 crore from MSSL and other operating entities in fiscal 2020 and 2021, which shall be used to cover interest and other investment requirements. The company has debt of Rs 617 crore inclusive of non-convertible debentures and commercial paper, maturing in December 2019-March 2020 which is expected to be refinanced. Healthy cover gives sufficient financial flexibility to refinance debt obligation.

Outlook: Stable

CRISIL believes SAMIL will continue to benefit from its strong financial flexibility on account of its 33.43% holding in, and steady dividend inflows from, MSSL.
 
Rating sensitive factors 
Upward factors:
* Reduction in debt levels of SAMIL or increase in market value of stake in MSSL, leading to increase in ratio of marketable value of its stake in MSSL to total debt cap (maximum debt permissible as per covenants) above 8 times on sustainable basis. Sustenance of business risk profiles of key operating entities
* Sustenance of business risk profiles of key operating entities

Downward factors:
* Fall in cover over outstanding debt exposure (including guarantees) below 6 times owing to decline in the share price of MSSL, or rise in debt levels due to support to group companies or sizeable acquisitions
* Deterioration in MSSL's credit risk profile

About the Company

SAMIL (formerly, Samvardhana Motherson Finance Ltd) was incorporated in 2004 as one of the holding companies of MSSL, the flagship company of the Samvardhana Motherson group. SAMIL is the largest shareholder in MSSL, which is listed on the Bombay Stock Exchange and the National Stock Exchange with a market capitalisation of Rs 41,430 crore (as on November 25, 2019). SAMIL also holds stake in other operating companies, most of which are present in the automotive components segment. Both SAMIL and MSSL are promoted by Mr VC Sehgal who, along with his family, holds 90.46% stake in SAMIL; Sojitz Corporation, Japan, holds 6.46% stake, while the remaining is held by the employees of the group and the employees' welfare trust.

Key Financial Indicators
As on/for the period ended March 31 Unit 2019* 2018
Revenue # Rs. Cr.  250  1251
Profit after tax (PAT) Rs. Cr. 60 831
PAT margins %  24.0  66.4
Adjusted debt/adjusted networth Times 0.44 0.36
Interest coverage Times 2.02 10.92
#inclusive of other income

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. Crs.)
Rating Assigned
with Outlook
INE750H07139 Non-Convertible Debenture 04-Dec-19 9.75% 04-Dec-22 700 CRISIL AA-/Stable
NA Commercial Paper NA NA 7-365 days 400 CRISIL A1+
 
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
Commercial Paper  ST  400.00  CRISIL A1+  20-11-19  CRISIL A1+  30-10-18  CRISIL A1+  29-12-17  CRISIL A1+  01-12-16  CRISIL A1+  CRISIL A1+ 
        14-08-19  CRISIL A1+  10-01-18  CRISIL A1+           
        30-07-19  CRISIL A1+               
Non Convertible Debentures  LT  700.00
04-12-19 
CRISIL AA-/Stable  20-11-19  CRISIL AA-/Stable  30-10-18  CRISIL AA-/Stable  29-12-17  CRISIL AA-/Stable  01-12-16  CRISIL AA-/Stable  CRISIL AA-/Stable 
        14-08-19  Withdrawal  10-01-18  CRISIL AA-/Stable           
        30-07-19  CRISIL AA-/Stable               
Non Fund-based Bank Facilities  LT/ST    --    --  30-10-18  Withdrawal  29-12-17  CRISIL A1+  01-12-16  CRISIL A1+  -- 
            10-01-18  CRISIL A1+           
All amounts are in Rs.Cr.
Links to related criteria
Rating Criteria for Auto Component Suppliers
CRISILs Criteria for rating short term debt

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