CR-2024-Q4-2-ICRA-RE Office REITs

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Indian Commercial Real

Estate Sector – Office REIT


REIT-ready office provides an
investment opportunity of Rs. 5.8–
6.2 lakh crore across top seven cities

JANUARY 2024
s.sahu@adityabirlacapital.com 1/31/2024 10:21:01 AM
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Highlights
Total Grade A office supply for the top seven cities in India stood at ~956 million square feet (msf) as
on September 30, 2023. Bangalore leads the supply with a share of 25%, followed by Delhi NCR
(20%), MMR (18%), Hyderabad (14%), Pune (11%), Chennai (8%) and Kolkata (4%). Around 53-55% of
the upcoming supply in FY2024 and FY2025 is in the Hyderabad and Bangalore markets.
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As of September 2023, there are three listed office REITs in India, namely Embassy REIT, Mindspace
REIT-ready office assets are estimated REIT and Brookfield India REIT (BIRET), which accounted for 9% of total Grade A office supply across
at 511 msf in top seven cities, the top seven cities. REIT office supply increased by 3.3 times in the last five years, wherein
indicating a significant potential for Bangalore led with the REIT office share of 28%, followed by MMR (20%) and Pune (13%). The IT and
further REIT listings. BFSI segments accounted for 55-60% of rentals across the REIT portfolio.

Favourable demographics, a highly


skilled and cost-effective talent pool, REIT-ready office space is estimated at 511 msf. Bangalore leads REIT-ready office space by a huge
availability of high-quality office margin with ready supply at 158 msf, followed by MMR (83 msf) and Hyderabad (78 msf). With cap
spaces at competitive rentals, would rates of 8-8.5%, ICRA estimates the value of REIT-ready office assets at around Rs. 5.8-6.2 lakh crore.
continue to drive demand for the
Indian office portfolio in the medium to
long term. In an expected regulatory amendment, the Government of India amended SEZ rules to allow partial
and floor-wise denotification of IT-SEZ properties, which is expected to revive the attractiveness of
SEZ spaces and improve their occupancy.

Top seven cities include Bangalore, Chennai, Delhi NCR, Hyderabad, Kolkata, Mumbai Metropolitan Region (MMR) and Pune
s.sahu@adityabirlacapital.com
To arrive at REIT-ready office spaces, ICRA has included developers 1/31/2024
with at least 1 million sft of Grade A office space across top 710:21:01 AM occupancy of 75% as
cities with a minimum 22
on September 30, 2023. www.icra.in
Agenda

1 Outlook on Commercial Office –


Stable 2 Trends in Office REITs in India
3 Updates on Regulatory
Amendments

4 5
Rating Actions in Commercial
REIT-Ready Office Spaces
Real Estate

s.sahu@adityabirlacapital.com 1/31/2024 10:21:01 AM


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Outlook on Commercial Office – Stable

Global macroeconomic headwinds loom over office leasing


s.sahu@adityabirlacapital.com 1/31/2024 10:21:01 AM
Commercial office segment – Stable

₹ Outlook – FY2025

OCCUPANCY RENTALS and NOI LEVERAGE COVERAGE

Occupancy to decline Contracted rent escalations & Leverage to ease in FY2025 Coverage to improve on the
marginally new tie-ups to support rentals back of increase in NOI
& NOI

Occupancy to dip to around 83.8- Debt-to-NOI ratio expected to DSCR is expected to remain healthy
Rental inflow and net operating
84.0% during FY2024 and FY2025 improve to 4.5-4.6x in FY2025 from at 1.35x in FY2025 compared to
income (NOI) expected to increase by
estimated levels of 5.2-5.3x in 1.25x in FY2024
11-12% in FY2025
FY2024, supported by higher NOI

s.sahu@adityabirlacapital.com 1/31/2024 10:21:01 AM


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www.icra.in
Trends in Office REITs in India

REIT office space accounts for ~9% of Grade A office supply as of September 2023
s.sahu@adityabirlacapital.com 1/31/2024 10:21:01 AM
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Overview of office REITs in India

Exhibit 1: REITs account for 9% of total Grade A office supply in top 7 cities Exhibit 2: REIT office space increased by 3.3 times in last 5 years

90 72.1 74.3 82.1


Mindspace REIT 66.5
3% 14.3 20.7
Non-REIT Brookfield India 14.1
10.3

million sft
60
91% REIT
23.9 24.2 25.7 26.1
2% 24.8 26.2
30
26.2 32.3 33.8 34.3 35.3
Embassy REIT 24.8
4% 0
Mar-19 Mar-20 Mar-21 Mar-22 Mar-23 Sep-23
Embassy REIT Mindspace REIT Brookfield India REIT
Source: Propequity, ICRA Research

Exhibit 3: SEZ area accounts for ~64% of operational REIT supply Exhibit 4: REITs city-wise office space (in msf) and occupancy

25.0 23.1 16.8


20.0
15.0 10.8 10.1 9.7 3.1
7.6 1.1
36% 10.0 89%
SEZ 5.0 83% 83% 80%
82% 89% 74% 73%
0.0
Non SEZ

Pune

Noida

Gurugram

Kolkata

Chennai
Hyderabad
Bangalore

Mumbai
64%

Occupancy
Source: ICRA Research; data as on September 30, 2023
s.sahu@adityabirlacapital.com 1/31/2024 10:21:01 AM
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www.icra.in
IT/ITes and BFSI sectors lead gross rental contribution across REIT portfolio

Exhibit 5: Embassy REIT Exhibit 6: Mindspace REIT

21% 14%
IT/ITes IT/ITes

36% BFSI 6% BFSI


Consulting & Analytics 7% 45% Engineering
6%
Healthcare Telecom & Media
7%
Retail 10% Professional Services
9% Others Others
21% 20%

Exhibit 7: Brookfield India REIT Exhibit 8: Trends in occupancy of office REITs during FY2019–H1 FY2024

94% 91%
24% Technology 100% 83% 84% 87%
80%
30%
BFSI
Consulting 50%
4% Healthcare
4%
Industrials & Logistics
0%
Others Embassy REIT Mindspace REIT Brookfield India REIT
16% 22%
Source: ICRA Research Mar-19 Mar-20 Mar-21 Mar-22 Mar-23 Sep-23

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Office REITs raised ~Rs. 22,700 crore equity till September 30, 2023

Name of the entity Embassy REIT Mindspace REIT Brookfield India REIT
Embassy Property K Raheja Corp Investment Managers Brookfield Group (BSREP India Office
Sponsor
Developments Private Limited Private Limited Holdings Pvt. Ltd)
Date of listing April 01, 2019 Aug 07, 2020 Feb 16, 2021
Amount raised at listing in Rs. crore 4750 4500 3800
Subscription (times) 2.57 12.96 7.94
Offer Price 300 275 275
Listing Price 312 304 282
Unit price as on Dec 31, 2023 324.65 323.29 235.43
Sponsor holding as on Sep 30, 2023 7.7% 63.5% 43.9%
Yield on IPO price as on Sep 30, 2023 7.3% 7.0% 6.0%
Date November 2020 March 2023 September 2023 February 2022 August 2023
Condor Techspace G1* &
Asset Embassy Techvillage Embassy Business Hub Commerzone Porur, Chennai Candor Techspace N2
Downtown, Powai*
Acquisitions Valuation Rs. 9782 crore Rs. 335 crore Rs. 182 crore Rs. 3966 crore Rs. 11,916 crore

IP – Rs. 3700 crore QIP – Rs. 2305 crore


PI – Rs. 950 crore and
Source of funding PI – Rs. 2307 crore and Entirely funded by debt Entirely funded by debt PI – Rs. 400 crore
balance through debt
balance through debt and balance through debt

Cap rate of above acquisitions 7.5% 8.25% 8.0% 7.7% 8.0%


Net LTV (%) as on Sep 30, 2023 29.0% 19.8% 34.3%
Total leasable area (in msf) (at the April 01, 2019 September 30, 2023 August 07, 2020 September 30, 2023 February 16, 2021 September 30, 2023
time of listing/latest date) 24.8 35.3 29.5 32.2 10.3 20.7

Source: ICRA Research; net LTV – net debt/valuation; *50% s.sahu@adityabirlacapital.com


of stake is acquired by BIRET and 50% by Government1/31/2024 10:21:01
of Singapore Investment AM(GIC)
Corporation
IP – Institutional placement; PI – Preferential Issue; QIP – Qualified Institutional Placement 99
www.icra.in
Net LTV trends of listed REITs
Acquisition of Acquisition of Acquisition of Candor
40% Embassy Tech Embassy Techspace G1 & Downtown
Village Business Hub Acquisition of Powai
Candor
34%
35% Techspace N2
32% 32%
31%
30% 29%
28% Acquisition of
26% Commerzone
24% 24% Porur, Chennai
25%
22%
20%
20% 18% 18% 19%
17%
16% 16%
15% 15%
15% 14% 14%

10%

5%

0%
Embassy REIT Mindspace REIT Brookfield India REIT

Mar-20 Sep-20 Mar-21 Sep-21 Mar-22 Sep-22 Mar-23 Sep-23

Source: ICRA Research; Net LTV – net debt/Valuation s.sahu@adityabirlacapital.com 1/31/2024 10:21:01 AM
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Debt composition of listed REITs

Exhibit 9: Debt mix at REIT and SPV level for office REITs Exhibit 10: Instrument wise debt mix*

100% 100%
35% 30%
50% 75% 44%

50% 93% 50% 93%


65% 70%
50% 25% 56%

0% 7% 0% 7%
Embassy REIT Mindspace REIT Brookfield India REIT Embassy REIT Mindspace REIT Brookfield India REIT
REIT level (%) SPV level (%) Non Convertible Debentures Term loans

Exhibit 11: Trend of NCDs raised by Mindspace REIT Exhibit 12: Trend of NCDs raised by Embassy REIT

600 8.0% 8.0% 7.8% 8.0% 10% 3000 7.8% 8.1% 8.0% 8.2% 10.00%
6.4% 6.4% 6.3% 7.1% 7.4%
6.7% 6.8%
400 2000
5% 5.00%
200 1000
75 2600 300 2500 2000 1000 1050 1000
500 500 550 500 500 500 500
0 0% 0 0.00%
Mar-21 Feb-22 Jul-22 Mar-23 Jun-23 Sep-23 Jan-21 Sep-21 Oct-21 Oct-21 Apr-22 Jun-23 Aug-23 Sep-23 Jan-24

Issue Size in Rs. crore Coupon Rate (%) Issue Size in Rs. crore Coupon Rate (%)

s.sahu@adityabirlacapital.com
Source: ICRA Research; *Brookfield India REIT doesn’t have 1/31/2024
any listed NCDs at REIT level. It has one listed commercial Paper 10:21:01 AM
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Comparison of REIT NCD coupons with G-sec and corporate bond yields

Borrowing spread for REIT over similar tenure G-Sec/Corporate bonds has reduced substantially in recent times

8.5%
8.0% 8.1%
8.0%
8.0% 7.8%
44 bps
7.4%
7.5%
7.1%
7.0% 6.8%

6.4% 96 bps
6.5% 72 bps

6.0%

5.5%

5.0%

4.5%

10/1/2022

1/1/2023
1/1/2021
2/1/2021
3/1/2021
4/1/2021
5/1/2021
6/1/2021
7/1/2021
8/1/2021
9/1/2021
10/1/2021
11/1/2021
12/1/2021
1/1/2022
2/1/2022
3/1/2022
4/1/2022
5/1/2022
6/1/2022
7/1/2022
8/1/2022
9/1/2022

11/1/2022
12/1/2022

2/1/2023
3/1/2023
4/1/2023
5/1/2023
6/1/2023
7/1/2023
8/1/2023
9/1/2023
10/1/2023
11/1/2023
12/1/2023
1/1/2024
G-SEC Corporate REIT

Source: ICRA Research, Alternative Investment Markets ofs.sahu@adityabirlacapital.com


India 1/31/2024 10:21:01 AM
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Updates on Regulatory Amendments

Recent amendments for denotification of SEZ to favour REITs


s.sahu@adityabirlacapital.com 1/31/2024 10:21:01 AM
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SEZ occupancy likely to revive in the medium term following recent Government
amendment
Exhibit 13: Quarterly trend in listed REITs’ SEZ occupancies

90% 89% 88% ▪ ICRA estimates SEZ space accounting for ~64% of total operational REIT
87% supply as on September 30, 2023.
86% 86%
85% 85% 85%
85% 84% ▪ Ever since direct tax benefits were taken away for SEZ units in March 2020,
they were less attractive as there was no major benefit provided to tenants.
81%
80% In addition, the Government of India had proposed introducing the
80% Development of Enterprise and Service Hubs (DESH) Bill to implement
reforms for SEZs. This had caused uncertainty among tenants of these
75% spaces who had either deferred to renew their lease or not taken up new
75%
spaces, leading to higher vacancy since December 2020.
▪ In December 2023, the Government of India announced partial and floor-
70% wise denotification of IT-SEZs. This would allow the denotification of certain
parts of SEZ buildings as non-SEZ spaces and lease it to tenants. This
intervention by the GoI is expected to revive the attractiveness of SEZ
65%
Embassy REIT Mindspace REIT Brookfield REIT spaces, transforming them to dynamic offices.

Jun-21 Jun-22 Jun-23 Sep-23

Source: ICRA Research

s.sahu@adityabirlacapital.com 1/31/2024 10:21:01 AM


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REIT-ready Office Spaces

REIT-ready office space of 510 msf with investment opportunity of Rs. 5.8–6.2 lakh crore
across top seven cities
s.sahu@adityabirlacapital.com 1/31/2024 10:21:01 AM
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REIT-ready office supply stands at 6-6.5 times of current REITs’ operational area

Exhibit 14: Around 53-54% of India’s Grade A office space is REIT-ready (September 2023)

Existing REIT space


9%

Other Grade A space


38%

REIT Ready Grade A office space


53%

Source: Propequity, ICRA Research; To arrive at REIT-ready office spaces, ICRA has included developers with at least 1 million sft of Grade A office space across top 7 cities with a minimum occupancy of 75%
as of September 30, 2023.

▪ As of September 2023, total Grade A office supply stood at 956 msf across the top seven cities. Of this around 82.1 msf (9%) made up the existing REIT supply.
REIT-ready office space is estimated at 510 msf (53-54%) of total office supply, indicating a significant potential for further REIT listings in the commercial office
space.
▪ REIT-ready office supply has the potential to increase the market by 6.0-6.5 times.

s.sahu@adityabirlacapital.com 1/31/2024 10:21:01 AM


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Average rental for REIT-ready assets remains higher than existing REITs

Exhibit 15: Trend of rental rates (in Rs./sft) for listed office REITs Exhibit 16: Range of rental rates for REIT-ready assets across markets

90 84
79 81
75 Consolidated
71 70 95
75 65 65 68 116
63 64 MMR
60 148
60 56 83
Bangalore
91
Delhi NCR 71
45 89
Pune 79
30 86
Chennai 68
76
15 Hyderabad 65
75
0 Kolkata 50
59
Embassy REIT Mindspace REIT Brookfield India REIT

Mar-21 Mar-22 Mar-23 Sep-23 Rental Range of REIT-Ready Office spaces

Source: ICRA Research; Excluding rental rates of any new acquisitions during Mar 2021-Sep 2023 Source: ICRA Research, Propequity

▪ Average lease rentals of listed REITs’ office portfolio are lower than REIT-ready assets due to a higher share of SEZ offices in current REIT assets (64% share) and
their presence limited to certain micro-markets.

s.sahu@adityabirlacapital.com 1/31/2024 10:21:01 AM


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Investment opportunity of Rs. 5.8–6.2 lakh crore in REIT-ready office spaces

Exhibit 17: City-wise distribution of REIT-ready office space Exhibit 18: Investment for REIT-ready office space

City REIT-ready Investment in Rs. ‘000 crore


Kolkata
Chennai 3% (17 msf) Bangalore 184 - 196
10% (49 msf)
MMR 136 - 144
Bangalore Hyderabad 71 - 76
31% (158 msf)
Pune Delhi NCR 72 - 77
11% (54 msf)
Pune 59 - 63

Chennai 47 - 50

Kolkata 12 - 13

Delhi NCR Total 583 - 619


14% (72 msf)
▪ Bangalore, which already leads in total office supply in India, also has the
highest REIT-ready office space with 158 msf, followed by MMR (83 msf) and
MMR
16% (83 msf) Hyderabad (78 msf).
Hyderabad
15% (78 msf) ▪ Though Hyderabad leads marginally in REIT-ready space, due to higher
weighted average rental rates in Delhi NCR, the investment opportunity
requirement is greater in Delhi NCR.
Source: Propequity, ICRA Research
s.sahu@adityabirlacapital.com
To arrive at the investment opportunity for REIT-ready office spaces, ICRA has used cap rate of 8–8.5%. 1/31/2024 10:21:01 AM
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Rating Actions in Commercial Real Estate

Office portfolio witnessed five upgrades and four downgrades in 9M FY2024


s.sahu@adityabirlacapital.com 1/31/2024 10:21:01 AM
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Rating actions in commercial office leasing

Exhibit 19: Rating distribution of ICRA-rated entities Exhibit 20: Count of upgrades and downgrades

20
6%
10% 15
AAA
39% 10
AA

A 5

46%
BBB 0
FY2019 FY2020 FY2021 FY2022 FY2023 9M FY2024
Upgrades Downgrades Credit ratio

Source: ICRA Research; Excludes rating actions due to issuer non-cooperation Source: ICRA Research; Excludes rating actions due to issuer non-cooperation

▪ The rating distribution of entities in the office leasing segment is skewed towards higher rating categories with the median rating falling in the A category. This
reflects the high degree of consolidation in the industry with larger developers benefiting from their established market position and access to capital.
▪ There were five upgrades and four downgrades (of which three are part of the same group) in 9M FY2024. Healthy increase in pre-leasing, thereby mitigating
refinancing risk for the under-construction asset, and improvement in occupancy levels for the operational portfolio, resulting in improvement in debt
protection metrics, were the major reasons for the upgrades in 9M FY2024. For the three entities, which are part of the same group, delay in ramp-up of
occupancy levels and increase in indebtedness adversely impacted the debt protection metrics and resulted in a rating downgrade. Space rationalisation from a
major tenant and the resultant moderation in debt protection metrics were the reasons for another downgrade.
s.sahu@adityabirlacapital.com 1/31/2024 10:21:01 AM
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Annexure 1: Other Developments

▪ In November 2023, SEBI introduced a new regulatory framework for small and medium REITs amending REIT Regulations of 2014. The key
amendments are:
• Asset value requirement: Small and medium REITs can have asset value of at least Rs. 50 crore against Rs. 500 crore for existing REITs
• Scheme creation: Small and medium REITs can establish separate schemes for owning real estate assets through SPVs. Mandatory
registration of existing Fractional Ownership Platforms (FOPs) and new ones under SEBI

Parameter For current REITs For small and medium REITs


to hold not less than 5% of the number of units of the REIT on post-initial to hold minimum of 15% of total units of SM REIT for each scheme for period of
Sponsor holding
offer basis atleast 3 years from the date of listing
the sponsor(s), on a collective basis, have a networth of not less than Rs. at least Rs. 20 crores. Out of the same, an amount of Rs. 10 crore shall be in the form
Sponsor net worth 100 crore; provided that each sponsor has a net worth of not less than of liquid net worth. Liquid net worth shall mean net worth deployed in liquid assets
Rs. 20 crore which are unencumbered.
Asset size minimum value of the assets owned by REIT should be Rs. 500 crore Rs. 25 crore minimum and should not exceed Rs. 499 crore
required to invest at least 80% of its value in completed and revenue 95% of the value shall be invested in completed and rent generating real estate
Investments generating assets and maximum 20% can be invested in under properties. The balance 5% can be deployed in liquid assets which are
development assets unencumbered.
Not less than 95% of NDCF of SPV shall be distributed to SM REIT. 100% of net
Distribution 90% of its net distributable cash flows (NDCF) to its investors distributable cash flows of the SM REIT shall be distributed to the scheme wise unit
holders
minimum number of unit holders other than sponsor(s), its related
from at least twenty investors that are unrelated to the Sponsor, its related parties
Fund raising parties and its associates forming part of public shall be not less than
and its associates.
two hundred
Debt at REIT level allowed not allowed

Small and medium REITs will provide an opportunity for small Grade A and majority of the Grade B office developers to deleverage. Also, Fractional
Ownership Platforms are expected to get formalised and thereby get wider acceptance from the market.

s.sahu@adityabirlacapital.com 1/31/2024 10:21:01 AM


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Analytical Contact Details
Name Designation Email Contact Number

Rajeshwar Burla Senior Vice President & Group Head rajeshwar.burla@icraindia.com 040 – 6939 6443

Anupama Reddy Vice President & Co Group Head anupama.reddy@icraindia.com 040 – 6939 6427

Abhishek Lahoti Assistant Vice President & Sector Head abhishek.lahoti@icraindia.com 040 – 6939 6433

Rabbani Mohammed D Analyst d.rabbani@icraindia.com 040 – 6939 6422

s.sahu@adityabirlacapital.com 1/31/2024 10:21:01 AM


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Business Development/Media Contact Details
Name Designation Email Contact Number

L Shivakumar Chief Business Officer shivakumar@icraindia.com 022-61693304

Neha Agarwal Head – Research Sales neha.agarwal@icraindia.com 022-61693338

Rohit Gupta Head Business Development - Infrastructure Sector rohitg@icraindia.com 0124-4545340

Vivek Bhalla Head Business Development - Financial Sector vivek.bhalla@icraindia.com 022-61693372

Vipin Saboo Head Business Development – Corporate Sector - West & East vipin.saboo@icraindia.com 022-61693348

Shivam Bhatia Head Business Development – Corporate Sector - North & South shivam.bhatia@icraindia.com 0124-4545803

Naznin Prodhani Head – Media & Communications communications@icraindia.com 0124-4545860

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© Copyright, 2024 ICRA Limited. All Rights Reserved.
All information contained herein has been obtained by ICRA from sources believed by it to be accurate and reliable. Although reasonable care has
been taken to ensure that the information herein is true, such information is provided 'as is' without any warranty of any kind, and ICRA in particular,
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inconsistent with the data, analyses and/or opinions in this publication. All information contained herein must be construed solely as statements of
opinion, and ICRA shall not be liable for any losses incurred by users from any use of this publication or its contents.
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Thank You!

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