Rating Rationale
February 06, 2024 | Mumbai
Bothe Windfarm Development Private Limited
Rating Reaffirmed
 
Rating Action
Total Bank Loan Facilities RatedRs.135 Crore
Long Term RatingCRISIL A+/Stable (Reaffirmed)
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 A+/Stable’ rating on the long-term bank facility of Bothe Windfarm Development Pvt Ltd (BWDPL, part of the Continuum restricted group [CRG]). The CRG includes six operational Indian special-purpose vehicles (SPVs) – BWDPL, DJ Energy Pvt Ltd (DJEPL), Uttar Urja Projects Pvt Ltd (UUPPL), Watsun Infrabuild Pvt Ltd (WIPL), Trinethra Wind and Hydro Power Pvt Ltd (TWHPPL) and Renewables Trinethra Pvt Ltd (RTPL) – and the Singapore-based Continuum Energy Levanter Pte Ltd (CELPL). These SPVs (except WIPL) are wholly owned subsidiaries of Continuum Green Energy (India) Ltd (CGEIPL), which is a 100% subsidiary of the Singapore-based, Continuum Green Energy Ltd (CGEL; holding entity for all renewable assets under the Continuum group). CELPL, also a 100% subsidiary of CGEL, raised USD 561 million in fiscal 2021 through six-year US dollar (USD)-denominated notes and used the amount to subscribe to non-convertible debentures (NCDs) issued by the six SPVs in the CRG, with a payment schedule matching that of USD notes.

 

The rating reflects strong revenue visibility, low offtake risk (with almost the entire capacity of 722.9 megawatt [MW] tied up), diversification benefits enjoyed by the CRG, given that assets are spread across four states with abundant wind supply and no location contributing more than 30% of overall capacity, and expectation of a healthy debt service coverage ratio (DSCR) over the medium term. The rating also factors in the robust financing structure, with the CRG benefitting from strong financial flexibility arising from low level of mandatory amortisation of the USD bond (around 8% of bond value till maturity), mandatory cash sweep (MCS) payment (amounting to nearly 29% of bond value) and non-payment of which does not result in a default, and a bi-annual payment schedule. 

 

These strengths are partially offset by a moderate generation profile with plant load factor (PLF), at a group level, being lower than the P-90 level over the past four fiscals and exposure to high counterparty credit risk, with nearly 50% of the portfolio tied up with state distribution companies (discoms) – Maharashtra State Electricity Distribution Corporation Ltd (MSEDCL) and Madhya Pradesh Power Management Company Ltd (MPPMCL). While there has been improvement in the payment track record of both these discoms, post implementation of late payment surcharge, going forward established track record of timely receipts of payments is a key monitorable. Any delays in receiving payments from these discoms, resulting in stretch in receivables, is a rating sensitivity factor.

 

Furthermore, the CRG is exposed to refinancing risk, given the balloon payment structure of the bond, and tariff risk as part of the capacity has medium-term power purchase agreements (PPAs) with commercial and industrial (C&I) customers.

Analytical Approach

CRISIL Ratings has combined the business and financial risk profiles of the six SPVs in CRG and CELPL, in line with its criteria for rating entities in homogeneous groups and has equated the rating of the individual SPVs to that of the group. The entities are in a homogeneous group since they have a common promoter, CGEL, which owns a 100% stake in CELPL and all SPVs through CGEIPL, except WIPL (28.75% held by group captive customers and rest by CGEIPL). The entities have a common management and treasury team and are engaged in the same line of business - operating renewable power assets (except for CELPL, which is mainly a vehicle to raise and service USD debt). All entities are critical to CRG. Post servicing of interest and mandatory amortisation payment in each SPV, excess cash flow is available for use across the group. Further, compulsorily fully convertible debentures (CFCDs) amounting to Rs 784.4 crore as on March 31, 2023 (at a consolidated CRG level) issued to CGEIPL, have been treated as quasi equity.

 

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:

Healthy revenue visibility and low offtake risk

Except for the 6.3 MW capacity under BWDPL, which is yet to be tied-up, the balance capacity of 716.6 MW is tied-up with state discoms – MSEDCL (27% of total capacity) and MPPMCL (24% of total capacity) and C&I customers (49% of total capacity). Under third party or group captive arrangements, the customer mix is well diversified, including PPAs with around 100 customers, and no single customer accounting for more than 10% of the C&I capacity. This provides healthy revenue visibility over the medium term.

 

The PPA with MSEDCL has a fixed average tariff of Rs 5.76 per unit and is valid till fiscals 2027, while that with MPPMCL carries a fixed tariff of Rs 5.92 per unit and is valid till fiscal 2040. For C&I projects, the capacity weighted average tenure of the PPAs is about nine years with an average lock-in period of 2-3 years. Weighted average gross tariff for C&I customers is linked to discom tariff and at a healthy discount as compared to grid tariff, which mitigates the offtake risk significantly. While C&I projects involve tariff risk on expiry of the PPA over the medium term, the group’s track record of adding and servicing customers will provide comfort.

 

Strong financial flexibility arising from a partially amortising bond structure

The USD notes issued by CELPL (and NCDs by six SPVs) have a partially amortising structure with mandatory amortisation of only about 8% over the life of the notes. Furthermore, the principal and interest on note outstanding are payable at half-yearly intervals. This provides significant flexibility to manage any build-up of receivables from state discoms. No additional debt other than USD 31 million (around Rs 256 crore) of working capital facilities, ranking pari-passu with USD notes, can be raised during the tenure. These working capital facilities lend further support in case of any delay in payment.

 

Furthermore, refinancing risk at the end of the bond tenure is partially mitigated by scheduled MCS payments forming nearly 29% of the bond (the group has made all the scheduled MCS payments of around USD 46.3 million up to August 9, 2023). In case of insufficient cash flow, these payments can be rolled forward to the next payment date till the end of the tenure. Also, non-payment does not result in an event of default, thus enhancing the flexibility to manage cash flow. The structure has a well-defined, trustee-managed waterfall mechanism wherein surplus from SPVs can be distributed only after meeting cash flow requirements of all SPVs, including statutory and operational cost, debt obligation and MCS payment, formation of six months of debt service reserve account (DSRA), along with a minimum DSCR of 1.3 times (calculated excluding MCS payments) over the preceding 12 months. This provides sufficient cushion in case of stress on short-term liquidity.

 

Healthy financial risk profile

The CRG SPVs are expected to have healthy average consolidated DSCRs at P-90 PLF levels at CRISIL Ratings’ sensitised projections over the tenure of the debt. Availability of unutilised working capital limit of around Rs 256 crore and six months of DSRA already created further support the overall financial risk profile.

 

Geographically diversified capacity mix

The CRG has a total installed capacity of 722.9 MW, of which 89% is wind and the remaining 11% is solar (DC capacity). It is well diversified across four states - Tamil Nadu (TN; 31% of total capacity), Maharashtra (28%), Madhya Pradesh (MP; 24%) and Gujarat (17%). These states have abundant wind supply in India. In terms of track record of operations, the current weighted average track record is healthy at nearly 7 years.

 

Weaknesses:

High counterparty credit risk emanating from exposure to weak discoms

Around 50% of the portfolio is exposed to high counterparty credit risk, with delays seen in the past in payments from state discoms viz. MSEDCL and MPPMCL. In the case of MSEDCL, peak debtors days stood at 418 as on March 31, 2021 while for MPPMCL the same was 406 days as on September 30, 2022.

 

However, post implementation of LPS there has been an improvement in the payment track record of both these discoms. CRISIL Ratings understands that MSEDCL has paid its past dues (amount outstanding till generation for August 2022) and payments for September 2022 – March 2023 generation months were received in around 4.5 months. In the current fiscal, receivables period improved, and payments were received in around 90 days and the same trend is expected to continue going forward. 

 

MPPMCL on the other hand, has opted to liquidate outstanding dues along with LPS, pertaining to generation up to March 2022, by paying equal monthly installments of around Rs 4.6 crore per month over 40 months. As per the management, they have received installments between August 2022 and December 2023. Also, for generation beyond March 2022, MPPMCL has cleared payments for generation till October 2023, and is now expected to pay dues within timelines of 30 days as per PPAs.

 

As on March 31, 2023, receivables days stood at 100 in the case of MSEDCL and 122 for MPPMCL, an improvement from the peak days of upwards of 400. Nonetheless, long established track record of timely payments will be a key monitorable.

 

Exposure to inherent risks associated with renewable energy generation

Wind power generation remains highly vulnerable to seasonality and variance in wind intensity. Performance of solar power plants depends on irradiation levels around the location of the plant and annual degradation in solar panels. The weighted average performance of the assets in eight months ended November 2023 stood at 28.5% (similar to 28.6% seen in eight months ended November 2022), however lagged the P-90 level (performance in fiscal 2023 stood at 23.9%). This was mainly due to low wind speeds across majority of the projects and transformer failure in assets located in Gujarat. Given that cash flow is highly sensitive to PLFs in both solar and wind assets, these risks could severely impair debt servicing and free cash flow. CRISIL Ratings will continue to monitor PLF levels as a key rating sensitivity factor.

 

Susceptibility to any significant adverse movement in foreign exchange (forex)

Borrowings of operational SPVs comprise rupee denominated NCDs subscribed by CELPL, which has debt in the form of USD notes. It has hedged all its scheduled amortisation payments (including MCS) and interest payments, and the balloon payment at the end of the tenure. Interest payments are hedged through cross currency swaps, while principal payments are hedged via call spreads covering the spread from spot rates to at-the-money-forward (ATMF) rates. In case of higher-than anticipated rupee depreciation, the company takes additional short-term hedges to cover its principal payments, a trend seen during fiscals 2023 and 2024. However, any significant movement in forex rates beyond the ATMF rates (on repayment dates) can result in additional forex-related cost, and thus, remains a key monitorable.

 

Moderate refinance risk

The structure remains exposed to moderate debt refinancing risk, with 37% of the bond amortising (including MCS payments) by August 2026, that is prior to the bullet repayment at the end of the tenure in February 2027. However, the DSRA balance maintained till the end of the tenure, six months of operational cash flow between August 2026 and February 2027, healthy business risk of underlying assets, robust blended DSCR over available useful life of projects and capacity weighted useful life of around 15 years post the bond expiry, will help mitigate this risk significantly.

 

Exposure to regulatory changes in tariff structure and wind policy

PPAs with third-party customers are tied-up on a gross tariff basis with charges relating to open access, cross subsidy surcharge and additional charges borne by SPVs. The PPAs provide for 50% sharing of increase or decrease in industrial tariffs and various regulatory charges with customers.

The ability of the company to pass on the quantum of these regulatory charges to customers, as per terms of the PPA, remains a monitorable from a credit perspective.

Outlook: Stable

CRISIL Ratings believes the group will continue to benefit from stable cash accrual with performance of projects at healthy PLFs and limited offtake risk.

Rating Sensitivity Factors

Upward Factors

  • Sustained generation at higher than P-90 levels
  • Sustained improvement in the payment cycle from state discoms

 

Downward Factors

  • Further stretch in receivables, impacting the overall liquidity levels
  • Sustained generation at lower than P-90 levels

About the Company

Incorporated in 2011 and a 100% subsidiary of CGEIPL, BWDPL has installed wind power generation capacity of 199.7 MW in Satara, Maharashtra. It has signed 33 PPAs with MSEDCL for 193.4 MW capacity for 13 years each, at a weighted average tariff of Rs 5.76 per unit.

 

With respect to the untied capacity of 6.3 MW, CRISIL Ratings understands that as per the direction of the Supreme Court, the company in the interim is billing MSEDCL at the rate of Rs 3.5 per unit. 

 

The Continuum group was founded in 2009, as an independent power producer in the renewable energy segment. In June 2012, North Haven Infrastructure Partners (NHIP), managed by Morgan Stanley Infrastructure Partners, committed to invest up to USD 200 million towards wind projects of the group.

 

As on date, NHIP owns 92.3% of shareholding of CGEL, with the balance 7.7% held by Continuum Energy Pte Ltd (Singapore). As on December 31, 2023, the Continuum group has fully operational wind capacity of 1,151 MW and 294 MWp of solar and another 332 MW of wind and 555 MWp of solar assets are under construction. Additionally, the group is also developing wind and solar assets of 1,700 MW. Projects are spread across Gujarat, Madhya Pradesh, Maharashtra and Tamil Nadu.

Key Financial Indicators indicators – BWDPL – CRISIL Ratings – adjusted numbers

Particulars

Unit

2023

2022

Revenue

Rs crore

239

260

Profit after tax (PAT)

Rs crore

40

1

PAT margin

%

16.54

0.48

Adjusted debt/adjusted networth

Times

2.31

2.92

Interest coverage

Times

1.69

1.55

 

Key financial indicators – CRG – CRISIL Ratings – adjusted numbers

Particulars

Unit

2023

2022

Revenue

Rs crore

893

918

Profit after tax (PAT)

Rs crore

74

67

PAT margin

%

8.23

7.24

Adjusted debt/adjusted networth

Times

4.33

4.39

Interest coverage

Times

1.83

1.72

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 No.

Name of instrument

Date of allotment

Coupon rate

Maturity date

Issue size

(Rs.Crore)

Complexity level

Rating assigned with outlook

NA

Cash Credit*

NA

NA

NA

135

NA

CRISIL A+/Stable

*Includes sub-limit of WCDL of Rs 135 crore and Sales Bill Discounting facility of Rs 135 crore

Annexure - List of Entities Consolidated

Name of the company

Extent of consolidation

Rationale

Bothe Windfarm Development Pvt Ltd

Full

Significant operational and financial linkages and same business

DJ Energy Pvt Ltd

Full

Significant operational and financial linkages and same business

Uttar Urja Projects Pvt Ltd

Full

Significant operational and financial linkages and same business

Watsun Infrabuild Pvt Ltd

Full

Significant operational and financial linkages and same business

Trinethra Wind and Hydro Power Pvt Ltd

Full

Significant operational and financial linkages and same business

Renewables Trinethra Pvt Ltd

Full

Significant operational and financial linkages and same business

Continuum Energy Levanter Pte. Ltd

Full

Significant operational and financial linkages; entity used to raise USD notes by the restricted group

Annexure - Rating History for last 3 Years
  Current 2024 (History) 2023  2022  2021  Start of 2021
Instrument Type Outstanding Amount Rating Date Rating Date Rating Date Rating Date Rating Rating
Fund Based Facilities LT 135.0 CRISIL A+/Stable   --   -- 10-11-22 CRISIL A+/Stable 12-08-21 CRISIL A+/Stable CRISIL BBB+/Positive
      --   --   --   -- 10-05-21 Withdrawn --
      --   --   --   -- 12-02-21 CRISIL BBB+/Watch Positive --
All amounts are in Rs.Cr.
Annexure - Details of Bank Lenders & Facilities
Facility Amount (Rs.Crore) Name of Lender Rating
Cash Credit* 135 IndusInd Bank Limited CRISIL A+/Stable
*Includes sub-limit of WCDL of Rs 135 crore and Sales Bill Discounting facility of Rs 135 crore
Criteria Details
Links to related criteria
CRISILs Approach to Financial Ratios
CRISILs Bank Loan Ratings - process, scale and default recognition
Criteria for rating solar power projects
Criteria for rating wind power projects
Criteria for rating entities belonging to homogenous groups

Media Relations
Analytical Contacts
Customer Service Helpdesk

Aveek Datta
Media Relations
CRISIL Limited
M: +91 99204 93912
B: +91 22 3342 3000
AVEEK.DATTA@crisil.com

Prakruti Jani
Media Relations
CRISIL Limited
M: +91 98678 68976
B: +91 22 3342 3000
PRAKRUTI.JANI@crisil.com

Rutuja Gaikwad 
Media Relations
CRISIL Limited
B: +91 22 3342 3000
Rutuja.Gaikwad@ext-crisil.com


Manish Kumar Gupta
Senior Director
CRISIL Ratings Limited
B:+91 124 672 2000
manish.gupta@crisil.com


Ankit Hakhu
Director
CRISIL Ratings Limited
B:+91 124 672 2000
ankit.hakhu@crisil.com


Juhi Chhabria
Senior Rating Analyst
CRISIL Ratings Limited
B:+91 124 672 2000
Juhi.Chhabria@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 Ratings. However, CRISIL Ratings alone has the sole right of distribution (whether directly or indirectly) of its rationales for consideration or otherwise through any media including websites and portals.


About CRISIL Ratings Limited (A subsidiary of CRISIL Limited, an S&P Global Company)

CRISIL Ratings pioneered the concept of credit rating in India in 1987. With a tradition of independence, analytical rigour and innovation, we set 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 33,000 large and mid-scale corporates and financial institutions. We have also instituted several innovations in India in the rating business, including ratings for municipal bonds, partially guaranteed instruments and infrastructure investment trusts (InvITs).
 
CRISIL Ratings Limited ('CRISIL Ratings') is a wholly-owned subsidiary of CRISIL Limited ('CRISIL'). CRISIL Ratings Limited is registered in India as a credit rating agency with the Securities and Exchange Board of India ("SEBI").
 
For more information, visit www.crisilratings.com 

 



About CRISIL Limited

CRISIL is a leading, agile and innovative global analytics company driven by its mission of making markets function better. 

It is India’s foremost provider of ratings, data, research, analytics and solutions with a strong track record of growth, culture of innovation, and global footprint.

It has delivered independent opinions, actionable insights, and efficient solutions to over 100,000 customers through businesses that operate from India, the US, the UK, Argentina, Poland, China, Hong Kong and Singapore.

It is 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


CRISIL PRIVACY NOTICE
 
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 is part of and applies to each credit rating report and/or credit rating rationale ('report') that is provided by CRISIL Ratings Limited ('CRISIL Ratings'). To avoid 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 Ratings providing or intending to provide any services in jurisdictions where CRISIL Ratings 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 Ratings 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 to 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 Ratings 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 Ratings assumes no obligation to update its opinions following publication in any form or format although CRISIL Ratings may disseminate its opinions and analysis. The 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 Ratings or its associates may have other commercial transactions with the entity to which the report pertains.

Neither CRISIL Ratings nor its affiliates, third-party providers, as well as their directors, officers, shareholders, employees or agents (collectively, 'CRISIL Ratings Parties') guarantee the accuracy, completeness or adequacy of the report, and no CRISIL Ratings 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 RATINGS 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 Ratings 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. Public ratings and analysis by CRISIL Ratings, 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 website, www.crisilratings.com (free of charge). Reports with more detail and additional information may be available for subscription at a fee - more details about ratings by CRISIL Ratings are available here: www.crisilratings.com.

CRISIL Ratings and its affiliates do not act as a fiduciary. While CRISIL Ratings has obtained information from sources it believes to be reliable, CRISIL Ratings does not perform an audit and undertakes no duty of due diligence or independent verification of any information it receives and/or relies on in its reports. CRISIL Ratings has established policies and procedures to maintain the confidentiality of certain non-public information received in connection with each analytical process. CRISIL Ratings has in place a ratings code of conduct and policies for managing conflict of interest. For details please refer to:
https://www.crisil.com/en/home/our-businesses/ratings/regulatory-disclosures/highlighted-policies.html.

Rating criteria by CRISIL Ratings are generally available without charge to the public on the CRISIL Ratings public website, www.crisilratings.com. For latest rating information on any instrument of any company rated by CRISIL Ratings, you may contact the CRISIL Ratings 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 prior written consent from CRISIL Ratings.

All rights reserved @ CRISIL Ratings Limited. CRISIL Ratings is a wholly owned subsidiary of CRISIL Limited.

 

 

CRISIL Ratings uses the prefix 'PP-MLD' for the ratings of principal-protected market-linked debentures (PPMLD) with effect from November 1, 2011, to comply with the SEBI circular, "Guidelines for Issue and Listing of Structured Products/Market Linked Debentures". The revision in rating symbols for PPMLDs should not be construed as a change in the rating of the subject instrument. For details on CRISIL Ratings' use of 'PP-MLD' please refer to the notes to Rating scale for Debt Instruments and Structured Finance Instruments at the following link: https://www.crisil.com/en/home/our-businesses/ratings/credit-ratings-scale.html