Rating Rationale
March 24, 2020 | Mumbai
Future Consumer Limited
Rating placed on 'Watch Negative'
 
Rating Action
Rs.100 Crore Commercial Paper CRISIL A1 (Placed on 'Rating Watch with Negative Implications')
1 crore = 10 million
Refer to annexure for Details of Instruments & Bank Facilities
Detailed Rationale

CRISIL has placed its rating on the Rs 100 crore commercial paper programme of Future Consumer Limited (FCL) on 'Rating Watch with Negative Implications'.
 
The rating action follows measures taken by various state governments towards containment of the Novel Coronavirus (Covid-19) outbreak, including temporary closure of non-critical establishments and inter-state transportation, along with advisory against travel and visiting areas of mass gatherings. These measures are likely to impact the business risk profile of FCL and the Future group (as the group operates across various retail formats), and thereby may have an impact on its credit quality, especially liquidity position. While, most state government measures are applicable till March 31, 2020, revocation of the measures will be contingent on any directive from the central government and the extent of spread of Covid-19. A sustained long period of closures can result in significant deterioration in credit profiles of firms. On the other hand, a faster reversal to normalcy may contain the extent of deterioration likely in credit quality of firms. The watch also factors a significant decline in the share prices of the group companies which reduces the overall financial flexibility of the group. That said, the ability of the group's businesses to revert back to operational stability and any relief measures given by the government will be a key monitorable, and CRISIL will continue monitoring these events.
 
The rating continues to reflect FCL's healthy business risk profile driven by strong management expertise, benefits available from the Future group (which includes FCL, Future Retail Ltd [FRL], Future Enterprises Ltd [FEL], and Future Lifestyle Fashions Ltd [FLFL; 'CRISIL AA-/Negative/CRISIL A1+']) that provide competitive advantage to FCL, and strong sourcing and manufacturing capabilities. These strengths are partially offset by modest scale and return on capital employed (RoCE), weak debt protection metrics, and susceptibility to economic downturns.

Analytical Approach

For arriving at the rating, CRISIL has combined the business and financial risk profiles of FCL and its subsidiaries. CRISIL has moderately combined FCL's joint ventures (JVs) to the extent of support required by the entities over the medium term. This is in line with CRISIL's criteria of consolidation.
 
CRISIL has applied its group notch-up framework to factor in the strong support from the Future group.
 
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 management experience in retail sector
The Future group, promoted by Mr Kishore Biyani, is a prominent player in Indian retail with popular supermarket chains such as Big Bazaar and Food Bazaar, and lifestyle stores such as Brand Factory and Central. The group's presence across the retail value chain gives it an edge over competitors. The management has a successful track record in the value retail business and downstream addition of fashion brands under Future Lifestyle Ltd.

* Derives competitive advantage from the Future group's presence across the retail value chain and strong distribution footprint
FCL derives significant synergies from group companies, albeit on an arm's length basis. Over 70% sales of FCL are through FRL, one of the market leaders in organised retail with over 1,300 large and small stores (under Big Bazaar and Eazyday) across 414 cities. FCL benefits from favourable positioning in the stores. Except for the current immediate slowdown in revenue due to Covid-19, FRL's revenue has seen strong growth. (compound annual growth rate of around 9% over fiscals 2018 and 2019 and around 6% year-on-year in the first 9 months of fiscal 2020), driven by increasing penetration of organised retail and high growth of the sector. Consequently, FCL's revenue also grew 29% over fiscals 2018 and 2019 and around 9% year-on-year in the first 9 months of fiscal 2020. Once the Covid-19 impact subsides, CRISIL believes the Future group may see resumption of healthy revenue growth.
 
Given the strong growth drivers of organised retail and the competitive advantage available to FCL as a part of the Future group, the company is likely to sustain double-digit growth over the medium term.
 
* Established sourcing and manufacturing capabilities
FCL has a diverse product portfolio across food and beverages, and home and personal care categories. It has established sourcing capacity of 1.5 lakh tonne agri-produce with 71 sourcing hubs across the country, Agricultural Produce Market Committee (APMC) licences in 26 states, and over 50 warehousing and processing centres. Manufacturing is either in-house or through JVs across India and abroad, where the partner brings significant product expertise. FCL has tie-ups with Fonterra and Hain Celestial, which are leading players globally in their categories, to name a few.
 
* Improved capital structure on account of equity infusion
FCL has approval to raise equity of around Rs 350 crore through issuance of Rs 70 crore share warrants to promoters and Rs 280 crore compulsorily convertible debentures to existing investors, International Finance Corporation and Verlinvest SA. Of this, the company raised Rs 280 crore in the first 9 months of fiscal 2020.
 
However, the share prices of all group entities have been under pressure resulting in steep decline in market value. That said, majority of pledging is to large foreign institutional investors which continue to be associated and aligned with the management and the group's growth strategy.
 
The debt of listed operating entities in the group increased from Rs 10,951 crore in March 2019 to Rs 12, 778 crore in September 2019. The increased debt, along with steep decline in market value of listed entities, has impacted the financial flexibility in the group. Any further weakness in market value will further constrain financial flexibility and the group's credit quality, and will be a key rating sensitivity factor.
 
Weaknesses
* Modest scale and ROCE
Due to its early stage of operations, FCL has a modest scale compared to peers. Furthermore, the company has a low RoCE due to low profitability and high working capital intensity reflected in consolidated working capital cycle of 56 days. CRISIL expects this will improve as key brands establish themselves in the market.
 
The revenue mix is marked by a significant contribution of low margin products (staples). Consequently, operating margin has been low at around 2.75% over fiscals 2018 and 2019. Operating margin improved to around 3.5% in the first 9 months of fiscal 2020. It is expected to improve, but remain below 5%, over the medium term as the revenue share of high-margin products will improve slowly. Traction in improvement in operating margin and RoCE will remain a rating sensitivity factor.
 
* Weak, but improving, debt protection metrics
FCL has weak debt protection metrics with interest coverage of around 1.59 times (excluding the impact of lease rentals under indAS 116) and net cash accrual to total debt of 0.04 time for the first 9 months of fiscal 2020, which are sub-par for the rating category. However, cash accrual is expected to grow robustly with strong revenue growth and expected improvement in profitability and working capital cycle. Furthermore, FCL has raised equity of Rs 280 crore (through compulsorily convertible debentures issued to existing investors and promoter warrants) and has approval to raise Rs 70 crore more, to be used to reduce debt and fund growth. Consequently, interest coverage and net cash accrual to total debt ratios are expected to improve to 1.75 times and 0.08 time, respectively, by March 2021. Traction in the improvement will remain a rating sensitivity factor.
 
* Exposure to JVs and risks related to moderate expansion plans over the medium term
FCL extends support to its JVs and associates by providing inter-corporate deposits (ICDs), loans and advances, investments, and guarantees for external borrowings. As on September 30, 2019, FCL had net exposure of around Rs 73 crore to JVs and associates through investments, ICDs, and loans. Guarantees extended for JVs and associates at the end of September 2019 amounted to Rs 64.7 crore. CRISIL understands FCL will continue moderate expansion through its JVs and associates with Rs 70-100 crore additional investment over fiscals 2020 and 2021.
 
* Exposure to intense competition and susceptibility of performance to economic downturn
The Indian food and FMCG industry has both organised and unorganised players across segments and products. Competition in the industry is intensifying led by entry of foreign players, expansion by regional players, and introduction of innovative products by various players. Additionally, FCL is susceptible to economic downcycles.
 
The Covid-19 pandemic and lockdown across regions will disrupt operations and financial risk profiles of retail outlets. Currently, the impact is minimal for FCL as grocery outlets are excluded from the lockdown. However, CRISIL believes more stringent lockdown regulations, if imposed, will have an adverse impact.
Liquidity Adequate

Liquidity is adequate driven by expected cash accrual of Rs 125 crore in fiscal 2021 and around Rs 260 crore in fiscal 2022 and cash and cash equivalent of Rs 64 crore as on September 30, 2019, supported by fund-based limits of Rs 425 crore utilised 75% on average. The company has long-term debt obligation of around Rs 56 crore in fiscal 2021 and around Rs 70 crore in fiscal 2022 and plans capital expenditure of Rs 15 crore each year. CRISIL expects internal accrual, cash and cash equivalent, and unutilised bank lines to be sufficient to meet debt obligation and incremental working capital requirement.

Rating sensitivity factors
Upward Factor:
*Improvement in the group's credit profile by 1 notch
 
Downward Factors
*Deterioration in group's credit profile by 1 notch on account of weakening of the financial risk profile owing to Covid-19 pandemic which may impact the overall revenue profile or due to further deterioration of financial flexibility on account of elevated debt levels and higher pledging   weak operating performance reflected in declining revenues and margins or
*Weaker-than-expected operating performance or weaker debt protection metrics with consolidated interest cover (excluding impact of lease rentals) moving below 1.5 times.

About the Company

FCL (earlier, known as Future Consumer Enterprise Ltd), incorporated in 1996, is a part of Future Group. FCL is a food and beverages, and home and personal care products FMCG company with over 27 brands across categories. It caters to categories such as basic foods, ready-to-eat meals, snacks, beverages, personal hygiene, and home care. FCL is engaged in manufacturing formulations, agri-sourcing, branding strategy, product design and development, packaging, quality control, and marketing of its products.

Key Financial Indicators
As on/for the period ended March 31 Unit 9m ' 2020 2019 2018
Revenue Rs crore 3093 3883 3009
Profit after tax (PAT) Rs crore -41 -10 -33
PAT margin % -1.3% -0.26% -1.11%
Interest coverage Times 1.59* 1.71 1.03
Adjusted debt/adjusted networth Times 0.84 1.36 1.20
*Adjusted for impact of indAS 116 to make comparable with previous years.

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.Cr)
Rating assigned with outlook
NA Commercial paper NA NA 7-365 days 100 CRISIL A1
 
Annexure - List of Entities Consolidated
Name of entities Extent of consolidation Rationale for consolidation
Aadhaar Wholesale Trading and Distribution Ltd Full Subsidiary
Affluence Food Processors Pvt Ltd Full Subsidiary
Appu Nutritions Pvt Ltd Full Subsidiary
Aussee Oats India Ltd Full Subsidiary
Aussee Oats Milling (Pvt) Ltd Full Subsidiary
Avante Snack Foods Pvt Ltd Full Subsidiary
Bloom Foods and Beverages Pvt Ltd Full Subsidiary
FCEL Food Processors Ltd Full Subsidiary
FCEL Overseas FZCO Full Subsidiary
FCL Tradevest Pvt Ltd Full Subsidiary
Future Consumer Products Ltd Full Subsidiary
Future Food and Products Ltd Full Subsidiary
Future Food Processing Ltd Full Subsidiary
Fonterra Future Dairy Pvt Ltd Moderate Joint venture
Genoa Rice Mills Pvt Ltd Moderate Joint venture
Hain Future Natural Products Pvt Ltd Moderate Joint venture
Integrated Food Park Ltd Full Subsidiary
Mibelle Future Consumer Products A.G. Moderate Joint venture
MNS Foods Ltd Full Subsidiary
Nilgiris Franchise Ltd Full Subsidiary
Nilgiri's Mechanised Bakery Pvt Ltd Full Subsidiary
Sublime Foods Ltd Full Subsidiary
The Nilgiri Dairy Farm Pvt Ltd Full Subsidiary
Annexure - Rating History for last 3 Years
  Current 2020 (History) 2019  2018  2017  Start of 2017
Instrument Type Outstanding Amount Rating Date Rating Date Rating Date Rating Date Rating Rating
Commercial Paper  ST  100.00  CRISIL A1/(Watch) Negative      26-09-19  CRISIL A1    --    --  -- 
All amounts are in Rs.Cr.
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
The Rating Process

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