Rating Rationale
February 27, 2019 | Mumbai
Varun Beverages Limited
Ratings Reaffirmed
 
Rating Action
Total Bank Loan Facilities Rated Rs.874.1 Crore
Long Term Rating CRISIL AA-/Positive (Reaffirmed)
Short Term Rating CRISIL A1+ (Reaffirmed)
 
Rs.300 Crore Non Convertible Debentures CRISIL AA-/Positive (Reaffirmed)
Rs.250 Crore Commercial Paper CRISIL A1+ (Reaffirmed)
1 crore = 10 million
Refer to annexure for Details of Instruments & Bank Facilities
Detailed Rationale

CRISIL has reaffirmed its ratings on the bank facilities and debt programme of Varun Beverages Ltd (VBL; part of Varun Beverages Group) at 'CRISIL AA-/Positive/CRISIL A1+'.

CRISIL has withdrawn its rating on the non-convertible debenture of Rs 300 crore (See Annexure 'Details of Rating Withdrawn' for details) on confirmation from the debenture trustee as it is fully redeemed. The rating is withdrawn in line with CRISIL's policy.
 
The rating reaffirmation factors in the recent announcement made by VBL to acquire franchise rights of PepsiCo India Holdings Pvt Ltd's (PepsiCo's) territories in Southern and Western India for a purchase consideration of around Rs. 1,838 crore and to raise fresh equity to partly fund the acquisition. The acquisition is subject to approvals from necessary statutory authorities and is likely to be completed by April 2019.
 
The acquisition, once completed, will increase VBL's share in PepsiCo's beverage portfolio in India, to over 80%, from 51% currently. The cost of acquisition, of about Rs 1,838 crore, will be initially funded through a mix of internal accrual and debt. Subsequently, VBL plans to raise fresh equity through Qualified Institutional Placement (QIP) to retire a part of the debt. Therefore, during the year debt1 to earnings before interest, tax, depreciation and amortisation (EBITDA) may temporarily be above 3 times. However, post repayment of debt with QIP proceeds, the leverage is likely to correct to below 2.5 times by December 2019 (2.7 times as on December 2018). Furthermore, operational efficiencies emanating from economies of scale due to acquired contiguous territories, absence of any sizeable new organic or inorganic capital expenditure (capex) over the medium could further improve the overall financial risk profile. Extent and timing of reduction in debt through QIP and cash accruals will be a key monitorable.
 
CRISIL has also factored in the announcement of acquisition of Karnataka (13 districts), Maharashtra (14 districts), and Madhya Pradesh (3 districts) from third-party bottlers, along with a manufacturing plant at Dharwad, Karnataka, total cost of which is expected to be around Rs 125 crore; and will be funded through internal accrual. The acquisition is expected to be completed by June 2019.
 
The ratings continue to reflect the Varun Beverages group's strong business risk profile underpinned by leadership position in the franchisee operations of PepsiCo, geographical diversity in markets, operating efficiencies, and strong financial risk profile. These strengths are partially offset by susceptibility to changes in regulations and customer preferences, and moderate expansion plans.

Analytical Approach

For arriving at the ratings, CRISIL has combined the business and financial risk profiles of VBL and all its subsidiaries, including Varun Beverages Lanka (Pvt) Ltd, Varun Beverages Morocco SA, Varun Beverages (Nepal) Pvt Ltd, Varun Beverages (Zambia) Ltd, and Varun Beverages (Zimbabwe) (Pvt) Ltd. All these entities, collectively referred to as the Varun Beverages group, have business and financial linkages. The deferred payment to PepsiCo for the territories acquired in 2015 has been treated as debt (the final payment of Rs 300 crore had been made in February 2018).

Please refer Annexure - Details of consolidation, which captures the list of entities considered and their analytical treatment of consolidation.

Key Rating Drivers & Detailed Description
Strengths
* Market leadership and geographical diversity in domestic and global markets
The group is the largest franchisee for PepsiCo in India and also has sole franchisee operations in Nepal, Sri Lanka, Morocco, Zambia, and Zimbabwe. Consistent ramp-up in operations via organic and inorganic routes has helped to strengthen market position significantly and increase geographical diversity. Operating income grew 19% on compound annual basis over the five years ended December 31, 2018. The EBIDTA increased to a healthy Rs 1,007 crore in 2017 from Rs 309 crore in 2013.
 
With the recently announced acquisition of PepsiCo's southern and western territories, VBL will be present in 27 states (except Andhra Pradesh and Jammu & Kashmir) and 7 union territories, accounting for over 80% of beverage sales of PepsiCo in India (51% for calendar year 2018). 
 
Benefits from the company's dominant position in PepsiCo's franchisee operations in India, and overseas geographies will continue to aid business.
 
* Strong operating efficiencies
The group continues to derive efficiencies from backward integration of operations'with facilities to manufacture crown corks, polyethylene terephthalate pre-forms, corrugated boxes, shrink wrap sheets, plastic cap closures, and plastic shells. Furthermore, presence in contiguous territories helps efficiently manage logistic and other operating costs, economies of scale. Consequently, EBIDTA margin remained healthy at 19.7% in calendar year 2018 (21.1% in calendar year 2017). The recent proposed acquisitions are in Southern and Western India, which are relatively underpenetrated markets. Volumes and profitability of these territories are expected to reach similar levels as those for existing territories over the medium term and will remain key monitorables.
 
* Strong financial risk profile
Debt protection metrics have strengthened from increased cash flows post-integration of previously acquired territories, and by initial public offering (IPO) proceeds (infusion of Rs 667.50 crore) received in 2016. The group also has healthy financial flexibility, as demonstrated by its ability to raise funds from both debt and equity investors. Liquidity is also likely to remain comfortable given strong cash flow and reduction in utilisation of sanctioned bank limit.
 
Debt to EBIDTA improved in line with expectations, to 2.7 times for calendar year 2018 from 3.1 times in the previous year. Gearing, as on December 31, 2018, was 1.37 times against 1.46 times in the previous year.
 
The company has capex and acquisition plans of about Rs 2,100 crore in the near term. These include pending capex for Tropicana greenfield project in Punjab (around Rs 100 crore), acquisition cost of around Rs 1,838 crore for PepsiCo territories, and Rs 125 crore for acquisition of 30 districts from third-party bottlers. Since, the acquisitions will be initially funded through debt, debt to EBIDTA may temporarily be above 3 times during 2019. However, it is expected to subsequently improve with fund infusion from QIP proceeds. With accretive cash flows from the acquisitions and timely fund infusion through QIP, debt to EBIDTA for calendar year 2019 is expected to remain below 2.5 times and will remain a key monitorable.
 
Weaknesses
* Susceptibility to changes in regulations and customer preferences
The beverage industry remains susceptible to changes in government regulations regarding content of soft drinks, and to increasing environmental concerns in India about ground water depletion and discharge of effluents by bottling plants.
 
* Integration of recently announced large acquisitions
VBL's growth strategy comprises organic and inorganic capacity expansions in both domestic and international markets. The recently announced acquisitions of PepsiCo India and third-party bottler territories will be completed by April 2019, resulting in nearly 50% increase in domestic volumes. While VBL is expected to benefit from economies of scale in these contiguous territories, ability to successfully integrate and increase profitability to existing margin will be a key monitorable. Furthermore, timely infusion of funds through QIP will be an important event to sustain capital structure.
Liquidity

VBL generates healthy cash accrual, which has shown significant growth aided by organic and inorganic expansion in the past. Accrual for the calendar year ending December 31, 2018, was Rs 685 crore (Rs 565 crore in the previous year) against debt repayment of around Rs 400 crore. Furthermore, as the nature of business is seasonal, working capital requirement is also moderate. Cash and bank balance have been Rs 90-100 crore over the past two years. Utilisation of bank lines (sanctioned limit of Rs 376 crore as on December 31, 2018) averaged 43% in the 12 months ended December 31, 2018.

Outlook: Positive

CRISIL believes improving synergies from the proposed acquisition of PepsiCo's territories, coupled with absence of any other debt-funded capex/ acquisition, could further improve VBL's financial risk profile.
 
Upside scenario:
* Sustenance of debt to EBIDTA ratio under 2.5 times over the medium term

Downward scenario:
* Lower-than-expected operating performance
* Weakening of financial risk profile on account of large, debt-funded capex or acquisition

About the Group

VBL, incorporated in 1995, was established by Mr Ravi Kant Jaipuria to cater to PepsiCo's beverages operations in India. The company manufactures and distributes sweetened aerated water (soft drinks), non-sweetened aerated water (soda), packaged drinking water and juice based drinks. It is the largest franchisee for PepsiCo in India. It has 20 manufacturing units: two each at Greater Noida and Sathariya in Uttar Pradesh; and one each at Guwahati in Assam, Jodhpur and Bhiwadi in Rajasthan, Nuh and Panipat in Haryana, Kosi Kalan, Hardoi, and Jainpur in Uttar Pradesh, Bazpur in Uttarakhand, Phillaur in Punjab, Bargarh and Cuttack in Odisha, Jamshedpur in Jharkhand, Mandideep in MP, Goa, and Kolkata in West Bengal.
    
Varun Beverages (International) Ltd was the group's holding company until March 12, 2013, when it was merged with VBL with effect from January 1, 2012, following equity buyback from PepsiCo. In February 2015, VBL acquired selling and distribution rights for Punjab, Chandigarh, Himachal Pradesh, and the remaining parts of Uttar Pradesh, Uttarakhand, and Haryana; along with four manufacturing units - one each in Panipat, Sathariya, Jainpur, and Bazpur - on a slump-sale basis from PepsiCo. In 2016, VBL acquired two co-packing facilities at Sathariya and Phillaur.
 
In 2017 and 2018, it acquired Bihar, Madhya Pradesh, Chhattisgarh, Jharkhand, and Odisha territories from third-party bottlers. With the recent announcement of acquisition of territories from PepsiCo India and third-party bottlers, VBL's presence will be expanded to 27 states and 7 UTs.
 
Operations outside India comprise bottling operations in Nepal under Varun Beverages (Nepal) Pvt Ltd; in Sri Lanka under Varun Beverages Lanka (Pvt) Ltd; in Morocco under Varun Beverages Morocco SA; in Zambia under Varun Beverages (Zambia) Ltd; and in Zimbabwe under Varun Beverages (Zimbabwe) (Pvt) Ltd. During 2017, VBL divested 41% stake in Varun Beverages Mozambique Limitada and increased stake in its Zambia subsidiary to 90% from 60%.
 
VBL raised funds through an IPO in November 2016 with an issue size of 2.5 crore shares, including 1 crore shares on offer for sale by the promoters. As a result, promoter shareholding reduced to around 74% as on November 30, 2016, from 100%. The dilution also includes equity shares allotted to Standard Chartered Pvt Equity and AION Investments upon conversion of compulsorily convertible debentures prior to the IPO.

1Not adjusted for cash and bank balance

Key Financial Indicators
For the 12 months ended December 31   2018 2017
Revenue Rs crore 5,105 4,003
Profit after tax Rs crore 300 214
PAT margin % 5.9 5.3
Adjusted debt*/adjusted networth Times 1.37 1.46
Interest coverage Times 4.70 4.02
* Not adjusted for cash and bank balance

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 Commercial paper NA NA 7-365 days 250.0 CRISIL A1+
NA Cash credit NA NA NA 278.5 CRISIL AA-/Positive
NA Letter of credit NA NA NA 95.0 CRISIL A1+
NA Proposed Term loan NA NA NA 34.15 CRISIL AA-/Positive
NA Term loan NA NA Jun-19 50.0 CRISIL AA-/Positive
NA Term loan NA NA Jun-22 171.7 CRISIL AA-/Positive
NA Proposed Long Term
Bank Loan Facility
NA NA NA 244.75 CRISIL AA-/Positive

Details of Rating withdrawn
ISIN Name of instrument Date of allotment Coupon rate (%) Maturity date Issue size
(Rs. crore)
INE200M07044 Debentures 27-Feb-17 7.70% 30-Jun-22 300

Annexure - List of entities consolidated
1 Varun Beverages (Nepal) Private Limited
2 Varun Beverages Morocco SA
3 Varun Beverages Lanka (Private) Limited
4 Ole Springs Bottlers (Private) Limited
5 Varun Beverages (Zambia) Limited
6 Varun Beverages (Zimbabwe) (Private) Limited
7 Angelica Technologies Private Limited
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  250.00  CRISIL A1+      29-06-18  CRISIL A1+  17-08-17  CRISIL A1+  30-12-16  CRISIL A1+  CRISIL A1 
            15-03-18  CRISIL A1+  10-05-17  CRISIL A1+       
                06-04-17  CRISIL A1+       
                21-02-17  CRISIL A1+       
Non Convertible Debentures  LT  0.00
31-12-18 
CRISIL AA-/Positive      29-06-18  CRISIL AA-/Positive  17-08-17  CRISIL AA-/Stable  30-12-16  Withdrawal  CRISIL A/Positive 
            15-03-18  CRISIL AA-/Stable  10-05-17  CRISIL AA-/Stable       
                06-04-17  CRISIL A+/Positive       
                21-02-17  CRISIL A+/Positive       
Fund-based Bank Facilities  LT/ST  779.10  CRISIL AA-/Positive      29-06-18  CRISIL AA-/Positive  17-08-17  CRISIL AA-/Stable  30-12-16  CRISIL A+/Positive  CRISIL A/Positive/ CRISIL A1 
            15-03-18  CRISIL AA-/Stable  10-05-17  CRISIL AA-/Stable       
                06-04-17  CRISIL A+/Positive       
                21-02-17  CRISIL A+/Positive       
Non Fund-based Bank Facilities  LT/ST  95.00  CRISIL A1+      29-06-18  CRISIL A1+  17-08-17  CRISIL A1+  30-12-16  CRISIL A1+  CRISIL A1 
            15-03-18  CRISIL A1+  10-05-17  CRISIL A1+       
                06-04-17  CRISIL A1+       
                21-02-17  CRISIL A1+       
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
Cash Credit 278.5 CRISIL AA-/Positive Cash Credit 278.5 CRISIL AA-/Positive
Letter of Credit 95 CRISIL A1+ Letter of Credit 95 CRISIL A1+
Proposed Long Term Bank Loan Facility 244.75 CRISIL AA-/Positive Proposed Long Term Bank Loan Facility 244.75 CRISIL AA-/Positive
Proposed Term Loan 34.15 CRISIL AA-/Positive Term Loan 255.85 CRISIL AA-/Positive
Term Loan 221.7 CRISIL AA-/Positive -- 0 --
Total 874.1 -- Total 874.1 --
Links to related criteria
CRISILs Approach to Financial Ratios
CRISILs Bank Loan Ratings - process, scale and default recognition
Rating criteria for manufaturing and service sector companies
Rating Criteria for Fast Moving Consumer Goods Industry
CRISILs Criteria for Consolidation
CRISILs Criteria for rating short term debt

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

Vinay Rajani
Media Relations
CRISIL Limited
D: +91 22 3342 1835
M: +91 91 676 42913
B: +91 22 3342 3000
vinay.rajani@ext-crisil.com

Sachin Gupta
Senior Director - CRISIL Ratings
CRISIL Limited
D:+91 22 3342 3023
Sachin.Gupta@crisil.com


Nitesh Jain
Director - CRISIL Ratings
CRISIL Limited
D:+91 22 3342 3329
nitesh.jain@crisil.com


Rohan Kulshrestha
Rating Analyst - CRISIL Ratings
CRISIL Limited
B:+91 124 672 2000
Rohan.Kulshrestha@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
 
CRISIL respects your privacy. We may 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.For further information on CRISIL’s privacy policy please visit www.crisil.com.


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.CRISIL or its associates may have other commercial transactions with the company/entity.

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