Rating Rationale
February 10, 2025 | Mumbai
 
SHRI TRUST BI 2025
(Originator: Sundaram Finance Limited)
'Provisional Crisil AAA (SO)' assigned to Series A PTCs
 
Rating Action
Trust Name Details Amount Rated (Rs.Crore) Pool Principal (Rs.Crore) Original Tenure (Months) Credit Collateral (Rs.Crore) Ratings/ Credit Opinion@ Rating Action
SHRI Trust BI 2025 Series A PTCs 234.78 234.78 52 17.70 Provisional Crisil AAA (SO) Provisional Rating Assigned
1 crore = 10 million
Refer to annexure for Details of Instruments & Bank Facilities
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.
@A prefix of 'Provisional' indicates that the rating centrally factors in the strength of specific structures and is contingent upon occurrence of certain steps or execution of certain documents by the issuer, as applicable, without which the rating would either have been different or not assigned ab initio. This is in compliance with a May 6, 2015 directive ‘Standardizing the term, rating symbol, and manner of disclosure with regards to conditional/ provisional/ in-principle ratings assigned by credit rating agencies' by Securities and Exchange Board of India (SEBI) and April 27, 2021 circular ‘Standardizing and Strengthening Policies on Provisional Rating by Credit Rating Agencies (CRAs) for Debt Instruments’ by SEBI.

Detailed Rationale

Crisil Ratings has assigned its ‘Provisional Crisil AAA (SO)’ rating to Series A pass-through certificates (PTCs) issued by ‘SHRI Trust BI 2025’. The transaction is backed by receivables from new and used medium and heavy commercial vehicles (MHCV), intermediate, light, and small commercial vehicles (ILSCV), construction equipment and material handling equipment (CE & MHE), and Machinery loans originated by Sundaram Finance Ltd (SFL; rated ‘Crisil AAA/Stable/Crisil A1+’). The ratings are based on credit support available to PTCs, credit quality of the underlying pool receivables, SFL’s origination and servicing capabilities, and soundness of the transaction’s legal structure.

 

The transaction has a ‘Par with EIS’ structure. SFL will assign the loan pool to ‘SHRI Trust BI 2025’, a Trust settled by the transaction’s Trustee, in exchange for a purchase consideration amounting to 100.0% of the initial pool principal as on the cut-off date. The Trust will issue the PTCs to investors, where scheduled payouts to investors have been arrived at assuming a staggered basis of transfer of collections by the servicer, i.e. of all receivables comprising the principal amount due in a particular month (say, month M), 80% of the said principal amount shall be credited to the collection and payout account on the ascertained date of month M+1, and 20% of the said principal amount shall be deposited in the collection and payout account on the ascertained date of month M+2.

 

Series A PTC holders are promised timely interest payments on a monthly basis. Principal repayment, while expected on a monthly basis, is promised only on an ultimate basis by the Series A PTC’s final maturity date.
 

The investor payouts for Series A PTCs are supported by cash collateral and subordination of excess interest spread (EIS). On a monthly basis, the cash collateral can be used to make the promised interest payments to Series A PTCs in case of a shortfall in collections from the pool. On the Series A PTC’s final maturity date, the cash collateral can also be used to make the promised principal repayment in case of a shortfall in collections from the pool.  All prepayment collections will be utilised for accelerated redemption of the Series A PTCs.

 

Credit enhancement available in the transaction structure to support promised PTC payouts is as below:

 

  • External credit enhancement from a cash collateral amounting to Rs. 17.70 crore (7.54% of securitised pool principal) which is expected to be maintained as fixed deposits with a bank and lien-marked in favour of the Trustee.
  • Internal credit enhancement from subordination of scheduled EIS amounting to Rs 9.65 crore (4.11% of pool principal securitised, as of the pool cut-off date, assuming zero prepayments).

Key Rating Drivers & Detailed Description

Strengths:

  • Credit enhancement available in the structure:
    •                  Series A PTCs are supported by external credit enhancement from a cash collateral amounting to Rs. 17.70 crore (7.54% of securitised pool principal) and internal credit enhancement from subordination of scheduled EIS amounting to Rs 9.65 crore (4.11% of pool principal securitised; assuming zero prepayments).
  • Repayment track record of pool borrowers:
    •                  The pool has a weighted average seasoning of 12.04 months considering the pool cut-off date of December 31, 2024. All loans were current on repayment as of the cut-off date.

 

Weaknesses:

  • Borrower concentration:
  •                  The pool is concentrated with top 10 borrowers accounting for 10.1% of pool principal securitised as of the cut-off date.
  • Potential effect of macro-economic headwinds:
  •                  Borrowers in the underlying pool could come under pressure due to a challenging macroeconomic environment. Moderation in demand on account of inflation and geo-political uncertainties can lead to volatilities in cashflow generation capability of the borrowers. These factors may hamper pool collection ratios.


Crisil Ratings has adequately factored these aspects in its rating analysis.

Liquidity: Strong

Liquidity is strong given that the credit enhancement available in the structure is sufficient to cover losses exceeding 1.5 times the currently estimated base shortfalls.

Rating Sensitivity factors

Upward factors

  • None, given the credit ratings on the Series A PTCs are currently at the highest level

 

Downward factors

  • Credit enhancement available in the structure failing to cover 2.50 times the estimated base shortfalls on the residual cashflows of the pool due to weaker than expected collections from the pool.
  • A sharp downgrade in the rating of the servicer/originator.
  • Non-adherence to key transaction terms envisaged at the time of assigning the rating.

About the Pool

The securitisation transaction is backed by a pool of receivables from MHCV, ILSCV, Machinery, and CE (including material handling equipment) loans of 21.3%, 10.9%, 22.6% and 45.2% of securitised pool principal respectively originated by SFL. As of the pool cut-off date (31-Dec-2024), the pool loans had a weighted average seasoning of 12.0 months, a weighted average interest rate of 10.7%, a weighted average LTV ratio of 81.4%, a weighted average original tenure of 49.3 months, and an average original loan amount of Rs 43.91 lakh. The top 3 states (Tamil Nadu, Maharashtra, and Karnataka) contributed 53.6% of the initial pool principal. All the underlying pool loans were current on repayment as on the cut-off date.

 

Rating assumptions

To assess the base case shortfalls for the portfolio, Crisil Ratings has analysed the asset class wise static pool performance (with information on 90+ delinquencies) of new and used vehicle loans originated by SFL during the period FY 2017 to FY 2024 (with performance data till September 2024). Crisil Ratings has also analysed the dynamic portfolio delinquencies of SFL’s portfolio across various portfolio segments. As of September 2024, the 90+ delinquency for SFL’s ILSCV, MHCV and CE portfolios was 1.5%, 1.4% and 1.3% respectively. 

Base case shortfalls on the portfolio are adjusted based on pool characteristics – which includes seasoning profile and repayment track record, parameters such as original tenure, interest rate, loan-to-value, etc. 

 

Crisil Ratings has additionally factored risk arising from borrower & geographic concentration in the pool.

 

Adjusted base case shortfalls in the pool by maturity of the transaction is in the range of 3.0% to 5.0% of pool cashflows. Monthly prepayment rate 0.2% to 0.5% has also been applied to the pool cashflows

 

Counterparty Details

Capacity

Counterparty

Rating

Effect on transaction rating in case of non-performance

Originator

SFL

Crisil AAA/Stable/Crisil A1+

No effect.

Servicer

SFL

Crisil AAA/Stable/Crisil A1+

Significant effect, because of change in servicing quality and replacement cost of the Servicer. However, Crisil Ratings does not currently envisage the need for replacement. The Trustee, on behalf of the investors, shall retain the right to appoint a replacement Servicer in the occurrence of a ‘Servicer Event of Default’ as per the terms of the transaction.

Collection and Payout Account (CPA) Bank

State Bank of India

Crisil AAA/Crisil AA+/Stable/Crisil A1+

Negligible effect. As per the terms of the transaction, the Trustee, on behalf of the investors, has the right to change the CPA Bank.

Cash Collateral Bank

State Bank of India

Crisil AAA/Crisil AA+/Stable/Crisil A1+

Negligible effect. As per the terms of the transaction, the Trustee, on behalf of the investors, has the right to change the Bank with which the Cash Collateral fixed deposits are maintained.

Trustee

SBICAP Trustee Company Limited

Not rated by Crisil Ratings

Negligible effect. As per the terms of the transaction, the Trustee can be replaced by the investors holding majority interest.

 

Additional disclosures for Provisional ratings:

The provisional rating is contingent upon execution and receipt of the following documents:

 

Executed documents:

  • Trust Deed
  • Deed of Assignment
  • First Loss Credit Facility Agreement
  • Power of Attorney

 

Other documents:

  • Information Memorandum
  • Legal Opinion
  • Auditor’s Certificate(s)
  • Trustee’s Letter
  • Originator’s Representations and Warranties Letter

 

Additional documents, if any, executed for the transaction should also be provided along with the above documents. The provisional rating shall be converted into a final rating after receipt of transaction documents duly executed within 90 days from the date of issuance of the instrument. The final rating assigned post conversion shall be consistent with the available documents. In case of non-receipt of the duly executed transaction documents within the above-mentioned timelines, the rating committee of Crisil Ratings may grant an extension of up to another 90 days in line with its policy on provisional ratings.

 

Rating that would have been assigned in absence of the pending documentation:

In the absence of documentation considered while assigning provisional rating as mentioned above, Crisil Ratings would not have assigned any rating.

 

Risks associated with provisional nature of credit rating:

A prefix of 'Provisional' to the rating symbol indicates that the rating is contingent upon execution of certain documents by the issuer, as applicable. In case the documents received deviate significantly from the expectations, Crisil Ratings may take appropriate action including placing the rating on watch or a rating change, depending on status of progress on a case-to-case basis. In the absence of the pending documentation, the rating on the instrument would not have been assigned ab initio.

 

About the Originator

Sundaram Finance, the flagship company of the TSF group, commenced operations in 1954, as a wholly owned subsidiary of Madras Motor and General Insurance Company Ltd, a member of the TVS group of companies. The company was listed in 1972, when TVS sold its stake and is registered with the RBI as a deposit-taking NBFC and is classified by the RBI as Investment and Credit company.

 

The company had a nationwide network of 709 branches and 7460 employees (including off-roll employees) as on September 30, 2024. SFL’s AUM primarily consisted of commercial vehicles (45.5%), car loans (23.8%), construction equipment (10.4%), tractors (7.2%) and other loans (13.1%) as on September 30, 2024.

 

The group also has presence in housing finance, asset management, and non-life insurance segments. The housing finance business was conducted through a joint venture (JV) with BNP Paribas (49.9% equity stake; through BNP Paribas Personal Finance, a wholly-owned subsidiary). Post-acquisition of 49.9% stake from BNP Paribas Personal Finance in Sundaram Home, the HFC became a wholly-owned subsidiary in September 2019. The asset management business is conducted through Sundaram Asset Management Company Ltd, a wholly-owned subsidiary of Sundaram Finance. Insurance business is carried through a 50% stake in Royal Sundaram General Insurance Company Ltd (RSGI), with the other large shareholder being a Ageas International NV which holds a 40% stake.

 

For fiscal 2024, Sundaram Finance reported total income and net profit of Rs 5,494 crore and Rs 1,454 crore, respectively, against Rs 4,110 crore and Rs.1,088 crore, respectively, for the previous fiscal.

 

Further, for the first half ended September 30, 2024, it reported total income and net profit of Rs 3,088 crore and Rs. 648 crore, respectively, against Rs 2,572 crore and Rs 648 crore, respectively, for the corresponding period of the previous fiscal.

 

The group reported total income and net profit of Rs 7,285 crore and Rs 1,422 crore, respectively, for the fiscal 2024, against Rs 5,544 crore and Rs 1,282 crore, respectively, for the corresponding period of previous fiscal.

 

Key Financial Indicators (Standalone)

As on / for the six months ended September 30

Unit

2024

2023

Total income (excluding interest expense)

Rs. Cr.

1521

1415

Profit after tax

Rs. Cr.

648

648

Gross Stage 3

%

1.62

1.86

Gearing

Times

4.1

4.6

Return on assets

%

2.5

3.0

 

As on / for the year ended March 31

Unit

2024

2023

Total assets

Rs. Cr.

50,988

41,059

Total income (excluding interest expense)

Rs. Cr.

2,919

2,330

Profit after tax

Rs. Cr.

1,454

1,088

Gross Stage 3

%

1.26

1.66

Gearing

Times

4.3

4.2

Return on assets

%

3.2

2.8

 

Performance of previously rated transactions

Crisil Ratings has ratings outstanding on instruments issued under 3 securitisation transactions backed by SFL-originated loans. Crisil Ratings is receiving monthly performance reports pertaining to these transactions. The cumulative collection efficiency in the underlying pools for these transactions range from 99.3% to 99.6% as of September-2024 payouts, with 90+ delinquency remaining at or below 1.0% of the initial pool principal.

 

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 the instrument

Date of allotment

Coupon rate

Maturity

date#

Size of the issue (Rs.Crore)

Complexity level

Rating assigned

Cash collateral (Rs.Crore)

NA

Series A PTCs

31-Jan-25

7.15% p.a.p.m.

25-Jun-29

234.78

Highly complex

Provisional Crisil AAA (SO)

17.70

#Indicates legal final maturity date for the instrument. Actual maturity date will depend on the level of collection shortfalls in the pool, the level of prepayments in the pool, and exercise of the clean-up call option.

*ISIN yet to be issued.

Annexure - Rating History for last 3 Years
  Current 2025 (History) 2024  2023  2022  Start of 2022
Instrument Type Outstanding Amount Rating Date Rating Date Rating Date Rating Date Rating Rating
Series A PTCs LT 234.78 Provisional Crisil AAA (SO)   --   --   --   -- --
All amounts are in Rs.Cr.
Criteria Details
Links to related criteria
Basics of Ratings (including default recognition, assessing information adequacy)
Criteria for securitisation transactions

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