Rating Rationale
July 11, 2023 | Mumbai
Azure Power Maple Private Limited
Rating downgraded to 'CRISIL BBB+'; Continues on 'Watch Negative'
 
Rating Action
Total Bank Loan Facilities RatedRs.1325.5 Crore
Long Term RatingCRISIL BBB+/Watch Negative (Downgraded from 'CRISIL A-'; Continues on 'Rating Watch with Negative Implications')
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 downgraded its rating on the long-term bank facilities of Azure Power Maple Ltd (Azure Power Maple; part of the Azure Power India [API] group) to CRISIL BBB+ from 'CRISIL A-‘. The rating continues on 'Rating Watch with Negative Implications'.

The rating action follows continued delay in release of audited financials for fiscal 2022 impacting the financial flexibility of the group. Since there have been no clear guidance by the management on timelines for release of audited financials, the probability of delisting the group’s listed entity Azure Power Global Ltd (APGL), has increased further. The New York Stock Exchange (NYSE) has allowed the group time till July 15, 2023, which may be extended to August 16, 2023, to complete and file its annual report. As per management, the delisting could trigger a technical default of the restricted group bonds, only if the company ceases to file periodic reports with the US Securities and Exchange Commission (SEC). However still any action by the bondholders, including debt being recalled, can impact financial flexibility of the group and hence would remain a key monitorable.

Furthermore, timely filing of audited financial statements is a covenant under the financing documents with lenders. The group had received extensions for submission of the financials from lenders up to June 30, 2023 and July 15, 2023, and hence, a fresh extension would be needed from all the lenders. Any delay beyond the approved timeline may lead to triggering of debt covenants and acceleration of repayment.

The ratings remain on negative watch since the management has given no clear timelines for the release of audited financials. Any further significant delay in the release of audited financials, which increases the risk of delisting and consequent acceleration of debt repayment by lenders/bond investors, could lead to a sharper rating action. CRISIL Ratings will resolve the watch and take appropriate rating action once there is more clarity regarding the release of financials.

On January 25, 2023, the group released a note covering its view on whistleblower allegations, internal controls, and release of key operational and select unaudited financials for fiscal 2022 and the first half of fiscal 2023. However, the release of audited financials continues to be delayed.

The group announced that after investigations of whistleblower allegations announced on August 29, 2022, it found weak internal controls leading to misrepresentation of data pertaining to one project. The group has initiated remedial actions for improving internal controls, including the financial reporting framework. In September 2022, the group received an additional whistleblower complaint alleging misconduct in land acquisitions, lack of transparency and misreporting of project data. However, investigations did not find any evidence concerning the alleged misconduct. The group is likely to report in its Form 20-F that its control over financial reporting was not effective as on March 31, 2022.

The group estimates the total potential liability arising from these lapses at Rs 1.6 crore. There could be further penalties from customers and regulatory authorities, but the management has indicated that no such fines have been demanded so far. There is also a class action lawsuit filed against the company, which may lead to potential liabilities. Any material impact on the group arising out of weak internal controls or any major deviation in reported financials would also remain key monitorables. 

Based on the information shared in the press release, the operational performance of underlying assets and project cash flow of the group remain healthy. The group continues to have healthy cash balance of over Rs 2,000 crore as on September 30, 2022, and benefits from the presence of strong and resourceful investors. The group tied up financing from one of the lenders in March 2023 at competitive rates and has been sanctioned debt for its under-construction assets.

The ratings continue to factor in the strong market position of the API group as a leading player in solar energy, its diversified portfolio with high revenue visibility due to long-term power purchase agreements (PPAs), healthy operating performance and comfortable liquidity. The ratings also benefit from the presence of strong and resourceful investors and expected support from the shareholders. Majority shareholding is by Caisse de Depot et Placement du Quebec (CPDQ; rated ‘AAA/Stable/A-1+’ by S&P Global Ratings) and Ontario Municipal Employees’ Retirement System (OMERS), which are large Canadian funds with a long-term investment outlook.

 

These strengths are partially offset by average financial risk profile due to high leverage, and exposure to significant project implementation risks related to sizeable expansion plans and risks inherent in operating renewable energy assets.

Analytical Approach

CRISIL Ratings has combined the business and financial risk profiles of APIPL and its special purpose vehicles (SPVs), collectively referred to as the API group, as the entities have significant business, financial and managerial linkages, are in the same business and enjoy cash flow fungibility. Also, the management has articulated that it views all the group companies as a single unit and shall extend support during adversity.

 

Please refer Annexure - List of Entities Consolidated, which captures the list of entities considered and their analytical treatment of consolidation

Key Rating Drivers & Detailed Description

Strengths:

Strong market position and diversified portfolio

The API group is the second-largest solar energy player in India with operational portfolio of 2.9 gigawatt (GW). It has capacity-weighted average operational track record of around five years. The group started operations in 2008 and has a diversified portfolio in terms of location and counterparty. Its assets are in 13 states and have long-term PPAs of 25 years at pre-determined tariffs with over 10 state and central counterparties.

 

Improving operating performance

The operating performance of the commissioned capacity was satisfactory, as reflected in average plant load factor (PLF) of 22.6% for the six months ended September 30, 2022, and 21.6% in fiscal 2022, which exceeded the P-90 benchmark. While the PLFs for assets commissioned before fiscal 2019 remain below P-90, the management has taken corrective steps to improve performance. Sustenance of operating performance above the P-90 benchmark will be a key rating sensitivity factor.

 

Support from strong investors, CDPQ and OMERS

APGL, the immediate parent of APIPL, is listed on the NYSE and is majority held by CDPQ (53.4% as on March 31, 2022). CDPQ has investment experience of more than 55 years, with presence in more than 65 countries and net assets of over CAD 402 billion as on December 31, 2022. It has infused USD 400 million in APGL over the past five fiscals, increasing its stake to 53.4% from 20.3% in fiscal 2017.

 

OMERS, with net assets of USD124 billion as on December 31, 2022, acquired the 19.4% stake of International Finance Corporation in APGL in fiscal 2021 and now holds ~23.4% stake. Presence of strong investors with long-term investment outlook supports the financial flexibility of the API group.

 

In February 2022, APGL raised USD 250 million through a rights issue, which was 78% subscribed. The remaining was subscribed by CDPQ and OMERS through the backstop arrangement. Part of the proceeds were utilised to repay the short-term bridge loan and some corporate loans, eliminating near-term refinancing risk. The remaining funds have been kept as liquid buffer, to be utilised for growth and general corporate purpose.

 

The group has a range of marquee investors, supporting its ability to raise equity in a timely manner. It has raised equity of USD 625 million (more than Rs 4,500 crore) since fiscal 2017.

 

Furthermore, it has a strong track record of raising funds in the debt and capital markets in India and abroad. It has raised bonds against two restricted groups, comprising specific solar assets in Singapore. The group has also been able to refinance its debt in a timely manner at competitive rates.

 

Weaknesses:

Exposure to project implementation risk related to large expansion plans

The group has aggressive expansion plans, with almost 1 GW of capacity to be commissioned every year over the next 4-5 years. It is implementing a manufacturing-linked tender for the 4-GW solar power project won in fiscal 2020. While the group has received a letter of award for the entire capacity, so far PPAs for 2,983 megawatt (MW) have been signed. The project will be spread over four years. However, 2.3 GW of these projects which are in Andhra Pradesh are stalled due to regulatory challenges. The company is working with the Solar Energy Corporation of India Ltd (SECI) to resolve the issue and the matter is sub-judice.

 

In addition, the group has wind and hybrid (solar and wind) projects with combined capacity of 470 MW. Of this, PPAs for 120 MW wind and 150 MW hybrid projects have been signed. While the group has a track record of timely fund infusion, sourcing of long-term funds in a timely manner will be a key monitorable.

 

Average financial risk profile

The group’s financial risk profile is constrained by large debt and modest debt protection metrics. Leverage (ratio of debt to earnings before interest, tax, depreciation and amortisation) and gearing were high at around 8 times and 4 times, respectively, as on March 31, 2022, as per unaudited financials, as against 9 times and 5 times, respectively, a year earlier. Interest coverage ratio was modest at 1.1-1.3 times in the past three fiscals. Leverage and gearing are expected to remain high over the medium term as incremental capital expenditure (capex) for under-construction projects will be funded in a debt-to-equity ratio of 3:1. Also, refinancing risk persists, with bullet payment of around Rs 2,400 crore in fiscal 2025 and Rs 3,000 crore in fiscal 2027. However, the risk is mitigated by the group’s track record of timely refinancing at attractive terms supported by long remaining life of underlying assets and equity infusion.

 

Exposure to risks inherent in operating renewable energy assets

Cash flow of renewable solar projects is sensitive to PLF, which depends entirely on solar irradiation patterns that are inherently unpredictable. This was one of the factors impacting the operating performance, resulting in weaker-than-P90 performance of the group’s portfolio in fiscal 2020. Moreover, the counterparties are state distribution companies (discoms), several of which have weak credit risk profiles. However, for the API group, 70% of the capacity has strong buyers, resulting in receivables of 105 days as on September 30, 2022, against 120 days for fiscal 2022 and 118 days for the previous fiscal. The receivables remained stable because of the financial aid provided to state discoms.

 

Sustained operating performance of the portfolio and timely collection from counterparties will be key monitorables.

Liquidity: Adequate

Projected cash accrual of around Rs 900 crore per annum over the next two years will comfortably cover yearly debt obligation of around Rs 600 crore. Cash and equivalent stood at Rs 2,135 crore as on September 30, 2022, as per unaudited financials. Annual capex over the next four years will be funded through a mix of debt and cash accrual.

Rating Sensitivity Factors

Upward factors

    Release of audited financials for fiscal 2022 without any material restatements

    Reduction in leverage resulting in average debt service coverage ratio (DSCR) above 1.45 times and liquid surplus of more than six months of debt obligation

    Sustained improvement in operating performance above P-90 level

 

Downward factors

    Further delay in release of financials impacting financial flexibility or any material financial impact

    Lower-than-expected PLF or large debt, weakening the average DSCR to below 1.2 times

    Sizeable stretch in receivables, weakening liquidity

    CDPQ ceases to be the single-largest shareholder

About the Group

Incorporated in 2008, APIPL is the holding company for the API group’s renewable assets in India. It is wholly owned by APGL.

 

The API group is a leading solar power producer in India with operational portfolio of 3 GW. APGL is listed on the NYSE, while its solar green bonds are listed on the Singapore Exchange. The group is backed by long-term investors such as CDPQ and OMERS.

Key Financial Indicators

Azure Power Maple

Particulars 

Unit

2021*

2020*

Revenue

Rs crore

NA

NA

Profit after tax (PAT)

Rs crore

NA

NA

PAT margin

%

NA

NA

Adjusted debt/adjusted networth

Times

NA

NA

Interest coverage 

Times

NA

NA

* Project under construction

 

API (consolidated)

Particulars 

Unit

2021

2020

Revenue

Rs crore

1,500

1,302

Profit after tax (PAT) 

Rs crore

-359

-248

PAT margin

%

-23.9

-19

Adjusted debt / adjusted networth

Times

5.5

3.5

Interest coverage 

Times

1.2

1.1

Note: The table reflects CRISIL Ratings-adjusted consolidated financials

Any other information: Not applicable

Note on complexity levels of the rated instrument:
CRISIL Ratings` complexity levels are assigned to various types of financial instruments and are included (where applicable) in the 'Annexure - Details of Instrument' in this Rating Rationale.

CRISIL Ratings will disclose complexity level for all securities - including those that are yet to be placed - based on available information. The complexity level for instruments may be updated, where required, in the rating rationale published subsequent to the issuance of the instrument when details on such features are available.

For more details on the CRISIL Ratings` complexity levels please visit www.crisilratings.com. 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)
Complexity 
levels
Rating assigned
with outlook
NA Loan equivalent risk limits** NA NA NA 100 NA CRISIL BBB+/Watch Negative 
NA Long-term loan* NA NA Mar-42 899 NA CRISIL BBB+/Watch Negative 
NA Long-term loan* NA NA Mar-42 326.5 NA CRISIL BBB+/Watch Negative 

**Credit exposure limit/Derivative limit for hedging foreign exposure in LC from SBI and would not lead to additional indebtedness for the company

*Capex LC/SBLC/Buyers Credit LC/Counter guarantee of Rs 1150 cr upto 3 years as a sub-limit of the term loan

Annexure - List of Entities Consolidated

Names of entities consolidated Extent of consolidation Rationale for consolidation
Azure Power (Punjab) Pvt Ltd Full Same business and significant operational and financial linkages
Azure Power (Haryana) Pvt Ltd Full
Azure Solar Pvt Ltd Full
Azure Power (Rajasthan) Pvt Ltd Full
Azure Solar Solutions Pvt Ltd Full
Azure Sun Energy Pvt Ltd Full
Azure Urja Pvt Ltd Full
Azure Surya Pvt Ltd Full
Azure Power (Karnataka) Pvt Ltd Full
Azure Photovoltaic Pvt Ltd Full
Azure Power Infrastructure Pvt Ltd Full
Azure Power (Raj) Pvt Ltd Full
Azure Green Tech Pvt Ltd Full
Azure Renewable Energy Pvt Ltd Full
Azure Clean Energy Pvt Ltd Full
Azure Sunrise Pvt Ltd Full
Azure Sunlight Pvt Ltd Full
Azure Sunshine Pvt Ltd Full
Azure Power Earth Pvt Ltd Full
Azure Power Eris Pvt Ltd Full
Azure Power Jupiter Pvt Ltd Full
Azure Power Makemake Pvt Ltd Full
Azure Power Mars Pvt Ltd Full
Azure Power Mercury Pvt Ltd Full
Azure Power Pluto Pvt Ltd Full
Azure Power Uranus Pvt Ltd Full
Azure Power Venus Pvt Ltd Full
Azure Power Saturn Pvt Ltd Full
Azure Power Thirty Three Pvt Ltd Full
Azure Power Thirty Four Pvt Ltd Full
Azure Power Thirty Five Pvt Ltd Full
Azure Power Thirty Six Pvt Ltd Full
Azure Power Thirty Seven Pvt Ltd Full
Azure Power Thirty Eight Pvt Ltd Full
Azure Power Thirty Nine Pvt Ltd Full
Azure Power Forty Pvt Ltd Full
Azure Power Forty One Pvt Ltd Full
Azure Power Forty Two Pvt Ltd Full
Azure Power Forty Three Pvt Ltd Full
Azure Power Forty Four Pvt Ltd Full
Azure Power Forty Five Pvt Ltd Full
Azure Power Forty Six Pvt Ltd Full
Azure Power Forty Seven Pvt Ltd Full
Azure Power Forty Eight Pvt Ltd Full
Azure Power Forty Nine Pvt Ltd Full
Azure Power Fifty Pvt Ltd Full
Azure Power Fifty One Pvt Ltd Full
Azure Power Fifty Two Pvt Ltd Full
Azure Power Fifty Three Pvt Ltd Full
Azure Power Fifty Four Pvt Ltd Full
Azure Power Green Pvt Ltd Full
Azure Power Maple Pvt Ltd Full
Aster Power Inc Full
Annexure - Rating History for last 3 Years
  Current 2023 (History) 2022  2021  2020  Start of 2020
Instrument Type Outstanding Amount Rating Date Rating Date Rating Date Rating Date Rating Rating
Fund Based Facilities LT 1325.5 CRISIL BBB+/Watch Negative 29-05-23 CRISIL A-/Watch Negative 23-12-22 CRISIL A/Watch Negative 28-10-21 CRISIL A/Positive   -- --
      -- 03-04-23 CRISIL A/Watch Negative 18-11-22 CRISIL A+/Watch Negative 06-10-21 CRISIL A/Positive   -- --
      -- 06-02-23 CRISIL A/Watch Negative 04-10-22 CRISIL A+/Watch Negative 26-03-21 CRISIL A/Stable   -- --
      --   -- 09-09-22 CRISIL A+/Watch Negative   --   -- --
      --   -- 26-08-22 CRISIL A+/Watch Developing   --   -- --
      --   -- 23-08-22 CRISIL A+/Stable   --   -- --
      --   -- 29-04-22 CRISIL A+/Stable   --   -- --
Non-Fund Based Facilities ST   --   --   -- 28-10-21 CRISIL A1   -- --
All amounts are in Rs.Cr.
Annexure - Details of Bank Lenders & Facilities
Facility Amount (Rs.Crore) Name of Lender Rating
Loan Equivalent Risk Limits** 100 State Bank of India CRISIL BBB+/Watch Negative
Long Term Loan* 899 State Bank of India CRISIL BBB+/Watch Negative
Long Term Loan* 326.5 State Bank of India CRISIL BBB+/Watch Negative

**Credit exposure limit/Derivative limit for hedging foreign exposure in LC from SBI and would not lead to additional indebtedness for the company

*Capex LC/SBLC/Buyers Credit LC/Counter guarantee of Rs 1150 cr upto 3 years as a sub-limit of the term loan

 
Criteria Details
Links to related criteria
CRISILs Approach to Financial Ratios
CRISILs Bank Loan Ratings
Criteria for rating solar power projects
Criteria for rating entities belonging to homogenous groups
CRISILs Criteria for Consolidation

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