Documente Academic
Documente Profesional
Documente Cultură
on
Corporate Debt Restructuring
Submitted By:
Haresh Patel, Roll No.2234
ABSTRACT
Acknowledgement
It is my privilege to extend my heartiest thanks to all those who have directly or indirectly
contributed significantly to complete this project with utmost accurate, validity and authenticity.
We would like to express my earnest gratitude to Prof. Vinay Dutta, Sr. Professor & Area
Chairperson, FORE School of Management, for the stupendous guidance and support that he
provided to us during the execution of the project.
We would also like to thank Mr. Narendar Thakran for giving us this golden opportunity to work
on CDR in Punjab National Bank. His role in providing a vivid insight into the topic goes
beyond the realms of any text book.
Thanking all
Chapter 1 Introduction 5
Characteristics of CDR 6
Objective
10
10
11
Modes of Recovery
12
Importance of CDR
13
14
15
16
Objective
16
Structure
16
16
17
4
18
20
20
21
22
22
22
24
24
25
26
26
26
26
27
29
30
Restructuring Proposal 30
Restructurization of term loans 30
Restructuring of Working Capital
OCCPRS
31
32
WCTL 33
Funding of interest accruing from cut off date to 30.09.2011 by converting the same into Funded Interest
Term Loans (FITL)
33
34
Additional WC funding 35
Promoters Contribution 36
Financial Viability
37
Ratio analysis 38
Safeguards provided in the scheme
39
41
Chapter 10 References 42
Chapter 11 Annexures 43
Introduction
In spite of their best efforts and intentions, sometimes corporates find themselves in financial
difficulty because of factors beyond their control and also due to certain internal reasons. For the
revival of the corporate as well as for the safety of the money lent by the banks and FIs, timely
support through restructuring in genuine cases is called for. However, delay in agreement
amongst different lending institutions often comes in the way of such endeavors.
Based on the experience in other countries like the U.K., Thailand, Korea, etc. of putting in place
institutional mechanism for restructuring of corporate debt and need for a similar mechanism in
India, a Corporate Debt Restructuring System was evolved in 2001.
Corporate Debt Restructuring (CDR) mechanism is a voluntary non statutory mechanism under
which financial institutions and banks come together to restructure the debt of companies facing
financial difficulties due to internal or external factors, in order to provide timely support to such
companies. The intention behind the mechanism is to revive such companies and also safeguard
the interests of the lending institutions and other stakeholders. The CDR mechanism is available
to companies who enjoy credit facilities from more than one lending institution. The mechanism
allows such institutions, to restructure the debt in a speedy and transparent manner for the benefit
of all.
While it has proved to be fruitful in many cases, still there is a lot of scope for improvement.
Various issues arise such as foreign lenders reluctance to be a part of the CDR process along
with Indian banks, because they feel that the process is more favourable to Indian lenders and
could be misused by certain entities. The analysis shows that many restructured cases turn into
bad assets over a period of time. A thrust area which needs a further look-in is the post
restructuring phase which demands heavy monitoring.
Objective
The objectives of the study are:
the CDR.
To understand the various steps taking by the banks and other financial institutions
Research methodology
The study focuses on extensive study of Secondary data collected from various books, National
& international Journals, government reports, publications from various websites which focused
on various aspects of Corporate Debt Restructuring.
Any change in the terms and conditions of the loan or credit, especially in respect of its
servicing is called restructuring of debt.
Corporate Debt Restructuring (CDR) or simply restructuring of loans and advances, with all its
pros and cons, is an effective financial tool, especially during the times of crisis are in
smoothening the adverse effects of economic downturns on the borrowers of credit as well as
their lenders.
Corporate debt restructuring can take many forms directed to the debt and capital structure of a
firm; it can include debt rescheduling, interest rate reductions, debt-for-equity swaps and debt
forgiveness. To be successful in securing the longer term viability of corporates, debt
restructuring will often be accompanied by operational restructuring addressing the structure and
efficiency of the firms business through closures and reorganization of productive capacity.
While measures in the debt restructuring phase would evolve, three broad categories of
approaches to corporate debt restructuring in the aftermath of a financial crisis can be identified,
distinguished by varying degrees of government involvement. The categories reflect the center of
gravity of the measures from case by case market solutions to across the board governmentdetermined solutions, or an intermediate approach between the two.
A case by case, market-based, approach has been used in which private sector debtors
and creditors are generally left to determine the nature, scope and terms of the burden
sharing on a case by case basis and principally relying on market solutions (e.g.,
Hungary and Poland in the 1990s, Korea, Malaysia, and Thailand in the late 1990s).
While this approach is essentially market-oriented, the government would still have an
important role through implementing legal reforms to encourage timely market-driven
restructuring. Furthermore, fiscal support (if any) in this approach would be on an
indirect basis through support of the financial sector (e.g., use of public funds to
recapitalize domestic banks that meet certain soundness requirements, and thereby
strengthen the capacity of those banks to absorb losses within debt restructuring).
An across the board approach involves direct government involvement that determines
the method and distribution of burden sharing among relevant parties. Under this
approach, the relevant solutions are generally applicable across the board to all economic
agents in the pre-specified category, regardless of individual factors. There are two
alternative characteristic features of this approach. The first is direct fiscal support to
corporates, which could range from a predetermined amount of support for specified
purposes (e.g., to protect against foreign exchange rate risk), to tax and other fiscalrelated incentives for firms that engage in restructuring. The second is a legislatively
mandated absorption of losses by creditors; such a strategy should be avoided given the
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risks of legal challenge and undermining the credit culture of a country. (Mexico and
Chile government had adopted this approach in 1982).
An intermediate approach has been applied that relies on case by case negotiations,
supported by government financial incentives, bolstered by legal and regulatory reforms,
and establishment of public entities to galvanize debt restructuring.
Without exception, all country experiences of wide scale corporate debt restructuring have been
mixed and have involved lengthy and difficult processes. While any approach needs to be
tailored to the circumstances of a countryincluding macroeconomic conditions, composition of
debt and legal/institutional frameworkthe experience with corporate debt restructurings in the
aftermath of systemic crises indicates that a properly designed intermediate strategy would
generally be expected to make the best use of limited fiscal resources and avoid shifting the
burden of restructuring unsustainably to creditors. A good CDR mechanism must discourage
strategic behavior by creditors and debtors and should not discriminate between foreign and
domestic creditors.
London Approach:
Parallel to reform of the legal framework, some degree of government involvement in supporting
guidelines for out-of-court restructurings would facilitate wide scale debt restructurings. There is
substantial international experience from which to draw.
The so-called London Approach has influenced the evolution of government sponsored
guidelines for multicreditor out-of-court debt restructurings. Under the leadership of the Bank of
England, UK banks developed the London Approach as a set of informal guidelines on a
collective process for voluntary workouts to restructure debts of corporates in distress, while
maximizing their value as going concerns in 1970. Subsequently, countries facing wide scale
corporate debt distress in the late 1990s turned to the London Approach as a basis to develop
their own guidelines to encourage out-of-court corporate debt workouts. For instance, in
Indonesia, Korea, Malaysia, Thailand and also India, the London Approach was modified
through enhancing the centralized role of government agencies to provide incentives for
restructurings. Furthermore, in these country cases, government enhancements were added to
establish a more structured framework to support restructurings.
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12
The basic objective of debt restructuring is to ensure that the companys business stays viable in
the long term and the creditors in turn enter into different arrangements with the company with
respect to foregoing a part of the loan, or exchanging a part of the debt for equity shares in the
company, which is also referred to as the debt equity swap, or creditors agreeing to a fixed
moratorium period where both the company and the creditors agree to refrain from taking any
action against each other during the fixed period.
The concept of corporate debt restructuring is part of the external restructuring mechanism of the
company where it has to ensure that it has the assets to back the restructuring program, because
once the company enters into the zone of insolvency, it has little choices to make and prolonged
insolvency then becomes a ground of winding up the company and it loses its separate legal
identity. However, if proper arrangements are made with the creditors, both the company and the
lenders are satisfied with it and the company is able to keep its business thriving.
Corporate Debt Restructuring (CDR) can take a variety of forms. The plan can provide for
conversion of debt into equity, or preference shares convertible into ordinary shares, adjustment
of secured creditors rights, a compromise in which creditors waive a part of their claims or
extend term of their debts, modification of Inter Creditor Agreements (ICAs), valuation and
settlement of contingent claims, and the distribution of assets and discharge of liabilities of
members of a group of companies where these have become inextricably entangled so as to make
it difficult to establish the assets and liabilities of any individual company within the group.
13
obtained and evaluated, and for proposals for resolving the debtors financial difficulties
to be formulated and assessed, unless such a course is inappropriate in a particular case.
Second principle: During the standstill period, all relevant creditors should agree to
refrain from taking any steps to enforce their claims against or (otherwise than by
disposal of their debt to a third party) to reduce their exposure to the debtor, but are
entitled to expect that during the standstill period their position relative to other creditors
will not be prejudiced.
Third principle: During the standstill period, the debtor should not take any action that
might adversely affect the prospective return to relevant creditors (either collectively or
individually) as compared with the position at the standstill commencement date.
Fourth principle: The interests of relevant creditors are best served by coordinating their
response to a debtor in financial difficulty. Such coordination will be facilitated by the
selection of one or more representative coordination committees and by the appointment
of professional advisers to advise and assist such committees and, where appropriate, the
relevant creditors participating in the process as a whole.
Fifth principle: During the standstill period, the debtor should provide, and allow
relevant creditors and/or their professional advisors reasonable and timely access to all
relevant information relating to its assets, liabilities, business and prospects, in order to
enable proper evaluation to be made of its financial position and any proposals to be
made to relevant creditors.
Sixth principle: Proposals for resolving the financial difficulties of the debtor and, so far
as practicable, arrangements between relevant creditors relating to any standstill, should
reflect applicable law and the relative positions of relevant creditors at the standstill
commencement date.
Seventh principle: Information obtained for the purposes of the process concerning the
assets, liabilities and business of the debtor and any proposals for resolving its difficulties
should be made available to all relevant creditors and should, unless already publicly
available, be treated as confidential.
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Eighth principle: If additional funding is provided during the standstill period or under
any rescue or restructuring proposals, the repayment of such additional funding should,
so far as practicable, be accorded priority status as compared to other indebtedness or
claims of relevant creditors.
Regard to the INSOL Principles remains a useful starting point in the design of out of court debt
restructuring guidelines. However, where creditors are large in number, diversified beyond banks
and include both domestic and international interests, coordination problems become more
difficult to manage within a London Approach model: specifically, unanimous agreement among
creditors and voluntary adherence to standstills can prove a major impediment to operation of
out-of-court restructuring principles.
Importance of CDR
Restructuring is a societal convention to attempt to assist anyone in distress. Similarly,
restructuring is a tool to lend a hand of assistance to borrowers who are temporarily in distress, in
particular, where the distress is caused by circumstances beyond the control of the borrower.
Thus, debt restructuring may be required under certain circumstances viz. a general downturn in
the economy which results in the deterioration in the financial health of borrowers. It may also
be warranted in case of emergence of legal or other issues that cause delays, particularly in cases
of project implementation. External developments, such as global factors may also result in
widespread impact on the financial health of borrowers and may necessitate use of restructuring
as a tool to help the borrower tide over difficult circumstances.
The benefits of CDR from the point of view of corporate are as follows:
Reduce debt and stretch it out over time into fixed, affordable monthly payments
Spend less time dealing with creditors, collection agencies and attorneys
May 2013, bringing in several new and important changes. The CDR regime is briefly described
below.
Objective
The objective of the Corporate Debt Restructuring (CDR) framework is to ensure timely and
transparent mechanism for restructuring the corporate debts of viable entities facing problems,
outside the purview of BIFR, DRT and other legal proceedings, for the benefit of all concerned.
In particular, the framework will aim at preserving viable corporates that are affected by certain
internal and external factors and minimize the losses to the creditors and other stakeholders
through an orderly and coordinated restructuring programme.
Structure
CDR system in the country will have a three tier structure:
CDR Standing Forum and its Core Group
CDR Empowered Group
CDR Cell
CDR Standing Forum
The CDR Standing Forum would be the representative general body of all financial institutions
and banks participating in CDR system. All financial institutions and banks should participate in
the system in their own interest. CDR Standing Forum will be a self-empowered body, which
will lay down policies and guidelines, and monitor the progress of corporate debt restructuring.
The Forum will also provide an official platform for both the creditors and borrowers (by
consultation) to amicably and collectively evolve policies and guidelines for working out debt
restructuring plans in the interests of all concerned. The CDR Standing Forum shall comprise of
Chairman & Managing Director, Industrial Development Bank of India Ltd; Chairman, State
Bank of India; Managing Director & CEO, ICICI Bank Limited; Chairman, Indian Banks'
Association as well as Chairmen and Managing Directors of all banks and financial institutions
participating as permanent members in the system. Since institutions like Unit Trust of India,
General Insurance Corporation, Life Insurance Corporation may have assumed exposures on
certain borrowers, these institutions may participate in the CDR system. The RBI would not be a
17
member of the CDR Standing Forum and Core Group. Its role will be confined to providing
broad guidelines.
The Forum would also lay down the policies and guidelines including those relating to the
critical parameters for restructuring (for example, maximum period for a unit to become viable
under a restructuring package, minimum level of promoters sacrifice etc.) to be followed by the
CDR Empowered Group and CDR Cell for debt restructuring and would ensure their smooth
functioning and adherence to the prescribed time schedules for debt restructuring. It can also
review any individual decisions of the CDR Empowered Group and CDR Cell. The CDR
Standing Forum may also formulate guidelines for dispensing special treatment to those cases,
which are complicated and are likely to be delayed beyond the time frame prescribed for
processing.
CDR Empowered Group
The individual cases of corporate debt restructuring shall be decided by the CDR Empowered
Group, consisting of ED level representatives of Industrial Development Bank of India Ltd.,
ICICI Bank Ltd. and State Bank of India as standing members, in addition to ED level
representatives of financial Institutions and banks who have an exposure to the concerned
company. The level of representation of banks/ financial institutions on the CDR Empowered
Group should be at a sufficiently senior level to ensure that concerned bank / FI abides by the
necessary commitments including sacrifices, made towards debt restructuring.
There should be a general authorisation by the respective Boards of the participating institutions /
banks in favour of their representatives on the CDR Empowered Group, authorizing them to take
decisions on behalf of their organization, regarding restructuring of debts of individual
corporates. The CDR Empowered Group will consider the preliminary report of all cases of
requests of restructuring, submitted to it by the CDR Cell. After the Empowered Group decides
that restructuring of the company is prima-facie feasible and the enterprise is potentially viable in
terms of the policies and guidelines evolved by Standing Forum, the detailed restructuring
package will be worked out by the CDR Cell in conjunction with the Lead Institution.
The CDR Empowered Group would be mandated to look into each case of debt restructuring,
examine the viability and rehabilitation potential of the Company and approve the restructuring
18
package within a specified time frame of 90 days, or at best within 180 days of reference to the
Empowered Group.
The CDR Empowered Group shall decide on the acceptable viability benchmark levels on the
following illustrative parameters, which may be applied on a case-by-case basis, based on the
merits of each case:
The decisions of the CDR Empowered Group shall be final. If restructuring of debt is found to be
viable and feasible and approved by the Empowered Group, the company would be put on the
restructuring mode. If restructuring is not found viable, the creditors would then be free to take
necessary steps for immediate recovery of dues and / or liquidation or winding up of the
company, collectively or individually
CDR Cell
The CDR Standing Forum and the CDR Empowered Group will be assisted by a CDR Cell in all
their functions. The CDR Cell will make the initial scrutiny of the proposals received from
borrowers / creditors, by calling for proposed rehabilitation plan and other information and put
up the matter before the CDR Empowered Group, within one month to decide whether
rehabilitation is prima facie feasible. If found feasible, the CDR Cell will proceed to prepare
detailed Rehabilitation Plan with the help of creditors and, if necessary, experts to be engaged
from outside. If not found prima facie feasible, the creditors may start action for recovery of their
dues.
All references for corporate debt restructuring by creditors or borrowers will be made to the
CDR Cell. It shall be the responsibility of the lead institution / major stakeholder to the
corporate, to work out a preliminary restructuring plan in consultation with other stakeholders
and submit to the CDR Cell within one month. The CDR Cell will prepare the restructuring plan
in terms of the general policies and guidelines approved by the CDR Standing Forum and place
for consideration of the Empowered Group within 30 days for decision. The Empowered Group
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can approve or suggest modifications but ensure that a final decision is taken within a total
period of 90 days. However, for sufficient reasons the period can be extended up to a maximum
of 180 days from the date of reference to the CDR Cell.
The CDR Standing Forum, the CDR Empowered Group and CDR Cell is at present housed in
Industrial Development Bank of India Ltd. However, it may be shifted to another place if
considered necessary, as may be decided by the Standing Forum.
Category of Corporates
It is observed that borrower-Corporates get into a stress situation because of various external and
internal factors. The restructuring schemes are accordingly formulated envisaging various actions
on the part of the borrowers and participating lenders. Based on experience and various features
of the borrower-corporates and their promoters/sponsors, the borrower-corporates are categorized
into four Classes for the purpose of stipulation of standard terms & conditions under the CDR
Mechanism. The classification is as under:
Borrower Class 'A': Corporates affected by external factors pertaining economy and
Industry.
Borrower Class 'B': Corporates/promoters affected by external factors and also having
weak resources, inadequate vision, and not having support of professional management.
Borrower Class 'C': Over-ambitious promoters; and borrower-corporates which diverted
Eligibility Criterion
The CDR Mechanism is not applicable to accounts involving only one financial institution or one
bank. The CDR mechanism will cover only multiple banking accounts / syndication / consortium
accounts of corporate borrowers with outstanding fund-based and non-fund based exposure of
Rs.10 crore and above by banks and institutions.
Category 1 CDR system
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Gross cash accrual may not be considered as a true representation of available cash flow to
service debt as gross cash accrual does not take into account the actual cash available after
netting out the variation in stocks/inventory position. [It has to be acknowledged that, interest
and principal cannot be serviced out of earnings, which is an accounting concept.] Debt
servicing has to be made in cash. Many transactions and accounting entries can affect earnings,
but not cash. Therefore, for calculation of DSCR, actual cash available with the borrower should
be taken into consideration and accordingly the DSCR calculation for restructured assets should
be as under:
Available Cash Flow (ACF) will be net cash position during the year (total gross profit plus
outside funds if any available less total requirement including build-up of inventory/debtor /
normal capital expenditure etc.) repayment of public deposits should be included for calculation
of DSCR.
The adjusted Debt Service Coverage Ratio (DSCR) should be >1.25 within the 7 years period in
which the unit should become viable and on year-to-year basis DSCR to be above 1. The normal
DSCR for 10 years repayment period should be around 1.33:1.
Gap between Internal Rate of Return and Cost of Capital
The Internal Rate of Return (IRR) is computed as the post-tax return on capital employed during
the project life based on discounted (net) cash flow method. Cash outflows each year would
include capital expenditure on the project and increase in gross working capital. Cash inflows
each year would include inflows from the operations of the project each year, recovery of
working capital in the last year of project life and residual value of capital assets in the last year
of project life.
While the above definition may be relevant for project finance, for restructured cases, the
investment would have already taken place and the fixed assets would have depreciated to a large
extent for such existing cases. While the year of restructuring could be considered as the zero
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year, aggregate of net fixed assets, net working capital and investments could be treated as total
assets deployed. Cash inflows would have the same definition as for project finance. Project life
should be considered as 15 years irrespective of the vintage of the facilities but depending on
economic life.
Cost of capital is the post-tax weighted average cost of the funds employed. Since the basic
purpose of the restructuring exercise is to recover the lenders dues, it is felt that zero cost could
be assigned to equity funds (equity and reserves). Cost to be assigned to the debt would be the
actual cost proposed in the restructuring package. Calculation of tax shield for the purpose of
working out the effective cost of debt funds will be as per usual institutional guidelines.
The benchmark gap between Internal Rate of Return and Average Cost of Funds should be at
least one percent.
Extent of Sacrifice
Waivers and sacrifices in a stressed asset which approaches lenders for restructuring would
depend on the state of affairs and the viability of the borrower-corporate as well as the possibility
of its revival/survival. Since the basic objective of the restructuring exercise is to recover the
lenders dues and ensure productive use of assets, the extent of sacrifice would be a function of
the quantum of loan, past payment record, interest rates charged and booked to profit in the past,
as also alternative avenues available for recovery. Considering the very low probability of
recovering the entire amount of dues through legal and other routes, the chances of recovering
the dues might be better in a restructuring exercise, which also helps other stake-holders such as
labour, equity holders, the exchequer and the economy in general.
In this background, it is very difficult to evolve a benchmark for the extent of sacrifices. Going
by CDR experience, the sacrifice on the part of lenders would be waiver of liquidated damages
and in some cases compound interest. Waiver of simple interest and principal should be resorted
to in deserving cases only. Economic sacrifices in the form of reduction in interest/coupon rate
should be avoided. While the thrust of the restructuring exercise should be on recovering the
maximum possible amount from the borrowers, conversion of a part of the sacrifice into equity
or any other instrument should also be explored. This would be beneficial from the point of view
of sharing the upside when the fortunes of the company improve pursuant to restructuring.
24
The discounting factor may be the average yield expected by the lenders on the total liabilities,
or alternatively, the benchmark ROCE. This ratio is similar to the DSCR based on the modified
25
method (Actual Cash Flow method). In project financing, sometimes LLR is used to arrive at the
amount of loan that could be given to a corporate. On the same analogy, LLR can be used to
arrive at sustainable debt in a restructuring exercise as also the yield. A benchmark LLR of 1.4,
which would give a cushion of 40% to the amount of loan to be serviced, may be considered
adequate.
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cases
Crore)
647
452940
520
380885
Cases rejected
122
65925
6130
27
cases
Crore)
77
58682
155
50104
288
272099
failure
Live cases in CDR cell
Out of a total number of 256 cases with an aggregate debt of Rs. 116194 crore as on March 31
2010, 215 cases with an aggregate debt of Rs 104299 crore have been approved by the CDR Cell
of IDBI Bank Limited. The maximum number of cases approved by the CDR Cell belongs to the
textile sector while the maximum share of the aggregate debt approved by the CDR Cell belongs
to the Iron and Steel sector at 35.16%
The proposals for CDR reference by the corporate do not address issues like reasons for the
present state of the Corporate, areas of Management failure, steps proposed to ensure nonrepetition, promoters sacrifice, assumptions of CDR package and basis thereof, what happens if
the entire debt is considered sustainable and sensitivity analysis at different interest rates which
needs to be looked into, informed Shri Sona Lal Datta, Assistant General Manager, Consultancy
Services, State Bank of India, Essar Steel, Essar Oil, Jindal Steel, Jsw, Ispat Industries, Mukund,
Neelanchal Ispat, India Cements, Saurastra Cements, Arvind Mills, Dhampur Sugars, Mawana
Sugar, Nfcl, Cesc, Wockhardt, Vishal Retail were some of the companies that went through CDR
Mechanism, informed Shri Ravindra Loonkar, Vice President, SBI Capital Market Limited at the
PHD Chamber Workshop.
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It was highlighted by the industry representatives at PHD Chamber that the CDR cell does not
address the needs of the small scale sector and a rethinking is required to wards that aspect by the
CDR Cell.
Prudential and Accounting Issues
As per RBI guidelines, the regulatory concession in asset classification and provisioning will be
available if there is compliance of six conditions stipulated in RBI guidelines viz.
The dues to the bank are fully secured. The condition of being fully secured by tangible
security will not be applicable in the infrastructure projects, provided the cash flows generated
from these projects are adequate for repayment of advance, the financing banks have in place an
appropriate mechanism to escrow the cash flows, and also have a clear and legal first claim on
these cash flows.
The unit becomes viable in 10 years, if it is engaged in infrastructure activities and in 7 years in
the case of other units.
The repayment period of the restructured advance including moratorium period, if any, does not
exceed 15 years in the case of infrastructure advances and 10 years in the case of other advances.
Promoters sacrifice and additional funds brought by them should be minimum of 15% of the
banks sacrifice.
Personal Guarantee is offered by the promoter except when the unit is affected by the external
factors pertaining to the economy and industry,
The restructuring under consideration is not a repeated restructuring.
29
certain borrowers, these institutions may participate in the CDR system. The RBI would not be a
member of the CDR Standing Forum and Core Group. Its role will be confined to providing
broad guidelines.
The Forum would also lay down the policies and guidelines including those relating to the
critical parameters for restructuring (for example, maximum period for a unit to become viable
under a restructuring package, minimum level of promoters sacrifice etc.) to be followed by the
CDR Empowered Group and CDR Cell for debt restructuring and would ensure their smooth
functioning and adherence to the prescribed time schedules for debt restructuring. It can also
review any individual decisions of the CDR Empowered Group and CDR Cell. The CDR
Standing Forum may also formulate guidelines for dispensing special treatment to those cases,
which are complicated and are likely to be delayed beyond the time frame prescribed for
processing.
mandated to look into each case of debt restructuring, examine the viability and rehabilitation
potential of the Company and approve the restructuring package within a specified time frame of
90 days, or at best within 180 days of reference to the Empowered Group. The CDR Empowered
Group shall decide on the acceptable viability benchmark levels on the following illustrative
parameters, which may be applied on a case-by-case basis, based on the merits of each case:
Return on Capital Employed (ROCE),
Debt Service Coverage Ratio (DSCR),
Gap between the Internal Rate of Return (IRR) and the Cost of Fund (CoF),
Extent of sacrifice.
The decisions of the CDR Empowered Group shall be final. If restructuring of debt is found to be
viable and feasible and approved by the Empowered Group, the company would be put on the
restructuring mode. If restructuring is not found viable, the creditors would then be free to take
necessary steps for immediate recovery of dues and / or liquidation or winding up of the
company, collectively or individually CDR Cell
The CDR Standing Forum and the CDR Empowered Group will be assisted by a CDR Cell in all
their functions. The CDR Cell will make the initial scrutiny of the proposals received from
borrowers / creditors, by calling for proposed rehabilitation plan and other information and put
up the matter before the CDR Empowered Group, within one month to decide whether
rehabilitation is prima facie feasible. If found feasible, the CDR Cell will proceed to prepare
detailed Rehabilitation Plan with the help of creditors and, if necessary, experts to be engaged
from outside. If not found prima facie feasible, the creditors may start action for recovery of their
dues.
All references for corporate debt restructuring by creditors or borrowers will be made to the
CDR Cell. It shall be the responsibility of the lead institution / major stakeholder to the
corporate, to work out a preliminary restructuring plan in consultation with other stakeholders
and submit to the CDR Cell within one month. The CDR Cell will prepare the restructuring plan
in terms of the general policies and guidelines approved by the CDR Standing Forum and place
for consideration of the Empowered Group within 30 days for decision. The Empowered Group
32
can approve or suggest modifications but ensure that a final decision is taken within a total
period of 90 days. However, for sufficient reasons the period can be extended up to a maximum
of 180 days from the date of reference to the CDR Cell.
The CDR Standing Forum, the CDR Empowered Group and CDR Cell is at present housed in
Industrial Development Bank of India Ltd. However, it may be shifted to another place if
considered necessary, as may be decided by the Standing Forum.
It is observed that borrower-Corporates get into a stress situation because of various external and
internal factors. The restructuring schemes are accordingly formulated envisaging various actions
on the part of the borrowers and participating lenders. Based on experience and various features
of the borrower-corporates and their promoters/sponsors, the borrower-corporates are categorized
into four Classes for the purpose of stipulation of standard terms & conditions under the CDR
Mechanism. The classification is as under:
Borrower Class 'A': Corporates affected by external factors pertaining economy and Industry.
Borrower Class 'B': Corporates/promoters affected by external factors and also having weak
resources, inadequate vision, and not having support of professional management.
Borrower Class 'C': Over-ambitious promoters; and borrower-corporates which diverted funds
to related/unrelated fields with/without lenders' permission.
Borrower Class 'D': Financially undisciplined borrower-corporates.
Eligibility Criterion
The CDR Mechanism is not applicable to accounts involving only one financial institution or one
bank. The CDR mechanism will cover only multiple banking accounts / syndication / consortium
accounts of corporate borrowers with outstanding fund-based and non-fund based exposure of
Rs.10 crore and above by banks and institutions.
Category 1 CDR system
It is applicable only to accounts classified as 'standard' and 'sub-standard'. There may be a
situation where a small portion of debt by a bank might be classified as doubtful. In that
33
situation, if the account has been classified as standard/ substandard in the books of at least
90% of creditors (by value), the same would be treated as standard / substandard, only for the
purpose of judging the account as eligible for CDR, in the books of the remaining 10% of
creditors. There would be no requirement of the account / company being sick, NPA or being in
default for a specified period before reference to the CDR system. However, potentially viable
cases of NPAs will get priority. While corporates indulging in frauds and malfeasance even in a
single bank will continue to remain ineligible for restructuring under CDR mechanism. BIFR
cases are not eligible for restructuring under the CDR system. However, large value BIFR cases,
may be eligible for restructuring under the CDR system if specifically recommended by the CDR
Core Group.
Category 2 CDR System
There have been instances where the projects have been found to be viable by the creditors but
the accounts could not be taken up for restructuring under the CDR system as they fell under
doubtful category. Hence, a second category of CDR is introduced for cases where the accounts
have been classified as doubtful in the books of creditors, and if a minimum of 75% of creditors
(by value) and 60% creditors (by number) satisfy themselves of the viability of the account and
consent for such restructuring, subject to the following conditions:
It will not be binding on the creditors to take up additional financing worked out under the debt
restructuring package and the decision to lend or not to lend will depend on each creditor bank /
FI separately. In other words, under the proposed second category of the CDR mechanism, the
existing loans will only be restructured and it would be up to the promoter to firm up additional
financing arrangement with new or existing creditors individually.
All other norms under the CDR mechanism such as the standstill clause, asset classification
status during the pendency of restructuring under CDR, etc., will continue to be applicable to this
category also.
34
35
Gross cash accrual may not be considered as a true representation of available cash flow to
service debt as gross cash accrual does not take into account the actual cash available after
netting out the variation in stocks/inventory position. [It has to be acknowledged that, interest
and principal cannot be serviced out of earnings, which is an accounting concept.] Debt
servicing has to be made in cash. Many transactions and accounting entries can affect earnings,
but not cash. Therefore, for calculation of DSCR, actual cash available with the borrower should
be taken into consideration and accordingly the DSCR calculation for restructured assets should
be as under:
Available Cash Flow (ACF) will be net cash position during the year (total gross profit plus
outside funds if any available less total requirement including build-up of inventory/debtor /
normal capital expenditure etc.) repayment of public deposits should be included for calculation
of DSCR.
The adjusted Debt Service Coverage Ratio (DSCR) should be >1.25 within the 7 years period in
which the unit should become viable and on year-to-year basis DSCR to be above 1. The normal
DSCR for 10 years repayment period should be around 1.33:1.
Gap between Internal Rate of Return and Cost of Capital
The Internal Rate of Return (IRR) is computed as the post-tax return on capital employed during
the project life based on discounted (net) cash flow method. Cash outflows each year would
include capital expenditure on the project and increase in gross working capital. Cash inflows
each year would include inflows from the operations of the project each year, recovery of
working capital in the last year of project life and residual value of capital assets in the last year
of project life.
While the above definition may be relevant for project finance, for restructured cases, the
investment would have already taken place and the fixed assets would have depreciated to a large
extent for such existing cases. While the year of restructuring could be considered as the zero
36
year, aggregate of net fixed assets, net working capital and investments could be treated as total
assets deployed. Cash inflows would have the same definition as for project finance. Project life
should be considered as 15 years irrespective of the vintage of the facilities but depending on
economic life.
Cost of capital is the post-tax weighted average cost of the funds employed. Since the basic
purpose of the restructuring exercise is to recover the lenders dues, it is felt that zero cost could
be assigned to equity funds (equity and reserves). Cost to be assigned to the debt would be the
actual cost proposed in the restructuring package. Calculation of tax shield for the purpose of
working out the effective cost of debt funds will be as per usual institutional guidelines.
The benchmark gap between Internal Rate of Return and Average Cost of Funds should be at
least one percent.
Extent of Sacrifice
Waivers and sacrifices in a stressed asset which approaches lenders for restructuring would
depend on the state of affairs and the viability of the borrower-corporate as well as the possibility
of its revival/survival. Since the basic objective of the restructuring exercise is to recover the
lenders dues and ensure productive use of assets, the extent of sacrifice would be a function of
the quantum of loan, past payment record, interest rates charged and booked to profit in the past,
as also alternative avenues available for recovery. Considering the very low probability of
recovering the entire amount of dues through legal and other routes, the chances of recovering
the dues might be better in a restructuring exercise, which also helps other stake-holders such as
labour, equity holders, the exchequer and the economy in general.
In this background, it is very difficult to evolve a benchmark for the extent of sacrifices. Going
by CDR experience, the sacrifice on the part of lenders would be waiver of liquidated damages
and in some cases compound interest. Waiver of simple interest and principal should be resorted
to in deserving cases only. Economic sacrifices in the form of reduction in interest/coupon rate
should be avoided. While the thrust of the restructuring exercise should be on recovering the
maximum possible amount from the borrowers, conversion of a part of the sacrifice into equity
or any other instrument should also be explored. This would be beneficial from the point of view
of sharing the upside when the fortunes of the company improve pursuant to restructuring.
37
The discounting factor may be the average yield expected by the lenders on the total liabilities,
or alternatively, the benchmark ROCE. This ratio is similar to the DSCR based on the modified
38
method (Actual Cash Flow method). In project financing, sometimes LLR is used to arrive at the
amount of loan that could be given to a corporate. On the same analogy, LLR can be used to
arrive at sustainable debt in a restructuring exercise as also the yield. A benchmark LLR of 1.4,
which would give a cushion of 40% to the amount of loan to be serviced, may be considered
adequate.
39
executive management to carry out a review of the assets and liabilities so as to resume the
exercise of detailed review which was conducted in 2007 and to conclude the same and to come
up with a final report.
Now the second point is focused where the banks see the following things:
The sector analysis in which the Company X is operating and study the demand supply analysis
and growth in the considered industry.
The focus on the future revenue generation capacity based on the relevant assumptions.
Marketing Viability
In our case study PNB did a Market Appraisal for the Company X to ensure future cash flows.
Though the report was not accessible but few points are stated below as per our research done on
this industry:
Demand and Supply Analysis
The Indian economy continued to grow at an enormous pace and recorded a compounded annual
growth rate (CAGR) of 8.6% between 2002-03 and 2006-07. But the recent developments in
global and domestic markets seem to force this trend to reverse because as per the recent facts
India has reached the GDP of more than 8% and the various analysts and economists continue to
remain bullish on the Indian GDP.
The severe liquidity crunch has affected the fresh disbursements of majority of asset financing
NBFCs since these companies depend on regular inflow of funds mainly from Banks and other
financial institutions.
Future Market Demand and Supply
43
Huge potential is envisaged in this sector as majority of this business segment is with unorganized financiers
The major source of revenue is from the customers who are farmers (who purchase tractors) and
logistic companies (who purchase trucks). The agriculture sector which has shown poor in terms
of growth 2008-09 remains a cause of concern for the growth but the waivers given by the GOI
to farmers on financing of agriculture equipments and machineries will give a filip to this sector.
Logistic Sector grows at approximately 1.2X the GDP of India which means that if India grows
at 9-10% (as per forecasted by various organizations), logistic sector is bound to grow at a
healthy 18-20% in future which will create more need for trucks and other vehicles and thus
more business for the Company X.
Presence of Few players due to complexity of business would mean high entry barrier and thus
fertile ground to operate for the company
Low cost of operations due to various factors like employing local manpower, offices in
rural/semi urban areas etc.
Good margins/spreads expected in future as well because of persistent demand of tractors &
construction equipments.
Now on based on certain assumptions in the following table the cash flow statement was
generated (refer: annexure 2).
2009-
2010-
2011-
2012-
2013-
Particulars
10
11
12
13
14
Interest Rate
15.0%
15.0%
15.0%
15.0%
15.0%
27.5%
27.5%
27.5%
27.5%
27.5%
8.0%
8.0%
8.0%
8.0%
8.0%
44
2%
2%
2%
2%
2%
20
150
155
155
155
Ticket Size -2
Ticket Size -3
70%
50%
50%
50%
50%
20%
15%
15%
20%
20%
10%
35%
35%
30%
30%
No. of Months
36
36
36
36
36
customer)
No. of Months
31
31
31
31
31
disbursements
10%
10%
10%
10%
10%
12%
12%
12%
12%
12%
No of customers defaulting
8%
8%
8%
8%
8%
payment (Months)
10%
10%
10%
10%
10%
50%
50%
50%
50%
50%
assets(Months)
12
12
12
12
12
100%
100%
100%
100%
100%
Asset)
8%
8%
8%
8%
8%
60%
60%
60%
60%
60%
45
NPA Asset)
After the analysis of the cash flow statement (refer: annexure 2) we came to the following
finding that the cash flow has increased from INR 3178.21 lacs in 2010-11 to INR 3359.45 lacs
in 2016-17 indicating a better and financial stable future of the Company X. The major source
will remain the cash accrual from installments and EMIs. The long term earning capacity is
affected by the companys legal binding to buy the Preference shares issued initially against the
term loan given by the bank at a premium of 3%. The increase/decrease in current liabilities from
2014-15 is zero which is questionable.
Now the bank proceeds with the debt restructuring process and decides the cut off date i.e.
March 2010 in our case.The status of loans before loan restructurization is as follows (all figures
in lacs):
Term Lenders CDR
FIs
Ing Vysya Bank
DCB
ICICI Bank
Total
Sanctione
2,500.00
d
800.00
5,884.26
9,184.26
TL
TL
US
L
Repayment
2,108.22
703.25
5,850.55
8,662.02
O/S
391.78
96.75
33.71
522.24
Sanctioned Limit
1,000.00
500.00
216.00
1,200.00
900.00
1,500.00
1,300.00
500.00
800.00
950.00
1,000.00
1,500.00
11,366.00
Outstanding As on 31.03.10
930.08
493.41
15.36
1,214.90
828.84
1,470.55
1,261.43
469.37
785.85
937.78
962.32
1,428.29
10,798.18
Outstanding
254.70
As on 31.03.10
254.70
Total
1,772.81
1,850.00
Central Electronics
Fullerton
835.01
78.18
652.71
Grand Total
Restructuring Proposal
730.89
As per the Guidelines in this proposal all the banks whose exposure were less than INR 1 crore
had the option of this exiting the scheme at a discount of 40%. Under this clause the following
three banks exited the Restructuring Scheme.
Lenders
Total O/S
60%
40%
47
ICICI (TL)
Bank of Baroda (WC)
Development Credit bank Ltd
33.71
15.36
96.75
20.226
9.216
58.05
13.484
6.144
38.7
(TL)
For the rest of the lenders the restructurization of debts was done in the following manner:
Restructurization of term loans
The total outstanding term loans for the company X (NBFC) as on the cut off date 31st March
2010 is as follows:
Sno.
1.
2.
Banks
Ing Vysya Bank Ltd
The Tamilnadu Industrial Investment Corporation Ltd
TOTAL
Amount
391.78
254.70
646.48
The revised repayment of the installments and interest is shown in the following chart.
It can be seen that no principal payment will be taken by the banks during the moratorium period
which has been increased from the cutoff date i.e. 31st March 2010 for a period of 18 months till
31st September 2011.
Repayment in 72 monthly installments commencing from 01.10.11 and ending on 30.09.2017
Term loan to carry ballooning interest rate of 7% p.a.in the year 2009-10 which shall be
increased by 1% each year till it reaches a level of 10% in the year 2012-13 after which it shall
be increased by 2% for the year 2013-14 & 2014-15 and again 1% from 2015-15 till it reaches
16.50% in 2016-17 providing an ROI of 10.54% p.a. approx.
Interest From 1.04.2010 to 30.09.2011 shall be funded through FITL which sums to a total of
INR 72.35 lacs.
Repayment Schedule of Term Loan (Rs. in Lacs)
Particulars
2009-
2010-
2011-
10
11
12
2012-13
2013-14
2014-
2015-16
2016-17
15
48
(01.04.
1030.09.
10)
Repayable
Nil
Nil
yearwise
5.00
7.50%
12.50%
Opening
646.48
Balance
20.00
25.00%
30.00%
646.4
646.4
614.16
565.67
484.86
355.56
193.94
8
32.32
48.49
80.81
129.30
161.62
193.94
Closing
646.48
614.1
565.67
484.86
355.56
193.94
Balance
22.63
646.4
6
56.73
58.99
58.83
41.21
16.00
Interest rate
7%
51.72
8%
9%
10%
14%
15%
17%
FITL
22.63
51.72
63.03
12%
8,306.32
530.05
8,836.37
2,209.09
6,627.28
Overdrawn/Shortfall in DP ( b-a)
12,555.63
5,928.35
As the total outstanding Working Capital loan as on cutoff date is INR 12,555.63 lacs and the
available drawing power is INR 6,627.28 lacs there is a net shortfall of INR 5,928.35 lacs. This
is termed as the irregular portion.
49
70%
30%
To be converted into 9%
To be converted into WCTL
OCCRPS
4,149.85
1,778.51
OCCPRS
OCCRPS to carry dividend @ 9% p.a.
OCCRPS would have to be issued within 6 months from the date of implementation of the CDR package.
OCCRPS will be issued to the lenders for a period of 8 years to be redeemed in 4 equal annual
installments at a Premium of 3.00% from 2013-14 to 2016-17 in the following manner:
Year
Percentage
Amount (Rs.
In lacs) (p.a.)
Premium @
Total
3% (P.a.)
Amount
2016-17
25.00%
1,037.46
1,037.46
1,037.46
1,037.46
31.12
31.12
31.12
31.12
1,068.59
1,068.59
1,068.59
1,068.59
WCTL
30% of the irregular portion to be converted into WCTL
Principal payment moratorium up to 30.09.2011.
Repayment in 72 monthly installments commencing from 01.10.11 and ending on 30.09.2017 in the
following manner:Repayment Schedule [Working Capital Term loan = Rs 1,778.51 lacs]
2011-12
2012-13
2013-14
2014-15
2015-16
2016-17
Percentage
5.00%
7.50%
12.50%
20.00%
25.00%
30.00%
88.93
133.39
222.31
355.70
444.63
533.55
50
Funding of interest accruing from cut off date to 30.09.2011 by converting the same into Funded Interest
Term Loans (FITL)
Funding of interest on Term loan (Secured & Unsecured), Working Capital and Working Capital Term
Loans for 18 months from cutoff date i.e. 1.04.2010 to 30.09.2011 by converting the same into FITL.
Computation of FITL: (Rs lacs)
INTEREST ON:
Term Loan
Working Capital
WCTL
TOTAL FITL
2009-10
22.63
662.73
124.50
809.85
2010 - 11
51.72
662.73
142.28
856.73
TOTAL
74.35
1,325.46
266.78
1,666.58
FITL to be repaid in 36 monthly installments commencing from 31.10.11 and ending on 30.09.2014 in the
following manner:Year
Percentage
Amount (Rs. In
2013-14
45.00%
749.96
lacs) (p.a.)
FITL to carry ballooning interest rate of @ 6% p.a.in the year 2009-10 which shall be increased by 2% in
first year and 1% each year thereafter till it reaches a level of 11% i.e. in the year 2013-14.
Total FITL Calculation
51
a
c
d
e
f
2009-10
(01.04.10-
2010 - 11
Term Loan
Working Capital
Unpaid interest on TL
WCTL
Unsecured Term loan
22.63
662.73
124.50
-
51.72
662.73
142.28
-
TOTAL FITL
809.85
856.73
TOTAL
74.35
1,325.46
266.78
1,666.58
The DP was also revised and allocated to each lender in the same contribution as the % share of
each lender in the sanctioned working capital limit (not outstanding WC limit). The remaining
portion of the amount lended was considered to be irregular portion and divided into OCCRPS
and WCTL as per discussed above.
SANCTI
Sl.
No
O/S
ONED
WORKI
WORKI
% share
NG
NG
(% of
DP
e DP
CAPIT
CAPITA
sanction
allocatio
(secured
Irregular
AL
ed lt)
W.cap)
Portion
WCTL
PS
Availabl
OCCR
11
785.85
800.00
6.15%
407.83
407.83
378.02
113.41
264.61
22
YES Bank
1,428.29
1500.00
11.54%
764.69
764.69
663.60
199.08
464.52
33
Bank of India
1,470.55
1500.00
11.54%
764.69
764.69
705.86
211.76
494.10
44
1,261.43
1300.00
10.00%
662.73
662.73
598.70
179.61
419.09
55
Canara Bank
1,214.90
1200.00
9.23%
611.75
611.75
603.15
180.95
422.21
66
962.32
1000.00
7.69%
509.79
509.79
452.53
135.76
316.77
52
77
930.08
1000.00
7.69%
509.79
509.79
420.29
126.09
294.20
88
UCO Bank
937.78
950.00
7.31%
484.30
484.30
453.48
136.04
317.44
99
828.84
900.00
6.92%
458.81
458.81
370.03
111.01
259.02
110
493.41
500.00
3.85%
254.90
254.90
238.51
71.55
166.96
111
469.37
500.00
3.85%
254.90
254.90
214.47
64.34
150.13
112
Bank of Baroda
0.00
0.00%
HSBC
942.10
1000.00
7.69%
509.79
509.79
432.31
129.69
302.62
812.58
850.00
6.54%
433.32
433.32
379.26
113.78
265.48
12,537.5
TOTAL
100.00
13,000.00
4,137.1
6,627.28
6,627.28
5,910.22
1,773.07
Additional WC funding
The company had a cash loss adjusted of depreciation and provision for impairment to the tune
of INR 1,664 lacs which needs to be financed for the smooth working of the company. The
calculation for the funding amount is shown hereunder.
PAT (2008-09)
Add
Add
Depreciation
Extraordinary provisions Impairment
Cash Loss
Funding
6,860.03)
66.35
5,129.54
(1,664.14)
1,664.14
53
The promoters also have to infuse in additional funds along with the lenders to compensate for
both the losses and additional current asset build up. It can be seen that the total cost of scheme is
INR 3,364.14 lacs and the lenders are giving INR 1,664.14 lacs. The difference of INR 1,700
lacs is infused by the promoters. This amount contains two component which is explained
further.
Cost Of scheme
Cash losses funding
Currrent Asset build up
Total
Means of finance
Promoter's contribution/New Investors
Additional Working Capital
Total
(Rs. In Lacs)
Amount
1,664.14
1,700.00
3,364.14
1,700.00
1,664.14
3,364.14
In this case the promoters are infusing money in the following manner:
As per the RBI guidelines the promoters has to bring in 15% of the sacrifices by lenders which is
coming out to be INR 404.07 lacs. Sacrifices are the losses to lenders that arise out of reduction
in the rates of interest and rescheduling of installments with effect from the cut-off date.
The remaining amount of promoters contribution i.e. INR 1,295.93 lacs which brought in by the
promoters through strategic investors.
54
Parameters
Results
Remarks
ROCE
17.04%
1.31
Benchmark 1.25
1.44
Benchmark 1.33
IRR Vs.
IRR 14.73%
CoC
CoC 6.94%
Gap 7.78%
BEP
Operating BEP23.53%
81.09%
Loan Life
Ratio LLR
LLR 1.37
55
56
to Sept
NO
RATIO
10)
2010-11
2011-12
2012-13
2013-14
2014-15
2015-16
2016-17
EBIDTA Margin
23.97%
38.68%
70.78%
77.78%
81.09%
77.52%
73.23%
68.08%
OPBDT
220.83
109.45
49.52%
15.60%
41.32%
55.25%
53.00%
50.25%
113.69
54.56%
10.15%
31.79%
43.51%
41.69%
39.46%
37.09%
1.40
1.47
1.51
1.48
1.40
1.41
1.40
1.38
0.18
0.44
1.28
2.13
3.14
3.16
3.19
3.28
Current Ratio
(Including Bank
borrowings in current
3
Liablities)
Interest Coverage
Ratio
Fixed Assets
#DIV/0
Coverage Ratio
0.55
0.42
0.43
0.55
0.84
1.09
1.91
1.64
2.21
1.81
1.15
0.68
0.43
0.20
(17.80)
(4.49)
1.18
4.85
8.16
7.81
7.40
6.95
Yearly D.S.C.R.
#DIV/0!
(1.79)
1.00
1.12
1.67
2.95
2.52
2.19
Average D.S.C.R.(10
9
years)
1.44
Average Adjusted
10
DSCR (7 years)
1.31
11
Return on Capital
17.04%
57
14.73%
12
Return
13
Cost of Capital
6.94%
7.78%
14
COC
15
1.37
16
Operating BEP
Loss
Loss
65.26%
35.10%
23.53%
24.74%
26.38%
27.88%
17
Cash BEP
Loss
Loss
58.96%
31.85%
21.37%
22.53%
24.09%
25.51%
7.79
9.53
5.96
3.63
2.53
2.52
2.52
2.52
(Inventory+receivable
18
s)/sales
All Terms loans to have first pari-passu charge on fixed assets and second pari-passu charge on
current assets of the Company.
All working capital borrowings to have first pari-passu charge on current assets and second paripassu charge on fixed assets of the Company
WCTL and FITL will be secured by Ist pari-passu charge on current and fixed assets of the
Company
Promoters to bring contribution of Rs. 404.07 lacs (15% of sacrifices) towards proposed
restructuring scheme. In addition they would be infusing additional capital through a strategic
investor which will ensure the much needed financial and managerial support.
The company shall raise its authorized share capital to Rs 100 crores so that in the event of any
or all lenders deciding to convert the OCCRPS into equity there are no legal constraints.
Appointment of concurrent auditor for periodical monitoring of the Account in terms of CDR
guidelines.
58
The collateral security shall be available to the lenders to secure their WCTL by way of first paripassu charge and to secure other debt by way of second pari-passu charge.
The proposed new promoters shall extend their personal guarantee. They shall also pledge 51%
of the share capital of the company or 100% of their shareholding in favor of lenders, whichever
is low.
Company to open a Trust & Retention Account (TRA) and route all its cash flows through the
account to ensure funds utilization as per the scheme.
Formation of the Monitoring Committee (MC).
Debt servicing has been restructured to provide an Adjusted DSCR of 1.31 providing sufficient
cushion against variability in earnings.
59
The following have been our learning from the above project:
Whenever there is an economic crisis, the rehabilitation of the financial sector is a first order
priority - macroeconomic stability is critical.
The process of CDR followed by a bank and the important factors that have to be considered
before initiating for the restructuring.
Determining of projected financial statements based on key assumptions.
The various guidelines that are mandatory for CDR.
Analysis of viability ratios and the financial statements.
We have also learned the working of CDR Mechanism Cell in India
We have also learned the International Norms of CDR followed in various countries.
60
Informal Work Outs for Corporate Debt Restructuring in Thailand, Mr. Tumnong Dasri, Bank
of Thailand, Thailand, The Second Forum for Asian Insolvency Reform (FAIR), Bangkok,
Thailand 16 17 December 2002
Financial and Corporate Restructuring in South Korea, Bank of Japan Research Papers, June
20, 2003, Hiroshi Akama, Kunihisa Noro, Hiroko Tada
Managing Corporate Distress -- Lessons from Asia, Michael Pomerleano, Lead Financial
Specialist, Financial Sector Development Department, The World Bank October 19, 2000
Framework for Corporate Debt Restructuring in Thailand, The Board of Trade of Thailand
Corporate Debt Restructuring and Public Financial Institutions in Japan -Do GovernmentAffiliated Financial Institutions Soften Budget Constraints?
Approaches to Corporate Debt Restructuring in the Wake of Financial Crises, Thomas Laryea
Ministry of Justice of Thailand, The Second Forum for Asian Insolvency Reform (FAIR),
visited the site on 18th August 2010 at 2140 hrs.
http://cdrindia.org/downloads/readings/CDR%20in%20Thailand-chairman's%20speech.pdf
Master Circular Disclosure Norm for Financial Institution - 1st July 2009, visited on 22nd
August 2010 at 1256hrs
http://www.rbi.org.in/scripts/NotificationUser.aspx?Mode=0&Id=5153
Special Regulatory Relaxations for Restructuring - June 30th 2009, visited on 23rd August 2010
1424hrs
61
Prudential Guidelines on restructuring of advances April 17th 2009 RBI, visited on August
23th 2010 at 1449hrs
http://cdrindia.org/downloads/RBI%20Cirular%20dated%20April%2017%202009.pdf
Annexures
2003-04
2004-05
2005-06
2006-07
2008-09
to Sept -08
Net Income
2,587.85
2,761.03
2,887.98
3,578.91
5,658.09
3,075.17
2,115.12
2,273.70
2,372.07
2,035.61
2,547.48
(4,239.43)
Interest
1,214.52
1,427.71
1,464.39
1,656.13
4,046.44
2,551.47
Depreciation
146.29
76.93
92.79
87.93
213.96
66.35
(Loss)
754.31
769.06
814.89
291.55
(1,712.92)
(1727.71)
Non operating
(930.00)
(287.78)
5,129.54
754.31
769.06
814.89
(638.45)
(2,000.70)
(6,857.25)
Tax
288.10
313.89
323.82
16.71
114.63
2.78
501.11
534.72
516.73
(656.00)
(1,918.07)
(6,860.03)
EBIDTA
Operating Profit/
Incomes
62
571.83
596.69
362.35
(1,514.96)
(1,664.14)
PBIDT to NI (%)
81.73%
82.35%
82.14%
56.88%
45.02%
28.95%
OP to NI (%)
29.15%
27.85%
28.22%
-17.84%
-35.36%
-222.99%
NP to NI (%)
19.36%
19.37%
17.89%
-18.33%
-33.90%
-223.08%
Interest Coverage
1.62
1.54
1.56
1.18
0.58
0.32
200910(01.
04.10-
Particulars
30.09.1 2010-
2011-
2012-
2013-
2014-
2015-
2016-
0)
11
12
13
14
15
16
17
(Proje
(Proje
(Proje
(Proje
(Proje
(Proje
(Proje
(Proje
cted)
cted)
cted)
cted)
cted)
cted)
cted)
cted)
(504.2
(652.0
1,087.8
1,555.7
1,569.0
1,576.6
8)
9)
66.59
210.69
404.07
600.00
250.00
250.00
195.93
(1,037.
(1,037.
(1,037.
(1,037.
Cash Inflows
Cash Accruals
Increase / Decrease in
share capital
Increase / Decrease in
CRPS
46)
46)
46)
46)
(0.00)
1,664.
Increase / Decrease in
share premium etc.
Increase / Decrease in
Working Capital
63
Increase / Decrease in
Term Loan
(129.3
(161.6
(193.9
0.00
(32.32)
(48.49)
(80.81)
0)
2)
4)
(166.6
(749.9
(749.9
6)
6)
6)
(133.3
(222.3
(355.7
(444.6
(533.5
Increase / Decrease in
New Term Loan
Increase / Decrease in
FITL
809.85
856.73
Increase / Decrease in
WCTL
(88.93)
9)
1)
0)
3)
5)
9)
(93.77)
(99.58)
7.92
(1,202.
(659.0
(353.7
(189.9
75)
6)
5)
8)
1,467.5 1,116.
(724.1
(924.4
(988.8
93
5)
7)
1)
33.25
(74.69)
6)
Increase / Decrease in
Unsecured Loans
Increase / Decrease in
Current Liabilities
(149.0
232.58
Increase / Decrease in
Provisions
Total Inflows
525.34
(188.3
Cash Outflows
Increase / Decrease in
Gross Block
Increase / Decrease in
capital WIP
Increase / Decrease in
Investments
Increase / Decrease in
64
Increase / Decrease in
(265.0
Repossessed Assets
(1,207.
(764.6
306.37
296.94
12)
7)
3)
46.65
10.22
(32.74)
49.49
(50.00)
Bank Balance(with
(553.2
(105.0
(225.0
scheduled bank)
0)
0)
0)
Increase / Decrease in
(1,150.
00)
(75.00)
(534.2
747.05
5)
499.94
13.73
(500.0
(200.0
(300.0
0)
0)
0)
1,568.0 1,100.
(727.0
(939.9
(1,001.
(105.0
(225.0
Total Outflows
06
9)
3)
44)
(50.00)
0)
0)
Opening Balance
125.75
25.25
42.12
45.06
60.52
73.15
156.41
186.72
Increase / Decrease in
(100.4
Cash
9)
16.87
2.94
15.46
12.63
83.25
30.31
36.64
Closing Balance
25.25
42.12
45.06
60.52
73.15
156.41
186.72
223.36
Increase / Decrease in
Other Recievables
65