Product Quantum (Rs. Cr) Long Term Rating Short Term Rating
Bank Loan Ratings 3940.00 Provisional | ACUITE AA+ | Downgraded & Withdrawn -
Non Convertible Debentures (NCD) 3940.00 Provisional | ACUITE AA+ | Downgraded & Withdrawn -
Total Outstanding Quantum (Rs. Cr) 0.00 - -
Total Withdrawn Quantum (Rs. Cr) 7880.00 - -
 
Rating Rationale
­Acuité has downgraded and withdrawn its long term rating to "Provisional ACUITE AA+’ (read as Provisional ACUITE Double A plus) from ‘Provisional ACUITE AAA’ (read as Provisional ACUITE Triple A) on the Rs. 3,940.00 Cr. proposed Non-Convertible Debenture Programme of IRB Infrastructure Trust (IRB InvIT II).  

­Acuité has downgraded and withdrawn its long term rating to "Provisional ACUITE AA+’ (read as Provisional ACUITE Double A plus) from ‘Provisional ACUITE AAA’ (read as Provisional ACUITE Triple A) on the Rs. 3,940.00 Cr. proposed bank facilities of IRB Infrastructure Trust (IRB InvIT II).

The withdrawal is on account of written request received from the client.

Rationale for rating downgrade
The rating downgrade takes into consideration, IRB InvIT II’s lower than expected to improvement in consolidated operating profitability leading to widening of gap between consolidated operating profit and repayment obligations. However, there is currently no external debt at the standalone level. The rating continues to draw comfort from its diversified asset base in the road sector. The rating also draws comfort from the sponsor’s established position and track record in the road & highway construction industry. While the rating on IRB InvIT II reflects the consolidated credit quality of the underlying assets, it is to be noted that the assigned rating is not applicable for the units of IRB InvIT II and the rating should also not be interpreted as the rating for the existing outstanding debt of each SPV.

About the Trust
­IRB Infrastructure Trust (IRB InvIT II) is owned by IRB Infrastructure Developers Limited (51%) and GIC affiliates (49%). The trust has 10 assets spread across 6 states. The trust was established under the Indian Trust Act 1882 with indenture dated August 27, 2019. As per the InvIT regulations, the trust has appointed IDBI Trusteeship Services Limited as trustee, MMK Toll Road Private Limited as Investment Manager and IRB Infrastructure Developers Limited (IRB) as Project Manager. While IRB had earlier sponsored a public InvIT, this trust is privately held. In February 2020, IRB sold 49% stake in IRB InvIT II to GIC affiliates out of the total commitment of Rs.4,400 Cr. GIC is one of the leading global investment firms established in 1981 to manage Government of Singapore’s sovereign funds. GIC has investments in over 40 countries. 
 

Analytical Approach

Extent of Consolidation
•Full Consolidation
Rationale for Consolidation or Parent / Group / Govt. Support
­Acuité has considered the consolidated financials and business profile of IRB Infrastructure Trust and its subsidiaries to arrive at the rating.
*refer Annexure 2 for list of entities considered in consolidation.

Key Rating Drivers

Strengths
­Sponsor’s well established position in EPC and road & highway segment
IRB Infrastructure Trust (IRB InvIT II) is sponsored by IRB Infrastructure Developers Limited (IRB). IRB holds 51% stake in IRB InvIT II and rest 49% is held by GIC affiliates. IRB is one of the leading players in the domestic infrastructure sector which is engaged in EPC and O&M business for roads & highways, airports, and real estate segments. IRB has an established track record of more than two decades in executing EPC contracts and has constructed more than 12,500 lane kilometres of road since its inception. As of June 2022, IRB has portfolio of two fully owned BOT, one TOT and four hybrid annuity mode (HAM) projects. Of the seven projects, one projects each in BOT, TOT and HAM are operational, two HAM projects are under construction and the balance one project each in BOT and HAM are awaiting appointed date. The company has in-house Engineering Procurement, Construction (EPC) and Operation & Maintenance (O&M) activities primarily handled by its subsidiary, Modern Road Makers Pvt. Limited, (MRMPL). GIC is a Singapore based entity which manages Singapore’s foreign reserves. The company has presence across 40 countries ranging across different industries. Further, IRB already sponsored one InvIT is listed on NSE and BSE viz. IRB InvIT Fund which has 7 operational BOT projects of around 4,055 lane kms where IRB holds 16 per cent stake. IRB has a strong order book position of ~Rs.16000 Cr. as on March 31, 2022. Further, IRB has also to raised Rs.5,347 Cr. via preferential issue of equity shares to Cintra Global SE (A subsidiary of Spanish Infrastructure Group Ferrovial SA) and Singapore’s sovereign wealth Fund GIC. Acuité believes that IRB InvIT II will benefit from the established position and resource raising ability of its Sponsors. In case of tepid growth in traffic volumes leading to depressed cash flows, the sponsor can infuse funds whenever required. Further, Acuité believes that the operating performance of the InvIT is expected to improve significantly over the medium term with experience of IRB in managing road assets. The financial flexibility of the InvIT is likely to remain strong with the presence of Unitholders like GIC affiliates.

Diversified Asset base of the InvIT
The IRB InvIT II manages 10 toll road projects across 6 states of which 8 projects has already received final COD, 1 project received Partial COD (PCOD) and 1 recently added toll project is under construction. However, the toll collection activities for all the 10 projects have already been commenced with Rs. 1237 Cr. of revenues in FY22.  the revenues registered YoY growth of around  in 20 percent in FY22 as compared to FY21. The revenues grew post the lifting of restrictions on account of spread of Covid 19. The asset diversity is reflected in the fact that these assets are located in 6 different states and are not dependent on any one particular geography. Acuité also observes that there is no significant concentration of revenues from any particular road asset and post achievement of the COD for the WIP projects, the composition of revenues is not likely to change materially. The financial closure for all the projects has been achieved. The long term agreements ranging from 28 to 35 years for all 10 projects are also in place. Going ahead, Acuité expects these projects to generate healthy and steady cash flows from toll collection on account of diversified geographic location and strategically located tolls.
Weaknesses
­Cash flows susceptible to economic activities around the country
IRB InvIT II has been established in 2020. The SPVs have a long term concession agreement with NHAI under the BOT model. The SPVs under the trust will be responsible for toll collection, maintenance of road asset and also major maintenance as per the agreement. The cash flows of the SPVs are entirely toll based, thus operations are susceptible to fluctuations in traffic movements. The traffic movement is linked to the level of economic activity in and around the operational area. Any event or regulatory interventions likely to affect traffic movement may create pressure on toll revenues thereby affecting the cash flows of the trust. In such situations, the SPVs will be dependent on the InvIT for funding support.
ESG Factors Relevant for Rating
­The infrastructure development industry has a significant social impact since it is a labour intensive business. Further, community support and development, employee safety and human rights are material factors from the social perspective. Governance issues that assume relevance include board and management compensation, shareholders rights and board diversity. The extent of direct or indirect emissions and the efficiency of deployment of vehicle fleets and heavy machinery has a considerable impact in the environmental performance of this industry. Since material costs are relatively high, strategies should be in place to reduce wastages and recycle raw materials to the extent possible to minimise the environmental impact. IRB Infrastructure Trust has a current portfolio of nine Build-Operate-Transfer (BOT) projects. The formation and operationalization of the infrastructure investment trust (InViT) is a significant step towards better funding and development of the Indian infrastructure sector. The trust’s sponsor, IRB Infrastructure Developers Ltd has adequate policies in corporate governance category on board independence, key management retention and business conduct and ethics. The company has three independent members in its audit committee and there is adequate gender diversity in the constitution of the board. Under its environment initiatives, the company has a policy in place for reduction in air pollution and waste. The social initiatives of IRB Infrastructure Ltd include policies on human rights and service quality standards. IRB Group also has several programmes on community services.
 
Rating Sensitivities
­Not Applicable
 
Material Covenants
­Not Applicable
 
Liquidity Position: Strong
­Acuité believes that the toll collections will significantly improve over the long debt maturity period, thereby enabling the build-up of operating cash flows to service the ballooning debt structure. Acuité also takes significant comfort from the financial flexibility of IRB InvIT II arising from the financial flexibility of the sponsors (IRB & GIC affiliates) which might extend loans/raise funds/invest equity in the InvIT whenever required. There IRB InVIT II's liquidity profile is expected to remains strong.
 
Outlook: Not Applicable
­
 
Other Factors affecting Rating
­None
 
Key Financials (Consolidated)
­
 Particulars Unit FY2022 (Actual) FY2021 (Actual)
Operating Income Rs.
Cr.
1250.60 1038.73
Profit after Tax (PAT) Rs.
Cr.
(498.02) (224.99)
PAT Margin % (39.82) (21.66)
Total Debt to Tangible Networth Times 0.78 0.76
PBDIT to Interest Times 0.75 0.92
 
Status of non-cooperation with previous CRA (if applicable)
­None
 
Any Other Information
­None
 
Applicable Criteria
• Application Of Financial Ratios And Adjustments: https://www.acuite.in/view-rating-criteria-53.htm
• Default Recognition: https://www.acuite.in/view-rating-criteria-52.htm
• Infrastructure Investment Trust (InvIT): https://www.acuite.in/view-rating-criteria-72.htm

Note on Complexity Levels of the Rated Instrument
https://www.acuite.in/view-rating-criteria-55.htm

Date Name of Instruments/Facilities Term Amount (Rs. Cr) Rating/Outlook
27 Oct 2021 Proposed Non Convertible Debentures Long Term 3940.00 ACUITE Provisional AAA | Stable (Reaffirmed)
Proposed Bank Facility Long Term 3940.00 ACUITE Provisional AAA | Stable (Reaffirmed)
09 Oct 2020 Proposed Non Convertible Debentures Long Term 3940.00 ACUITE Provisional AAA | Stable (Assigned)
Proposed Bank Facility Long Term 3940.00 ACUITE Provisional AAA | Stable (Assigned)
­

Lender’s Name ISIN Facilities Date Of Issuance Coupon Rate Maturity Date Quantum (Rs. Cr.) Rating
Not Applicable Not Applicable Proposed Long Term Bank Facility Not Applicable Not Applicable Not Applicable 3940.00 Provisional | ACUITE AA+ | Downgraded & Withdrawn
Not Applicable Not Applicable Proposed Non Convertible Debentures Not Applicable Not Applicable Not Applicable 3940.00 Provisional | ACUITE AA+ | Downgraded & Withdrawn
­
*Annexure 2 - List of Entities (applicable for Consolidation or Parent / Group / Govt Support)
­
Sr. No. Name of Entity Relationaship
1 AE Tollway Limited Subsidiary
2 CG Tollway Limited Subsidiary
3 IRB Hapur Morabad Tollway Limited Subsidiary
4 IRB Westcoast Tollway Limited Subsidiary
5 Kaithal Tollway Limited Subsidiary
6 Kishangarh Gulabpura Tollway Limited Subsidiary
7 Solapur Yedeshi Tollway Limited Subsidiary
8 Udaipur Tollway Limited Subsidiary
9 Yedeshi Aurangabad Tollway Limited Subsidiary
 

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