[A test of the new approach came this month, when a tribunal in New Delhi dismissed an appeal by a steel company, Innoventive Industries, which was arguing, among other claims, that a state law allowed it to suspend its liability temporarily. The tribunal ruled that the country’s new bankruptcy law prevailed.]
By Anita Raghavan
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Indian banks held about
$105 billion in gross nonperforming loans as of Sept. 30,
according to the Reserve
Bank of India. Credit Indranil Mukherjee/Agence
France-Presse — Getty
Images
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MUMBAI, India — In India, the vultures are
circling.
These vultures are investors looking for
opportunities in distressed assets and bad debts. For years they had avoided
investing in India, put off by a creakingly slow legal system and a
labyrinthine bureaucracy.
But a new bankruptcy law and a move this
month to give India’s central bank expansive powers to tackle bad debt have
excited investors both here and abroad who think investing in India’s distressed
market could produce double-digit returns.
“The new bankruptcy laws have been given
teeth, which finally makes Indian credit markets attractive to foreign
investors,” said Saleem Siddiqi, founder of Musst Investments, a family office
in London. Mr. Siddiqi is creating an Indian merchant bank to invest in
middle-market corporate loans.
A test of the new approach came this month,
when a tribunal in New Delhi dismissed an appeal by a steel company,
Innoventive Industries, which was arguing, among other claims, that a state law
allowed it to suspend its liability temporarily. The tribunal ruled that the
country’s new bankruptcy law prevailed.
“Now the first case is resolved, you will see
an onslaught of deals from the big guys,” says Ravi Chachra, managing partner
of the Mumbai-based asset manager Eight Capital.
Indian banks held about $105 billion in gross
nonperforming loans as of Sept. 30, according to the Reserve Bank of India. One
troubled asset has even received global recognition: the $1.3 billion in unpaid
loans owed to banks by the beer-and-airline titan Vijay Mallya.
The new bankruptcy law is aimed at cleaning
up the nation’s mountain of debt, making it easier to dissolve a company and
recover money. In India, where parties can drag out bankruptcies for years, the
law has an important feature requiring a bankruptcy to be completed within 180
days in the event of default.
The effective functioning of the bankruptcy
law “is one of the steps in helping India modernize and function properly,”
said J. Christopher Flowers, chief executive of J. C. Flowers & Company.
His firm, in partnership with an Indian investment bank, Ambit, received
approval from the Reserve Bank late last year for a required license to set up
an asset reconstruction company as a way to work out problem loans.
Mr. Flowers, a former Goldman Sachs partner,
made a fortune buying into Japanese banks nearly 20 years ago, but struggled
with some of the investments he made during the financial crisis.
In India, Mr. Flowers noted, “you have a
credit market which doesn’t function very well because creditors can’t collect
on their debt and credit ends up in the wrong places.”
“Borrowing costs are high and banks don’t
make money,” he said. “Bad debt clogs the system.”
One of the challenges investors like Mr.
Flowers face is that so far, banks have been reluctant to swallow the big
discounts that investors are demanding to acquire bad assets. Little more than
$3 billion in nonperforming assets were sold to asset reconstruction companies
in the 2016 fiscal year, according to a report from Credit Suisse.
Some widely reported deals haven’t
materialized. The San Francisco-based asset manager Farallon Capital is no
longer expected to acquire a 24 percent stake in the struggling Essar Steel.
India’s robust growth slowed recently as a
result of the government’s unexpected move last year to ban 86 percent of the
nation’s currency in an effort to root out “black money,” currency on which
taxes haven’t been paid. The move has produced widespread shortages of cash.
Economic growth is expected to face challenges as long as banks here are
saddled with enormous bad debts.
“What is uncomfortable,” says Renny Thomas,
senior partner and head of financial services for the consulting firm McKinsey
& Company in India, “is that the unprovided-for part of Indian banks’ total
nonperforming loans is a significant proportion of the net worth of the banking
system.”
Long term, some foreign investors think the
bankruptcy law change could have far-reaching ramifications for India’s capital
markets, the jet fuel of a soaring economy. Indian companies have historically
relied on selling stocks or lining up bank loans to finance their activities.
Corporate bonds represent a tiny fraction of capital-raising.
“For the corporate bond market to develop in
India, you need to have jurisprudence, you need to have recourse, you need to
have laws, you need to have transparency,” said Mr. Siddiqi of Musst
Investments. “The way India deals with nonperforming loans will be a litmus
test of that.”
In addition to J. C. Flowers, other foreign
players have set plans to participate in India’s distressed-debt market.
ICICI Bank of India and an affiliate of the
private equity firm Apollo Global Management have agreed to work together in
resolving debts in India “in an effort to revitalize and turn around
overleveraged borrowers.” And Bain Capital and Piramal Enterprises, a
diversified Indian company, have signed an accord to create a strategic
partnership to invest in Indian restructurings.
Both of the American firms are following in
the footsteps of the restructuring investor Wilbur L. Ross, now the United
States commerce secretary. Nearly a decade ago, Mr. Ross invested in the
struggling Indian airline SpiceJet, helping turn around the company by
installing new leadership before selling at a profit. It was among a handful of
investments in India for Mr. Ross.
In contrast with their solo forays into
private equity, this time big foreign firms entering the distressed arena are
largely choosing to team up with Indian firms.
The Edelweiss Group, a Mumbai brokerage firm,
signed an agreement last fall with Canada’s second-biggest pension fund, Caisse
de Dépôt et Placement du Québec, for the Canadian fund to invest up to $700
million in distressed assets and private debt in India over four years. As part
of the deal, Caisse de Dépôt plans to take a 20 percent stake in Edelweiss
Asset Reconstruction Company, which has about $5.4 billion in assets.
“Credit in emerging markets is ideally played
by local players with local talent,” Venkat Ramaswamy, Edelweiss’s co-founder,
said in an interview in his office, surrounded by different manifestations of
the Indian elephant protector god, Ganesha. That’s because, as Mr. Ramaswamy
explained, “Your permanency” or staying power and “knowledge of the local risks
and operating conditions is important to recovery on an investment in debt.”
In March, a Carlyle Group fund, which owned
an 8.2 percent stake in Mr. Ramaswamy’s brokerage firm, Edelweiss, sold its holding
for about $130 million.
Many foreign firms have been waiting for the
first big test of the bankruptcy legislation.
In 2016, ICICI began an insolvency proceeding
against Innoventive, the first move by a bank to recover assets under the new
law. Innoventive fought back, arguing that a special act by the state of
Maharashtra, where the company is based, had resulted in suspension of the
company’s liabilities for a year, thus nullifying ICICI Bank’s claim at the
time.
After a hearing, the National Company Law
Tribunal, the body adjudicating cases under the new bankruptcy law, moved to
admit the case. Undeterred, Innoventive challenged the constitutional validity
of the new law.
The recent ruling upholding the law does not
guarantee clear sailing ahead, however.
“There will be some teething problems,” says
Srini Sriniwasan, managing director at Kotak Investment Advisors Ltd., a unit
of the Indian bank Kotak Mahindra.
Still, he is optimistic about the efficacy of
the new bankruptcy law. “The speed at which the insolvency code was introduced
and implemented is remarkable by Indian standards, ” he said.
Kotak has enjoyed a ringside seat while
watching India’s distressed market swell.
The glass-walled building Mr. Sriniwasan sits
in, in Mumbai’s Bandra Kurla complex, was built by a finance company. It had
been allotted the land in an auction more than a decade ago.
When the firm failed, Kotak started buying
some of the debt underlying the property from other public-sector banks.
An auction was set to sell off the property,
but before it could proceed, Kotak had acquired all the nonperforming loans —
and in doing so, secured ownership of the property.