Vertis Infrastructure Trust Ratings Reaffirmed; Rated amount enhanced for Commercial Paper
Rating Action
Note: None of the Directors on Crisil Ratings Limited’s Board are members of rating committee and thus do not participate in discussion or assignment of any ratings. The Board of Directors also does not discuss any ratings at its meetings. 1 crore = 10 million Refer to annexure for Details of Instruments & Bank Facilities |
Detailed Rationale Crisil Ratings has reaffirmed its ‘Crisil AAA/Stable/Crisil A1+’ ratings on the bank facilities, non-convertible debentures (NCDs) and commercial papers of Vertis Infrastructure Trust (VIT). Crisil Ratings has withdrawn its rating on Rs 400 crore NCDs based on VIT’s request and redemption confirmation from the debenture trustee. This is in line with the Crisil Ratings policy on withdrawal of ratings.
The ratings continue to reflect the favourable location and geographic diversity of VIT’s existing stretches and healthy revenue visibility given the strong track record of toll collection and annuity receipts. Toll revenue for the 10 existing toll (including one toll, operate, transfer [TOT] concession) special purpose vehicles (SPVs) grew 13.7% on-year in the first nine months of fiscal 2026 to Rs 1,996 crore, supported by traffic growth of 9.9% on-year. Annuities for annuity projects are being received in a timely manner. Since its listing in August 2022, the trust has expanded its portfolio with regular addition of toll as well as hybrid annuity mode (HAM) projects. In fiscal 2026, VIT acquired 11 operational HAM assets and one operational toll asset from PNC Infratech Ltd and PNC Infra Holdings Ltd, taking its portfolio to 27 SPVs.
Acquisitions have been funded through a healthy mix of equity and debt. On a consolidated basis, the trust had gross debt of Rs 11,378 crore and net debt of Rs 10,431 crore, which translated to net debt-to-enterprise value (EV) of 41% as on December 31, 2025. The net debt-to-EV is expected to remain stable in the near term. Accordingly, VIT’s debt protection metrics are expected to remain comfortable going forward with the Crisil Ratings adjusted average debt service coverage ratio (DSCR) expected at 1.9–2.1 times over the balance tenure of the debt.
The ratings also factor in the tight escrow mechanism with a well-defined payment waterfall mechanism and creation of a debt service reserve account (DSRA) and a major maintenance reserve account (MMRA). It also derives strength from the experience of Vertis Fund Advisors Pvt Ltd (VFA) and Vertis Project Manager Pvt Ltd (VPM) as the investment manager and the project manager providing services to the assets, respectively. VIT is sponsored by Galaxy Investments II Pte Ltd (Galaxy), which is invested in by funds, vehicles and/or entities managed and/or advised by Kohlberg Kravis Roberts & Co. LP and/or its affiliates (collectively referred to as KKR), which has strong experience in the infrastructure space globally, including in India.
These strengths are partially offset by susceptibility of toll revenue to volatility in traffic volume and to the development or improvement of alternative routes or modes of transportation that could impact revenue and, in turn, DSCR. The DSCR will also remain susceptible to volatility in operations and maintenance (O&M) costs and interest rates. |
Analytical Approach Crisil Ratings has combined the business and financial risk profiles of VIT with its underlying SPVs. This is because the trust has direct control over these SPVs and has infused funds in them (in the form of shareholder debt) to prepay outstanding debt. Furthermore, the SPVs will distribute their surplus cash to the infrastructure investment trust (InvIT), in the form of interest and repayment (on debt provided by the InvIT/debentures), dividend or return of capital through capital reduction, leading to highly fungible cash flows. Also, as per the financing terms, the cap on borrowings has been defined at a consolidated level.
Please refer Annexure - List of Entities Consolidated, which captures the list of entities considered and their analytical treatment of consolidation. |
Key Rating Drivers - Strengths Healthy operational track record of assets with geographic diversification The portfolio of VIT comprises 27 SPVs in different states and benefits from asset and geographical diversification. Additionally, the projects have strong counterparties—National Highways Authority of India (NHAI; ‘Crisil AAA/Stable) for 23 project SPVs and Ministry of Road Transport and Highways, Madhya Pradesh Road Development Corporation Ltd, government of Gujarat, and Uttar Pradesh State Highways Authority for one project SPV each. The toll road projects have long tolling track record ranging from 9 to 25 years (excluding TOT project), while the annuity projects have a track record of receiving 30–32 semi-annual annuities without any material deduction. All 15 HAM projects are operational and have received at least 2 annuity payments. The portfolio benefits from diversification with a healthy mix of toll and annuity projects across different geographies with toll projects accounting for ~70% of the valuation as of December 2025.
The toll stretches are situated along major industrial and tourist hubs and connect important cities such as Godhra, Jodhpur, Indore, Bhopal, Ahmedabad and Chennai to major ports on the western (Kandla and Mundra) and eastern (Chennai, Puducherry and Krishnapatnam) seaboards. The stretches are spread across 10 key states that contribute substantially to the total gross state domestic product. VIT will, thus, benefit from healthy traffic potential. While the concession for four of the existing projects (Shillong Expressway Pvt Ltd, Ulundurpet Expressway Pvt Ltd, Bangalore Elevated Tollway Pvt Ltd and Nirmal BOT Pvt Ltd) is expected to be over in the next 1.5 years, long-term revenue visibility is driven by other assets having larger share of revenue in the portfolio. Balance concession period for the other projects ranges from 5 to 18 years with average balance concession period of 14 years. Furthermore, the trust will continue to look for new opportunities for adding projects and further diversify the portfolio over the medium term.
Five toll SPVs (Godhra Expressway Pvt Ltd, Jodhpur Pali Expressway Pvt Ltd, Udupi Tollway Pvt Ltd, Bareilly Nainital Highways Pvt Ltd and North Telangana Expressway Pvt Ltd) out of 10 toll SPVs (including one TOT SPV) have an annual toll rate escalation with a fixed increase of 3% and a variable portion equal to 40% change in the wholesale price index (WPI), limiting dependence on WPI and supporting revenue. One project has a fixed toll rate hike of 7%, one is directly linked to the consumer price index (CPI) and the remaining three are linked directly to the WPI.
Toll revenue for the 10 toll (including one TOT concession) SPVs grew 13.7% on-year in the first nine months of fiscal 2026 to Rs 1,996 crore, backed by traffic growth of 9.9%. Toll collection is likely to remain healthy going forward as well. Annuities for annuity projects are being received in a timely manner.
Strong debt protection metrics, with provision for cash sweep and creation of DSRA and MMRA The financial risk profile is healthy with consolidated gross debt of Rs 11,378 crore (net debt of Rs 10,431 crore) translating to net debt-to-EV of 41% as on December 31, 2025. This net debt-to-EV is expected to remain stable in the near term. VIT’s debt protection metrics should remain comfortable going forward with cash flow sufficient for debt servicing as well as premium payments. The Crisil Ratings-adjusted average DSCR is expected to remain strong at 1.9–2.1 times over the balance tenure of the debt. Healthy operating performance and comfortable leverage led to strong Crisil Ratings-adjusted DSCR over 2.5 times for the first nine months of fiscal 2026.
The terms for existing debt also require adequate liquidity cushion in the form of DSRA equivalent to three months of debt obligation and MMRA equivalent to six months of major maintenance requirements. As per existing terms, a cash trap will be triggered if DSCR falls below 1.40 times, while there will be a cash sweep in case of negative impact on tollable traffic on account of any alternative route to the project roads. The structure also stipulates that any transfer to the distribution account will be made only after meeting debt obligation, DSRA and MMRA requirement, and transfer to the cash sweep account, if required.
While the covenants for DSCR and leverage have gradually been relaxed, average DSCR for the rated debt instruments is expected to remain comfortable and well above the covenants throughout the debt tenure, supported by healthy toll collection and moderate leverage. However, any increase in debt, in the absence of commensurate cash inflow, will remain a key rating sensitivity factor.
The existing NCDs have tenure of seven years for Series 2 and three years each for Series 3 and Series 5 from the respective deemed date of allotment, exposing the trust to refinancing risk. Nevertheless, the risk is mitigated by the long tail at the end of tenure of the NCDs, ability and track record of the sponsors in refinancing, and healthy revenue potential of the road stretches. Recently, the trust refinanced NCD Series 1 of Rs 400 crore in December 2025.
Experienced management team VIT will benefit from the experience of VFA and VPM, which have a strong track record of managing these assets. The trust is sponsored by Galaxy, which is invested in by funds, vehicles and/or entities managed and/or advised by KKR, which, in turn, has extensive experience in the infrastructure space, including in India. While this is Galaxy’s first investment in Indian roads, it benefits from KKR’s experience in renewable energy and transmission sector in India. |
Key Rating Drivers - Weaknesses Susceptibility to fluctuations in traffic volume and risks inherent in toll road projects The stretch is vulnerable to variations in traffic volume owing to the seasonal variations in vehicular traffic, diversion of traffic to any alternate routes or development of alternative routes/modes of transport. Susceptibility to economic downturns could also adversely impact the traffic volumes on the project stretch. Nevertheless, comfort is derived from no major alternate route risk present for the project stretch.
Toll collection is the only source of revenue, and hence, any volatility because of factors such as toll leakage, lack of timely increase in rates, fluctuation in WPI-linked inflation could adversely impact cash flow. Force majeure events can impact cash flow and, hence, debt protection metrics of the projects till the time these are resolved and tolling is resumed. These risks are partially mitigated given remedies for force majeure events as defined in the concession agreement, however, these are typically in the form of extension of concession period and do not address possible cash flow mismatches during the time of such events. In certain force majeure events, cash compensation is also available to the concessionaire as per the terms of the concession agreement, however, these are also provided with a lag.
Susceptibility to volatility in O&M and major maintenance costs and interest rates The trust is exposed to risks related to maintenance of the projects in the underlying SPVs as per the specifications and within the budgeted costs. While the SPVs are expected to maintain six months equivalent MMRA, any significant dip in toll collection or unplanned maintenance activity could result in cash flow shortfall during years of such maintenance and will remain a rating sensitive factor.
The interest rate for the RTLs are/shall be floating with a quarterly reset linked to benchmark. This exposes the trust to volatility in interest rates. Although part of the debt raised through bonds has fixed rate the cushion in the cash flow, will partially help to absorb the impact of any fluctuations in rate of interest, but it will remain a rating sensitivity factor. |
Liquidity Superior Toll collection and annuity receipts will be adequate to meet operational expenses and debt obligation of Rs 1,200–1,500 crore per annum over the three years through fiscal 2029. Furthermore, DSRA equivalent to interest and principal obligations of three months will be maintained along with MMRA equivalent to six months of major maintenance expenses. The limited amortising structure of the NCDs with substantial bullet repayments in fiscals 2027, 2029 and 2030 exposes the trust to refinancing risk. Nevertheless, the risk is mitigated by the long tail at the end of the tenure of the NCDs, the ability and track record of the sponsors in refinancing, and healthy revenue potential of the road stretches. VIT had consolidated (including underlying SPVs with 100% of GRICL) DSRA of Rs 309 crore equivalent to three months of debt obligations as on December 31, 2025. |
Outlook Stable Crisil Ratings believes that VIT will continue to generate healthy revenue over the medium term, backed by good traffic potential on the project stretches and timely annuity receipts. |
Rating sensitivity factors Downward factors:
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About the trust VIT is registered as an irrevocable trust under Indian Trust Act, 1882, and as an InvIT under the Securities and Exchange Board of India’s InvIT Regulations, 2014, since December 23, 2021.
VIT is an InvIT for road sector assets sponsored by Galaxy, which is invested in by funds, vehicles and/or entities managed and/or advised by KKR, with VFA as the investment manager, VPM (a 100% subsidiary of VFA) acting as project manager, and Axis Trustee Services Ltd as trustee. KKR is a leading global investment firm with ~$758 billion of assets under management as on March 31, 2026.
VIT has a portfolio of 27 operational road project SPVs: 10 toll (including one TOT), 2 annuity and 15 HAM. The broad details of the assets held by VIT are provided below:
Jodhpur Pali Expressway Pvt Ltd (JPEPL) The 71.5-kilometer (km) stretch is the shortest route connecting Jodhpur to Pali. It achieved provisional commercial operations date (COD) in fiscal 2015 and COD in fiscal 2018 and has a track record of more than eight years with balance concession life of around 21 years. Traffic registered a compound annual growth rate (CAGR) of 1.4% between fiscals 2019 and 2025. The stretch has four alternative routes, but these are either two-lane or longer than JPEPL’s stretch and do not impact the traffic movement on the project road.
Godhra Expressways Pvt. Ltd (GEPL) The 87.1 km stretch provides connectivity for traffic plying from the Kandla and Mundra ports and moving towards central and east India. It achieved provisional COD in fiscal 2014 and COD in fiscal 2017 and has a track record of over nine years with balance concession life of around 20 years. Traffic clocked CAGR of 8.7% between fiscals 2019 and fiscal 2025. The stretch has no alternate routes.
Dewas Bhopal Corridor Pvt. Ltd (DBCPL) This 140.8 km stretch is the shortest route between Indore (through Dewas) and Bhopal, two major cities of Madhya Pradesh. The project achieved provisional COD in fiscal 2009 and COD in fiscal 2011 and has a track record of over 13.5 years with balance concession life of around 10.5 years. Traffic rose at a CAGR of 8.7% between fiscals 2019 and 2025. The stretch has no alternate routes.
Ulundurpet Expressways Pvt. Ltd (UEPL) The 72.9 km stretch connects Chennai to the southern, eastern and western parts of Tamil Nadu. The project achieved COD in fiscal 2010 and has a track record of three years with balance concession life of around four years. Traffic registered CAGR of 2.3% between fiscals 2019 and 2025. There are no alternate routes to the project road.
Udupi Tollway Pvt Ltd (UTPL) It has two four-lane stretches—74.8 km Kundapur-Surathkal section and 15.3 km Mangalore-Kerala border section—on National Highway (NH) 66 in Karnataka. The project achieved provisional COD in fiscal 2017 and has a track record of over six years with balance concession life of around 12 years. Traffic registered CAGR of 3.0% between fiscals 2019 and 2025. The stretches have no alternate routes.
Swarna Tollway Pvt Ltd (STPL) It has two stretches—110.8 km Tada-Nellore section of NH-16 and 48.0 km Nandigama to Ibrahimpatnam section of NH-65—in Andhra Pradesh. It achieved COD in July 2005. Traffic registered CAGR of 4.5% for the Tada-Nellore section and 3.8% for the Nandigama-Ibrahimpatnam section between fiscals 2019 and 2025. The stretches have no alternate routes.
Gujarat Road and Infrastructure Co Ltd (GRICL) It has two stretches—51.6 km Ahmedabad-Mehsana section of state highway (SH) 41 and 31.7 km Vadodara-Halol section of SH-87—in Gujarat. It achieved COD in July 2005. Traffic clocked CAGR of 7.9% for the Ahmedabad-Mehsana section and 11.0% for the Vadodara-Halol section between fiscals 2019 and 2025. The stretches have no alternate routes. VIT acquired 56.8% stake in GRICL in January 2024, while 26.8% stake is yet to be acquired.
Bangalore Elevated Tollway Pvt Ltd (BETPL) It is a four-lane 24.7 km elevated road from Silk Board Junction to Attibele section of NH-7 in Karnataka. It achieved COD in June 2011. Traffic rose at a CAGR of 2.6% between fiscals 2019 and 2025. The stretch has no alternative routes. VIT acquired the asset in June 2024.
North Telangana Expressway Pvt Ltd (NTEPL or TOT-16) This is a 252-km section of the north-south corridor between Nagpur and Hyderabad, which is a part of NH-44. NHAI awarded this TOT bundle under a 20-year concession for an upfront concession fee of Rs 6,661 crore and the appointed date for the same was February 14, 2025. Traffic grew 6.7% in fiscal 2025.
Bareilly Nainital Highways Pvt Ltd (BN) It is a four lane 53.6 km connecting Bareilly district (UP) and Udham Singh Nagar district (Uttarakhand) through SH-37 in Uttar Pradesh. It achieved COD on October 19, 2015. Traffic registered CAGR of 5.0% between fiscals 2019 and 2025. VIT acquired the asset in July 2025.
Nirmal BOT Pvt Ltd (NBPL) This road stretch connects Kadtal to Armur in Telangana and has balance concession life of around five years. The project has a track record of timely receipt of 30 semi-annual annuities without any material deduction.
Shillong Expressway Pvt Ltd (SEPL) This project is part of the Shillong bypass in Meghalaya and has balance concession life of around three years. The project has received 23 semi-annual annuities on time without any material deduction.
Ateli Narnaul Highway Pvt Ltd (AN) This is the 40.8 km Ateli-Narnaul section of NH-11 in Haryana operating on HAM basis. The project has a track record of timely receipt of seven semi-annual annuities without any material deduction.
Gurgaon Sohna Highway Pvt Ltd (GS) It is the 12.7 km Gurugram-Sohna section of NH-248A in Haryana operating on HAM basis. The project has a track record of timely receipt of seven semi-annual annuities without any material deduction.
Rewari Ateli Highway Pvt Ltd (RA) This is the 30.5 km Rewari-Ateli section of NH-11 in Haryana operating on HAM basis. The project has a track record of timely receipt of seven semi-annual annuities without any material deduction.
Rewari Bypass Pvt Ltd (RB) This is the 14.4 km Rewari bypass section of NH-11 in Haryana operating on HAM basis. The project has received four semi-annual annuities on time without any material deduction.
Aligarh Highways Pvt Ltd (AK2) This is the 45.2 km Aligarh-Kanpur (Package 2) section of NH-34 in Uttar Pradesh operating on HAM basis. The project has received eight semi-annual annuities on time without any material deduction.
Bithur Kanpur Highways Pvt Ltd (AK5) This is the 60.6 km Aligarh-Kanpur (Package 5) section of NH-34 in Uttar Pradesh operating on HAM basis. The project has received four semi-annual annuities on time without any material deduction.
Chitradurga Highways Pvt Ltd (CD) This is the 72.7 km Chitradurga-Davanagere section of NH-48 in Karnataka operating on HAM basis. The project has a track record of timely receipt of eight semi-annual annuities without any material deduction.
Gomti Highways Pvt Ltd (JF) This is the 60.2 km Jagdishpur-Faizabad section of NH-330A in Haryana operating on HAM basis. The project has received three semi-annual annuities on time without any material deduction.
Bundelkhand Highways Pvt Ltd (JK1) This is the 76.6 km Jhansi-Khajuraho (Package 1) section of NH-39 in Uttar Pradesh and Madhya Pradesh operating on HAM basis. The project has received seven semi-annual annuities on time without any material deduction.
Khajuraho Highways Pvt Ltd (JK2) This is the 85.5 km Jhansi-Khajuraho (Package 2) section of NH-39 in Uttar Pradesh and Madhya Pradesh operating on HAM basis. The project has received eight semi-annual annuities on time without any material deduction.
Meerut Haridwar Highways Pvt Ltd (MN) This is the 54.0 km Meerut-Naziabad section of NH-34 in Uttar Pradesh operating on HAM basis. The project has received two semi-annual annuities on time without any material deduction.
Rajasthan Highways Pvt Ltd (DL) This is the 83.5 km Dausa-Lalsot section of NH-148 in Rajasthan operating on HAM basis. The project has a track record of timely receipt of 11 semi-annual annuities without any material deduction.
Triveni Sangam Highways Pvt Ltd (CA) This is the 145.1 km Chakeri-Allahabad section of NH-19 in Uttar Pradesh operating on HAM basis. The project has received five semi-annual annuities on time without any material deduction.
Unnao Highways Pvt Ltd (UL) This is the 70.0 km Unnao-Lalganj section of NH-31 in Uttar Pradesh operating on HAM basis. The project has received three semi-annual annuities on time without any material deduction.
Challakere (Karnataka) Highways (CH) This is the 55.7 km Challakere-Hariyur section of NH-150A in Karnataka operating on HAM basis. The project has received two semi-annual annuities on time without any material deduction. |
Key Financial Indicators
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List of covenants Key covenants for Rs 250 crore Series 2 NCDs
Key covenants for Rs 1900 crore rupee term loan 2 and Rs 500 crore Series 3 NCDs
Key covenants for Rs 4950 crore rupee term loan 3, Rs 3300 crore rupee term loan 4, Rs 900 crore Series 4 NCDs and Rs 800 crore Series 5 NCDs
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Any other information: Not applicable |
Note on complexity levels of the rated instrument: |
Annexure - Details of Instrument(s)
# Yet to be issued
Annexure - Details of Rating Withdrawn
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Annexure – List of entities consolidated
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Annexure: List of instruments and names of regulators of the instruments As required by SEBI CRA Circular dated Feb 10, 2026, a list of activities or instruments falling under the purview of various FSRs, along with the names of respective FSRs, is being disclosed below:
* Includes securitisation transactions involving assignee payout, acquirer's payout. ~ The rated instrument may involve issuance of different instruments such as debt securities (listed or otherwise), bank loans, commercial paper (listed or otherwise), etc. The regulator of the instrument may accordingly be SEBI, RBI or MCA and can only be determined upon issuance. In PRs subsequent to issuance(s), Crisil Ratings Limited shall separately capture the rated quantum details along with names of respective regulators. ^ Includes bank facilities such as liquidity facility, second loss facility that are part of securitisation transactions. # There is no instrument being rated and hence, Regulator of the Instrument is not applicable. The rating scale and definitions are being followed as stipulated in SEBI Master Circular for CRAs. @ These ratings were assigned during regulatory regime prior to introduction of SEBI CRA Circular dated Feb 10, 2026 and the investor side regulators have accordingly been included.
Note: Kindly note that for activities or instruments falling under the purview of FSRs other than SEBI, the grievance/dispute redressal mechanisms and investor protection mechanisms provided by SEBI shall not be available. |
Criteria Details
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