Fitch Ratings has affirmed Adani International Container Terminal Private Limited’s (AICTPL) USD300 million senior secured partially amortising notes due 2031 at ‘BBB-‘. The Outlook is Stable.

RATING RATIONALE

AICTPL’s credit assessment reflects its strategic position as the largest container terminal at the primary port of call in north-west India, revenue stability from long-term cargo contracts, and operational efficiency. This is moderated by customer concentration risk and a back-loaded amortisation profile. AICTPL’s financial profile is stronger than that commensurate with a ‘BBB-‘ rating, providing considerable headroom. However, the credit assessment is constrained by India’s (BBB-/Stable) Country Ceiling of ‘BBB-‘.

Fitch believes AICTPL’s long-term terminal service agreement with Mediterranean Shipping Company S.A. (MSC), which requires MSC to use AICTPL when its container ships call at Mundra Port, subject to AICTPL’s availability, supports revenue stability. AICTPL is 50%-owned by Terminal Investment Limited (TIL), which is majority-owned by MSC. These factors, along with the structural protections and absence of refinancing risk in the notes’ debt structure, limit the impact from any group-related contagion risk. Noteholders benefit from legal ring-fencing, cash flow waterfall mechanisms, and covenants restricting cash upstreaming and limiting indebtedness.

Fitch also believes the Adani group’s contagion risk has eased, reflected in its continued access to diversified funding and capital investment, with capex rising in the first half of the financial year ending March 2026 (FY26), despite the November 2024 US indictment of certain Adani Green Energy Limited board members. AICTPL’s other 50% owner is Adani Ports and Special Economic Zone Limited (APSEZ, BBB-/Stable).

KEY RATING DRIVERS

Best-In-Class but Large Single Counterparty: Revenue Risk: Volume – High Midrange

Our assessment reflects AICTPL’s position as India’s largest container terminal by throughput and the gateway to landlocked north-western India. Its relationship with MSC, which accounts for over 70% of throughput under the long-term terminal service agreement, and its strong origin-and-destination cargo profile, support low revenue volatility.

Volume risk is moderated by customer concentration and volatile transshipment cargo, which comprises nearly half of throughput but less than 20% of revenue. However, AICTPL’s strategic location, extensive rail and road connectivity, and modern infrastructure position it to attract alternative shipping lines if MSC cargo diverts, particularly given capacity constraints at Mundra Port’s other terminals.

Limited Flexibility in Modifying Tariff: Revenue Risk: Price – Midrange

AICTPL has the flexibility to fix tariffs under a sub-concession with APSEZ. Its long-term terminal service agreement with MSC sets a fixed price with annual tariff escalation and ends with the APSEZ’s sub-concession agreement in 2031. However, the agreement lacks take-or-pay or minimum throughput guarantees, which is not uncommon with the container terminal sector’s norms, which weighs on our price-risk assessment. AICTPL also regularly negotiates tariffs with other customers without these clauses.

Limited Capex Requirement: Infrastructure Development/Renewal – Stronger

AICTPL has operated above the 70% optimal port level for the past three years (FY25: 95%), even after capacity expanded in FY23. Management does not expect a material drop in efficiency, in line with its record. Other terminals within Mundra Port also operated above optimal levels. We expect AICTPL to undertake some capex to add machinery, if required, to maintain its operating efficiency level.

Modern equipment and deep draft allow it to handle ultra-large vessels. The terminal requires limited maintenance capex, with dredging handled by APSEZ. The sub-concession agreement requires APSEZ to maintain a minimum depth of 15.5m at the entrance channel and turning circle, and 17.5m by the berth at no cost to AICTPL.

Robust Structural Protection: Debt Structure – Stronger

The USD300 million debt is a senior secured 10-year partially amortising note, with a 20.5% balloon repayment at maturity and back-loaded amortisation profile. Noteholders benefit from protective structural features to restrict distributions; 100% of cash will be trapped if the 12-month backward-looking debt service coverage ratio (DSCR) drops below 1.50x or if the project life cover ratio drops below 1.95x.

The notes also have a six-month debt service reserve account. Risk from 20.5% balloon repayment at maturity is mitigated by a senior debt restricted amortisation account that requires the issuer to sweep cash up to the outstanding debt service amount, including principal and interest, starting from three years prior to the maturity date. The company relies on natural hedging to manage foreign-exchange risk. Nearly 90% of its revenue is US dollar linked.

Financial Profile

Fitch’s base case largely adopts management’s forecasts. Throughput growth is capped at 80% of the utilisation rate for FY25 to FY31, and a 3% tariff increase. We do not however factor in any tariff increase from FY26 to FY27. We exclude the terminal value from cash flow available for debt servicing to assess the cash flow from operations only. Fitch’s base case generates an average DSCR of 2.8x (excluding 2031, which is the end of the concession and repayment period), with a minimum of 1.1x in 2031 and 2.2x in 2030, excluding 2031. The base case generates a five-year average net debt/EBITDA of 1.1x, with a maximum of 1.8x.

Fitch’s rating case incorporates lower tariff growth and stress on operating expense, while throughput is capped at 70% of the utilisation rate for FY26 to FY31. We have also not factored in further capex for machinery enhancement in our rating case. Our rating case generates an average DSCR of 2.4x (excluding 2031), with a minimum of 1.1x in FY31 and 2.0x in FY30.

Repayment in FY31 is mitigated by a senior debt restricted amortisation account building up in the three years prior to the maturity date of the notes. AICTPL has to make payment into the account up to the outstanding debt-servicing amount until the maturity date, including principal and interest. Fitch’s average DSCR excludes this account. Fitch’s rating case generates a five-year average net debt/EBITDA of 1.6x, with a maximum of 2.1x.

PEER GROUP

We view AICTPL as comparable to JSW Infrastructure (JSWIL, BBB-/Stable), a large commercial port operator with geographically diversified port locations along India’s eastern and western coasts. However, JSWIL’s customer concentration, high commodity exposure, substantial refinancing risk, and limited protective debt features constrain its rating despite a strong financial profile. In contrast, AICTPL’s rating is constrained by India’s Country Ceiling.

AICTPL is also comparable to Port of Melbourne (issuing entity: Lonsdale Finance Pty Ltd: BBB/Stable), in our view. Both have similar operational scale, each handling approximately 3.5 million twenty-foot equivalent units of cargo. Port of Melbourne benefits from being the primary port of call with limited competition, a diversified landlord port business model, and a long concession life.

However, AICTPL has a stronger debt profile due to its amortising debt structure, which is protected by robust covenants and security features, compared with Port of Melbourne’s corporate-like debt structure with minimal protective features. Port of Melbourne also faces relatively high net leverage and considerable refinancing risk. Nevertheless, its overall stronger qualitative attributes support the higher leverage.

RATING SENSITIVITIES

Factors that Could, Individually or Collectively, Lead to Negative Rating Action/Downgrade

Average annual DSCR in Fitch’s rating case drops below 1.7x persistently on operational underperformance.

Factors that Could, Individually or Collectively, Lead to Positive Rating Action/Upgrade

An upward revision in India’s Country Ceiling to ‘BBB’, from ‘BBB-‘, with DSCR remaining sustainably above 1.8x.

CREDIT UPDATE

Cargo handled increased by 5% yoy in FY25. MSC continues to be the biggest customer of AICTPL with 80% share in total cargo volume. About half of AICTPL’s cargo handled are transshipment cargoes (FY24: 42%). Revenue, however, decreased by about 0.5% due to a larger transshipment cargo share, which typically has lower tariffs.

At the shareholder level, the Securities and Exchange Board of India ruled in September 2025 that the Adani group did not violate regulatory disclosure norms or constitute market manipulation, as alleged in a 2023 short-seller report.

REFERENCES FOR SUBSTANTIALLY MATERIAL SOURCE CITED AS KEY DRIVER OF RATING

The principal sources of information used in the analysis are described in the Applicable Criteria.

ESG Considerations

The highest level of ESG credit relevance is a score of ‘3’, unless otherwise disclosed in this section. A score of ‘3’ means ESG issues are credit-neutral or have only a minimal credit impact on the entity, either due to their nature or the way in which they are being managed by the entity. Fitch’s ESG Relevance Scores are not inputs in the rating process; they are an observation on the relevance and materiality of ESG factors in the rating decision.
Source: Fitch Ratings