Rating Rationale
August 07, 2023 | Mumbai

Sansar Trust July 2023 II

(Originator: Shriram Finance Limited)

'Provisional CRISIL AAA (SO)' assigned to Series A1 PTCs

 

Rating Action

Trust Name

Details

Amount Rated (Rs Crore)

Pool Principal (Rs Crore)

Balance Tenure

(No. of months)

Credit Collateral (Rs Crore)

Ratings/ Credit Opinion@

Rating Action

Sansar Trust July 2023 II

Series A1 PTCs

805.00

865.60

60

30.30

Provisional CRISIL AAA (SO)

Provisional Rating Assigned

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

@ 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)’ ratings to Series A1 Pass Through Certificates (PTCs) issued by ‘SANSAR TRUST JULY 2023 II’ under a securitisation transaction originated by Shriram Finance Limited (SFL; rated ‘CRISIL AA+/CRISIL PPMLD AA+/Stable/CRISIL A1+’).

 

This securitisation transaction is backed by receivables from loans originated by SFL; including used and new commercial vehicles (CV), passenger vehicles (PV), and construction equipment (CE). The rating is based on the credit support available to the PTCs, credit quality of underlying receivables, SFL’s origination and servicing capabilities, the payment mechanism, and soundness of the transaction’s legal structure.

 

The transaction has a ‘Par with excess interest spread (EIS)’ structure. SFL will assign the pool to ‘SANSAR TRUST JULY 2023 II’, a trust settled by Catalyst Trusteeship Limited (CTL) which will issue the Series A1 PTCs and Equity Tranche PTCs to investors. CTL payouts are supported by cash collateral in the form of fixed deposits; and subordination of cashflows.

 

The total credit support available in the transaction is as below:

  • Internal credit support in the form of scheduled cashflow subordination assuming zero prepayments aggregating to 174.97 crore (20.2% of pool principal) – including overcollaterisation in the form of Equity Tranche PTC principal of Rs 60.60 crore (7.0% of pool principal) for Series A1 PTCs
  • External credit enhancement of Rs 30.30 crore (3.5% of pool principal) as cash collateral which will be in the form of fixed deposit.

 

Interest payments to Series A1 PTC holders are expected and promised on a monthly basis; principal repayment is expected on a monthly basis but promised on an ultimate basis by the instrument’s final maturity date.

Key Rating Drivers & Detailed Description

Supporting Factors

  • Credit support available in the structure for PTCs
    • Cash collateral of Rs 30.30 crore (3.5% of pool principal) provides credit support to Series A1 PTC investor payouts. Series A1 PTCs also benefit from scheduled cashflow subordination aggregating to Rs 174.97 crore (20.2% of pool principal) – including overcollaterisation in the form of Equity Tranche PTC principal of Rs 60.60 crore (7.0% of pool principal).
  • Borrower diversification:
    • The pool has 16,100 contracts and is therefore fairly diversified; top 10 borrowers contribute to only 0.7% of the outstanding pool principal. 
  • All contracts are current as of pool cut-off date i.e., July 20, 2023. Additionally, all contracts in the pool have been current since origination.

 

Constraining Factors

  • Higher proportion of contracts with higher IRRs in the pool:
    • Contracts with higher IRRs have exhibited higher delinquencies at the portfolio level.
  • Potential effect of macro-economic headwinds
    • Borrowers in the underlying pool could come under pressure due to a challenging macroeconomic environment. Headwinds such as increased fuel costs, an increasing interest rate scenario, and moderation in demand on account of inflation and geo-political uncertainties. These factors may hamper pool collection ratios.

Liquidity: Strong

The cash collateral available in the transaction is Rs. 30.30 crore (3.5% of the pool principal) which is in the form of fixed deposit. Liquidity is strong given that the credit enhancement (internal and external combined) in the structure is sufficient to cover losses exceeding 1.5 times the currently estimated base shortfalls.

Rating Sensitivity factors

Downward

  • Credit enhancement (based on both internal and external credit enhancements) falling below 1.8 times the estimated base case shortfalls.
  • A sharp downgrade in the rating of the servicer/originator.
  • Non-adherence to the key transaction terms envisaged at the time of the rating.

 

CRISIL Ratings has adequately factored these aspects into its rating analysis.

About the Pool

The securitisation transaction is backed by a pool of receivables from vehicle loans originated by SFL. The pool has a weighted average net seasoning of 10.3 months, with top 3 states (Karnataka, Tamil Nadu and Andhra Pradesh) cumulatively accounting for 40.0% of the pool principal. Average loan amount for pool loans was Rs 6.4 lakh. All the contracts were current on repayment as on the cut-off date (i.e. July 20, 2023) will no delinquencies since origination.

 

Rating Assumptions

To assess the base case shortfalls for the transaction, CRISIL Ratings has analysed the static pool information (with information on 90+DPD) on new and used vehicles loan portfolio of SFL for originations in the period FY2013 to FY2023 (with performance data until March 2023). CRISIL Ratings has also analysed the portfolio cuts based on Tenure, Ticket Size, State, IRR etc. and compared the pool with the portfolio on these parameters.

 

CRISIL Ratings has also analysed performance of rated securitisation transactions, and the performance of SFL’s portfolio. As of Mar 2023, 90+dpd for the used CV and new CV portfolio are 2.8% and 5.1% respectively.

 

CRISIL Ratings has also factored in pool-specific characteristics and estimated the base case peak shortfalls in the pool in the range of 4.0-6.0% of pool cash flows.

 

  • CRISIL Ratings has assumed a stressed monthly prepayment rate of 0.3 to 1.3% in its analysis for the vehicle segment.
  • CRISIL Ratings does not envisage any risk arising on account of commingling of cash flows since its short-term rating on the servicer is ‘CRISIL A1+’.
  • CRISIL Ratings has adequately factored in the risks arising on account of counterparties (refer to counterparty details)
  • CRISIL Ratings has run sensitivities based on various shortfall curves (front-ended, back-ended, and normal) and has adequately factored the same in its analysis.

 

Counterparty details

Capacity

Counterparty Name

Counterparty Rating/ Track record

Effect on credit ratings in case of non-performance

Originator and seller

SFL

Rated ‘CRISIL AA+/CRISIL PPMLD AA+/Stable/CRISIL A1+’

No effect.

Servicer

SFL

Rated ‘CRISIL AA+/CRISIL PPMLD AA+/Stable/CRISIL A1+’

Significant effect, because of change in servicing quality and replacement cost of servicer (not factored in by CRISIL Ratings, given its rating on servicer). However, CRISIL Ratings does not envisage the requirement for replacement.

Collection & Payout Account

State Bank of India

Rated ‘CRISIL AAA/CRISIL AA+/Stable’

Negligible effect. Account bank can be changed without impacting the rating.

First loss facility in the form of Fixed Deposit

ICICI Bank Limited

Rated ‘CRISIL AAA/CRISIL AA+/Stable’

Negligible effect. Bank with whom the fixed deposit is maintained can be changed without impacting the rating.

Trustee

CTL

Not rated by CRISIL

Negligible effect. Can be replaced at minimal cost.

 

Additional disclosures for Provisional ratings:

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

  • Trust Deed
  • Deed of Assignment
  • Power of Attorney
  • Information Memorandum
  • Legal opinion
  • Trustee’s awareness letter
  • Auditor’s certificate
  • Originator’s Representations and Warranties letter

 

Additional documents executed for the transaction, if any, should also be provided. 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.

 

Rating that would have been assigned in absence of the pending steps/ documentation: In the absence of pending 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 occurrence of certain steps or execution of certain documents by the issuer, as applicable. In case the documents received and/or completion of steps deviates significantly from the expectations, CRISIL Ratings may take an appropriate action including placing the rating on watch or a rating/outlook change, depending on status of progress on a case-to-case basis. In the absence of the pending steps / documentation, the rating on the instrument would not have been assigned ab initio.

About the originator

Following the consummation of the merger of Shriram City Union Finance (SCUF) and demerged undertaking of Shriram Capital Limited with STFCL, the company has been renamed to Shriram Finance Ltd (SFL). Shriram Housing Finance Ltd (SHFL) continues to operate as a subsidiary of SFL which holds around 85.02% stake in the same. Pursuant to the consummation of the transaction, Shriram Capital and SCUF cease to exist.

 

STFCL, incorporated in 1979, was registered with RBI as a deposit-taking, asset-financing non-banking financial company. STFCL provides financing for vehicles such as CVs (both pre-owned and new), tractors, and passenger vehicles

 

SCUF, was incorporated in 1986 and predominantly operates in the retail financing segment with a focus on small enterprise loans, two-wheeler financing, gold loans, housing loans and others (auto and personal loans).

 

Key Financial Indicators – STFCL Standalone

As on/for the period ending / year ending Unit 22-Sep 22-Mar 21-Mar
Total assets Rs. Cr. 155,209 1,42,106 1,29,761
Total income (net of interest expenses) Rs. Cr. 5,452 9,540 8,382
PAT Rs. Cr 2,032 2,708 2,487
Gross NPA % 6.9 7.07 7.06
Overall capital adequacy ratio % 22.48 22.97 22.5
Adjusted Gearing Times 4.6 4.5 5
Return on managed assets (annualised) % 2.7 2 2

 

Key Financial Indicators: SCUF Consolidated

As on/for the period ending/year ending Unit 22-Sep 22-Mar 21-Mar
Total Assets Rs. Cr. 48,144 44,558 37,866
Total income (net of interest expenses) Rs. Cr. 2,575 4,264 3,821
Profit after tax Rs. Cr. 739 1,165 1,078
Gross NPA (Gross Stage-3) % 5.3 5.7 5.9
Adjusted gearing Times 3.7 3.7 3.4
Return on assets % 3.1 2.8 3

 

Key Financial Indicators – SFL Consolidated (CRISIL Ratings estimates)

As on/for the period ending/year ending Unit 23-Mar 2021
Total assets Rs. Cr. 2,10,600 NA
Total income (net of interest expenses) Rs. Cr. 17,577 NA
Profit after tax Rs. Cr. 6,020 NA
Gross NPA (Gross Stage-3) % 6.0* NA
Adjusted Gearing Times 3.8 NA
Return on assets % 3 NA

*Gross Stage-3 estimated on combined basis for SFL and SHFL

 

Past rated pools

CRISIL Ratings has ratings outstanding on 24 securitisation transactions originated by SFL. CRISIL is receiving monthly performance reports pertaining to these transactions.

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 level

Rating assigned

NA

Series A1 PTCs

07-Aug-23

8.75

17-Aug-28

805.00

Highly Complex

Provisional

CRISIL AAA (SO)

1 crore = 10 million

*Indicates door to door tenure. Actual tenure will depend on the level of prepayments in the pool, and exercise of the clean-up call option

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
Series A1 PTCs LT 805.0 Provisional CRISIL AAA (SO)   --   --   --   -- --
All amounts are in Rs.Cr.
Criteria Details
Links to related criteria
CRISILs rating methodology for ABS transactions
Evaluating risks in securitisation transactions - A primer
Legal analysis in structured finance transactions
Meaning and applicability of SO and CE symbol

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