Greenko Power II Limited / Restricted Group IV issuer summary

Date prepared: 2026-05-12
Issuer: Greenko Power II Limited
Substantive credit perimeter: Greenko Power II Limited / Restricted Group IV
Parent guarantor: Greenko Energy Holdings
Covered bond: USD 1.0bn 4.30% Senior Notes due 13 Dec 2028

1. Business Snapshot and Recent Developments

Greenko Power II Limited is a US dollar bond-issuing SPV backed by Indian renewable energy assets under Greenko Energy Holdings. It should not be analyzed as a standalone operating company. Rather, it should be read as an issuer through which proceeds from the US dollar bonds issued by Greenko Power II are invested in rupee-denominated debt issued or borrowed by Indian restricted entities, with the repayment cash flows from that debt flowing back to US dollar bondholders. The September 2025 disclosures also present Greenko Power II and the restricted entities through combined financial statements under “Greenko Power II Limited (Restricted Group IV),” and explicitly state that Restricted Group IV is not an independent legal group but carve-out financial information prepared to meet reporting requirements under the Senior Notes indenture.

The covered bond is the USD 1.0bn 4.30% Senior Notes due 2028 described in the SGX Offering Memorandum dated 7 December 2021. The notes were issued by Greenko Power II Limited, with Greenko Energy Holdings providing a parent guarantee. Interest is paid semi-annually on 13 June and 13 December each year, and the maturity date is 13 December 2028. Under the OM, the notes have mandatory amortization of 1.5% each half-year, together with a cash sweep-type MCS amortization mechanism. The bond is therefore not a pure bullet instrument, but it also is not structured so that the entire principal amount automatically amortizes before maturity. The residual principal in 2028 depends on operating cash flow, additional redemptions, refinancing market conditions, and the parent’s capital allocation.

At issuance, the OM stated that Greenko Power II’s use of proceeds was to repay or refinance existing rupee-denominated debt of certain Restricted Subsidiaries; Greenko Power II did not directly own Indian power generation assets. The initial covered assets at the OM date were described as operational assets comprising 24 wind assets totaling 1,100.3MW and 10 solar assets totaling 500.0MW, for an aggregate 1,600.3MW. In the 2025 financial statements, Restricted Group IV revenue is disclosed by wind, solar, and hydro. The initial asset composition described in the 2021 OM and the current accounting revenue categories are therefore not expressed in exactly the same way. This report accordingly treats separately the initial collateral and fund flow that can be confirmed from the 2021 OM and the actual financial performance that can be confirmed from the 2025 combined financial statements.

For the year ended March 2025, Restricted Group IV’s revenue and EBITDA declined year on year. Revenue fell from US$268.5mn in FY2024 to US$212.6mn in FY2025, while EBITDA declined from US$219.3mn to US$154.3mn. This reflected the combined effects of wind conditions and generation performance, foreign exchange, the composition of power sales revenue, related costs, and expected credit loss allowances, among other factors. The credit should not be read simply as a growth-company story. On the other hand, in the half-year to September 2025, revenue improved from US$137.9mn in the prior-year period to US$153.8mn, while EBITDA improved from US$115.1mn to US$127.7mn. A half-year comparison alone does not prove structural improvement, but it does confirm that generation and revenue, which had appeared weaker in the year ended March 2025, recovered to some extent in the September 2025 period.

The parent company, Greenko Energy Holdings, has broader credit issues. Greenko Group is a major Indian renewable energy operator, with wind, solar, and hydro assets, and is also pursuing large Integrated Renewable Energy Storage Projects that combine pumped storage and battery storage. In its FY2025 parent-level disclosures, the group explained that on 5 March 2025 it acquired an additional 60.075% stake in Sikkim Urja Limited, raising Greenko Group’s stake in SUL to 94.38%. SUL owns the 1,200MW Teesta III hydro power plant in Sikkim, an asset that suffered severe damage in the October 2023 floods. This report has not confirmed that SUL / Teesta III is included in Greenko Power II / RG IV. The SUL acquisition is an important event for Greenko Energy Holdings as a group, but for the bond analysis of Greenko Power II / Restricted Group IV, it is treated as a supplementary issue that may affect the parent guarantor’s liquidity, group leverage, capital allocation, and support capacity. The repayment source for Greenko Power II remains the cash flow from Restricted Group IV assets and rupee-denominated debt.

A key premise of this report is that the publicly available information has limits. From the SGX OM, FY2025 annual financials, and 1H FY2026 financials, it is possible to confirm the fund flow, parent guarantee, Indian NCD collateral, financial statements, revenue, EBITDA, borrowings, cash, receivables, and half-year cash flow. However, publicly available information alone does not sufficiently confirm items that directly affect investment decisions, such as the current legal outstanding amount, DSCR, DSRA, cash trap, hedging coverage, compliance certificates, actual MCS amortization payments, or current price, yield, and spread. The credit assessment is therefore an issuer summary based on public information, and additional materials would be required for a final investment decision on the specific bond.

2. Industry Position and Franchise Strength

Greenko Group is one of the major private-sector players in Indian renewable energy. At the parent level, the group has operational wind, solar, and hydro assets, and is also pursuing large projects that combine pumped storage and battery storage. Renewable power generation has less exposure to fuel price volatility than coal- or gas-fired generation, and if power sales are mainly under long-term PPAs, revenue visibility is relatively easier to establish. At the same time, under long-term PPAs with fixed or partly fixed tariffs, downside in generation volume, offtaker payment delays, foreign exchange, interest rates, and changes in financing markets flow directly into a narrower debt-service buffer.

The credit quality of an Indian renewable IPP is determined not simply by the size of its installed capacity, but by the offtaker, contract terms, currency, and capital structure under which it sells power. PPAs with central government-related entities such as NTPC or SECI are generally viewed as having lower collection risk than PPAs solely with state distribution companies. Greenko’s existing portfolio, however, includes a mix of state distribution companies, central government-related entities, and commercial and industrial customers. The OM describes multiple PPA counterparties and contractual terms, including NTPC, APSPDCL, TPDDL, GUVNL, and SECIL. This provides offtaker diversification, but it also means that contract terms, payment dates, default interest, termination provisions, minimum supply obligations, and change-of-control clauses differ by asset.

Long-term PPAs are a credit support. For example, the OM explains that the solar PPA with NTPC has a 25-year term and includes certain minimum generation requirements, payment due dates, default interest, and termination procedures. The TPDDL PPA is also described as a 20-year contract, with contracted capacity, delayed payment surcharge, and third-party sale rights in certain cases. These features make debt-service planning easier than for merchant generation exposed to spot power prices.

However, PPAs are not a cure-all. First, renewable power output depends on natural conditions. For wind, monsoons, seasonal variation, long-term changes in wind resources, and equipment availability affect PLF. For solar, irradiation, module degradation, substation equipment, and transmission constraints influence generation. For hydro, water availability, silt, floods, and equipment damage are material. Second, if a PPA counterparty delays payment, working capital and debt service come under pressure before any contractual right to delayed payment interest is monetized. Third, if grid constraints or curtailment occur, cash flow will decline unless contractual compensation is adequate. Fourth, in India’s renewable regulatory environment, state-by-state payment delays, open access charges, cross-subsidy surcharges, and changes in power procurement policy can affect revenue from C&I customers and state distribution companies.

The strength of Greenko Power II / RG IV is that it has a pool of multiple assets rather than a single project, and generation sources are diversified across wind, solar, and hydro. In a wind-only portfolio, weak wind conditions can materially depress full-year revenue, while the presence of solar and hydro can provide some degree of offset. In fact, the FY2025 parent MD&A states that wind revenue declined year on year, while hydro revenue increased. However, because this is a parent consolidated explanation and does not exactly match RG IV’s asset-level capacity or PPA-level revenue, this report prioritizes the disclosed financial figures for RG IV. The OM confirms diversification by PPA counterparty, but the share of RG IV revenue by major offtaker, the split among central government-related entities, state distribution companies, and private customers, and receivables balances by offtaker as of 2025 have not been confirmed.

In analyzing this credit, it is important not to overstate Greenko Group’s market position. The fact that Greenko Group is large and has strong shareholders such as GIC, ADIA, and ORIX supports capital market access. However, for bondholders of Greenko Power II, the repayment source is the specific Restricted Group IV cash flow, and bondholders do not have direct access to all assets of the parent company. The parent guarantee is important, but when the broader group faces large investment and refinancing needs, the guarantor’s own capacity to provide support must also be analyzed.

3. Segment Assessment

Restricted Group IV’s financial statements disclose revenue by wind, solar, and hydro. In FY2025, revenue from wind was US$134.3mn, solar was US$70.6mn, and hydro was US$7.7mn. In 1H FY2026, wind was US$86.3mn, solar was US$46.9mn, and hydro was US$20.6mn. Hydro revenue has a larger weight on a half-year basis, but simple annualization should be avoided because this may reflect seasonality and acquisition or operating status.

Unit: US$ mn. FY2024/FY2025 are from Greenko Power II FY2025 financial results, and 1H FY2025/1H FY2026 are from the September 2025 half-year financial results. Totals may not match due to rounding.

Wind is RG IV’s largest revenue source. In FY2025, wind revenue declined materially and was the main driver of the overall revenue decline at RG IV. In the parent MD&A, Greenko explains that, on a parent consolidated basis, wind PLF declined from 23.8% in FY2024 to 21.7% in FY2025, and that unfavorable wind conditions and rupee depreciation reduced wind revenue. This is not RG IV-only PLF, but it indicates a risk common to wind assets within the same group. Wind has no fuel cost and low marginal cost, but because generation depends on weather, debt-service capacity needs to be assessed not only on average wind conditions but also on P90 and low-wind-year sensitivities.

Solar generation is often more predictable than wind, but irradiation, module degradation, substation equipment, grid constraints, and the payment record of PPA counterparties remain important. FY2025 solar revenue declined only slightly year on year, while in 1H FY2026 it was below the prior-year period. Public materials do not provide enough information to separate the effects of seasonality, PPA tariffs, generation volume, and foreign exchange. Solar supports the stability of base revenue, but to judge debt-service capacity, PPA-by-PPA revenue, availability, curtailment, and collection days need to be reviewed further.

Hydro remained small within RG IV through FY2025, but it showed a certain contribution in the September 2025 period. Hydro generation has strong seasonality and is materially affected by drought, floods, silt, equipment damage, insurance recoveries, and restoration costs. RG IV’s hydro revenue is identifiable as a category in the combined financial statements, but this report has not confirmed that Sikkim Urja / Teesta III is included in RG IV. Sikkim Urja is an important event in parent disclosures, and this report treats it as an issue for the guarantor and group capital allocation rather than as a direct repayment source for Greenko Power II / RG IV. RG IV hydro revenue is as shown in the table above, but project-level PLF, PPA tariffs, insurance recoveries, and restoration costs have not been confirmed.

From a segment perspective, diversification across wind, solar, and hydro is credit-positive, but the segments do not carry the same types of risk. Wind is exposed to generation variability, hydro to disaster and water-availability risk, and solar to irradiation, grid, and module-degradation risk; offtaker collection and foreign exchange are common to all segments. The analysis should not conclude mechanically that the credit is safe because EBITDA was high in a given year, nor that it has structurally deteriorated because wind conditions were weak in one year. Generation volume, receivables collection, debt service, and refinancing need to be assessed as a continuous chain.

4. Financial Profile and Analysis

Restricted Group IV’s financial profile weakened in the year ended March 2025, but improved year on year in the September 2025 half-year. FY2025 revenue was US$212.6mn and EBITDA was US$154.3mn, down from FY2024 revenue of US$268.5mn and EBITDA of US$219.3mn. The EBITDA margin declined from about 81.7% in FY2024 to about 72.6% in FY2025, but the margin structure remains high for renewable power generation assets. Operating cash flow also declined from US$259.9mn in FY2024 to US$157.9mn in FY2025, but remained positive.

In the half-year to September 2025, revenue was US$153.8mn, EBITDA was US$127.7mn, and operating cash flow was US$87.0mn, all above the prior-year period. 1H FY2026 EBITDA covered finance cost of US$34.9mn for the period by about 3.7x, which appears solid if viewed only through accounting interest coverage. However, the bond needs to absorb not only interest but also mandatory amortization, MCS amortization, hedge premiums, taxes, and working capital. In fact, the 1H FY2026 cash flow statement shows operating cash flow of US$87.0mn, against borrowings repayment of US$37.5mn, derivative contract premiums of US$7.6mn, interest paid of US$20.1mn, and repayment of borrowings to the unrestricted group of US$10.1mn.

Unit: US$ mn. LTM Sep 2025 is an internal calculation based on FY2025 + 1H FY2026 - 1H FY2025. Sep 2025 borrowings less cash/deposits / EBITDA uses LTM EBITDA. This is a simplified metric based on public financials, not DSCR.

The first point to draw from the table is that RG IV has high-margin generation cash flow, but leverage cannot be described as low. Borrowings less cash/deposits were US$789.5mn in FY2025, equivalent to about 5.1x FY2025 EBITDA. As of September 2025, cash and bank deposits had increased and borrowings had declined slightly, improving the ratio to about 4.5x on LTM EBITDA. However, this is a simplified calculation based on public financials, not statutory DSCR or indenture-defined payment headroom. In addition, the borrowings shown in the table are accounting balances in the combined financial statements and should not be treated as the legal outstanding principal amount of the Greenko Power II 2028 Notes. The difference among Indian NCD balances, US dollar Notes balances, and actual mandatory / MCS amortization should be reconciled separately before an investment decision.

The second point is the weight of receivables. Gross trade receivables at end-September 2025 were US$133.1mn, up from US$102.3mn at end-FY2025. The ECL allowance was also large at US$33.5mn. Given that RG IV’s half-year revenue was US$153.8mn, the receivables balance is not immaterial. For a renewable IPP, receivables are not merely an accounting asset; they are an important indicator of offtaker payment behavior, state distribution company finances, recoverability of delayed payment interest, and working-capital pressure. As long as operating cash flow remains positive, this is not necessarily an immediate problem, but the increase in gross receivables and the high ECL allowance are constraints in the credit assessment.

The third point is that whether operating cash flow sufficiently exceeds debt service needs to be assessed carefully. FY2025 operating cash flow was US$157.9mn, well above finance cost of US$61.7mn for the year. However, FY2025 financing cash flow included borrowings repayment of US$112.3mn, repayment of unrestricted group borrowings of US$49.5mn, derivative contract premiums of US$15.2mn, and interest paid of US$46.6mn. Simple interest coverage is therefore insufficient to assess funding liquidity. The credit quality of generation assets should be assessed using operating cash flow, receivables collection, hedge costs, principal amortization, and refinancing at remaining maturity together, rather than EBITDA alone.

The fourth point is the dual nature of foreign exchange. The Indian generation assets generate revenue mainly in rupees, while the issued bond is denominated in US dollars. In the financial statements, the income statements of Indian subsidiaries are also translated into US dollars at average exchange rates, while assets and liabilities are translated at period-end rates. In the FY2025 parent MD&A, the average exchange rate is described as US$1 = Rs.84.57 for FY2025 and Rs.82.79 for FY2024, with rupee depreciation cited as a factor reducing US dollar revenue. Even if hedges are in place, hedge premiums and rollover terms affect debt service. In the September 2025 cash flow statement, derivative contract premiums of US$7.6mn were paid. FX hedging is therefore both a credit protection and a cash outflow.

As a provisional financial assessment, RG IV has a project bond-like repayment base consistent with the high-yield level at which it was assessed at issuance, supported by high EBITDA margins and positive operating cash flow from operational assets. However, given the FY2025 EBITDA decline, receivables, ECL allowance, foreign exchange, hedging, residual principal due in 2028, and the parent group’s large investments, it would be too crude to characterize the credit simply as stable because it is backed by renewable assets with long-term PPAs. DSCR, DSRA, MCS amortization, current balances, and hedge details need to be checked further for an investment decision.

5. Structural Considerations for Bondholders

The bond structure comprises multiple layers: issuance by Greenko Power II, a parent guarantee from Greenko Energy Holdings, rupee-denominated debt of Indian restricted entities, and collateral over Indian subsidiary assets. Under the OM, the Notes are senior unsecured obligations of Greenko Power II and are guaranteed by the Parent Guarantor on a senior basis. In addition, there is a first-ranking pledge over the issuer shares and security over the escrow account at issuance. The 2025 parent financial statement notes state that the Greenko Power II bonds are secured by a corporate guarantee from Greenko Energy Holdings and a pledge over GPIIL shares held by Wind Power Projects (Mauritius) Ltd, while the Rupee Denominated Bonds issued by the Indian subsidiaries to GPIIL are secured through an Indian trustee by collateral over the relevant subsidiaries’ assets.

This two-layer structure provides some protection to bondholders. First, the repayment source is not merely a discretionary upstreaming of funds from the parent, but is structured as repayment of rupee-denominated debt by the restricted entities. Second, the parent guarantee means that not only the restricted group but also the credit quality of Greenko Energy Holdings matters to bondholders. Third, the Indian NCDs have asset collateral, providing a degree of asset backing.

However, bondholder recovery is not the same as under a directly secured project bond. Greenko Power II is a Mauritius SPV and does not directly own the Indian generation assets. Bond collateral is limited to issuer shares and the escrow account, while collateral over Indian subsidiary assets is created at the rupee-denominated NCD layer. In stress, the relevant issues would include payment from the Indian subsidiaries to Greenko Power II, foreign exchange conversion, remittance, tax, enforcement of collateral under Indian law, the effectiveness of the parent guarantee, and priority relative to other group debt.

The parent guarantee is also not a sovereign guarantee. Greenko Energy Holdings is a major renewable energy group with a strong shareholder base and access to international capital markets, but the guarantee is a payment obligation as a general obligation of Greenko Energy Holdings. If pumped storage and battery investments, the Sikkim Urja acquisition and restoration, and refinancing of existing US dollar bonds overlap at the group level, the parent guarantor’s financial flexibility and capital market access may become constrained.

The OM’s mandatory amortization and MCS amortization are important protections for bondholders. Mandatory amortization is scheduled at 1.5% each half-year, for a total of 19.5%. MCS amortization is scheduled from 2022 through June 2028 on a step-up basis from 0.75% to 3.25%, for a total of 26.75%. However, the OM explains that if scheduled MCS amortization is not paid, the unpaid amount is carried forward to subsequent periods, but the non-payment itself does not constitute a Default. This means MCS should not be viewed as having the same firmness as ordinary principal amortization.

If the 19.5% mandatory amortization and 26.75% MCS amortization are both completed as scheduled, a simple calculation would leave about 53.75% of the original principal outstanding around maturity, excluding any other redemptions. If MCS has been carried forward, the residual principal at maturity would be larger. This is not a confirmation of the legal outstanding balance, but an approximation based on the OM schedule. The actual balance as of 2026 needs to be confirmed through the trustee, Bloomberg, redemption notices, and compliance certificates.

The largest unconfirmed structural items are the current functioning of the actual cash waterfall, DSRA or reserve account, distribution lock-up, restricted payment, cash trap, hedging account, and offshore / onshore cash movement. The OM provisions can be understood, but it has not been confirmed how much headroom exists as of 2026, whether any waiver or amendment has been granted, or whether MCS amortization has been executed as scheduled. For a project bond-like issuer, what matters is not only the contractual provisions themselves, but whether those provisions are still functioning as originally intended.

6. Capital Structure, Liquidity and Funding

As of end-September 2025, Restricted Group IV had borrowings of US$818.4mn, slightly down from US$829.9mn at end-March 2025. Cash and cash equivalents were US$29.4mn, and bank deposits were US$45.0mn, for a total of US$74.4mn. Borrowings less cash and bank deposits were about US$744.0mn, or about 4.5x LTM Sep 2025 EBITDA of US$167.0mn. The borrowings figure used here is the accounting balance in the combined financial statements, not the legal outstanding principal amount of the 2028 Notes. It is therefore a proxy for leverage analysis, but for maturity refinancing amount and bond recovery analysis, the Notes balance, Indian NCD balance, and actual mandatory / MCS amortization record need to be checked separately.

Short-term liquidity appears to have a certain buffer for normal operations and near-term interest payments, based on the latest half-year operating cash flow and cash / bank deposits. 1H FY2026 operating cash flow was US$87.0mn, covering finance cost of US$34.9mn and interest paid of US$20.1mn. In addition, bank deposits increased from US$10.2mn at end-March 2025 to US$45.0mn at end-September 2025. At the same time, trade receivables also increased during the period, indicating that revenue growth was not fully converted into cash.

Refinancing risk will become the central credit issue as the December 2028 maturity approaches. The bond has an issuance coupon of 4.30%, benefiting from the low-rate environment in 2021. In 2026 capital markets, the same issuer may not be able to refinance on the same terms. US dollar bonds from Indian renewable issuers are particularly affected by US rates, India country risk, the rupee, Greenko Group-specific large investments, parent guarantor leverage, and credit events among peers.

Greenko Group has a track record of refinancing through international bonds and domestic borrowings. CARE Ratings’ December 2024 release on Greenko Renewable Power Private Limited recognizes Greenko Group’s track record of large-scale international fundraising, strong shareholder base, and shareholder commitment, while also identifying constraints such as group leverage, maturity concentration over the next six years, large investments in pumped storage projects, underperformance of wind assets relative to expectations, and exposure to state distribution companies. This view is not a rating of the Greenko Power II bond itself, but it is useful for assessing the credit environment of the parent guarantor.

Another capital-structure issue is the funding relationship with the unrestricted group. As of end-September 2025, RG IV had borrowings from the unrestricted group of US$31.2mn, down from US$42.8mn at end-March 2025. This shows that intra-group funding movements remain in RG IV’s financial statements. Restricted Group IV is an indenture reporting perimeter and is not completely isolated from external capital alone. Intra-group funding can support liquidity, but in stress it may also compete with other group priorities.

As a liquidity assessment, as of May 2026, public information alone does not indicate a high near-term payment concern. Operating cash flow is positive, and cash / bank deposits are at a certain level. However, given the increase in receivables, unconfirmed DSRA, unconfirmed MCS track record, unconfirmed hedge details, and unconfirmed 2028 refinancing plan, it is not possible to conclude that issuer liquidity is strong. To assess whether to hold the 2028 bond, the next FY2026 annual disclosure, 2026 and 2027 redemption notices, Greenko Group’s refinancing plan, and the latest rating agency comments need to be monitored.

7. Rating Agency View

The December 2021 OM stated that the Notes and the Parent Guarantee were expected to be rated Ba1 by Moody’s and BB by Fitch. At issuance, this corresponded to a high-yield international rating level. It was not an investment-grade bond, but the rating indicated that a certain degree of credit quality was recognized for contracted Indian renewable generation assets. The rating level likely reflected the parent guarantee, PPAs, operational assets, asset collateral, and constraints related to refinancing, FX, offtakers, and group leverage.

However, as of the date of this report, the latest full Moody’s and Fitch reports on Greenko Power II Limited / the 2028 bond have not been obtained. Searches show secondary references to 2026 rating information on Greenko Energy Holdings as a whole and the Greenko Power II bond, but because the original reports have not been verified, this report does not make a definitive statement on the current rating level, outlook, or downgrade / upgrade triggers. This report uses the expected ratings in the issuance OM and publicly available domestic rating-agency group-related comments as supplementary material.

Information from Indian domestic rating agencies is useful for understanding this credit, but it needs to be used carefully. CARE Ratings analyzes Greenko Energy Holdings’ consolidated business and financial profile, shareholder base, international market funding record, long-term PPAs, large pumped storage investments, leverage, and state distribution company exposure in relation to domestic debt and bank borrowings of Greenko Group entities such as Greenko Renewable Power Private Limited. This is useful for understanding Greenko Group’s credit supports and constraints. However, domestic ratings may be based on domestic scales, rupee-denominated debt, specific guarantees and collateral, and bank borrowing terms, and should not be mechanically converted into international ratings for the US dollar-denominated Greenko Power II bond.

CARE’s December 2024 release recognizes Greenko Group’s strong shareholder structure, scale and diversification in renewables, long-term PPAs, equity commitments from shareholders, and progress in contracting pumped storage projects. At the same time, it highlights high Total Debt/EBITDA, maturities over the next several years, the long payback period for pumped storage projects, wind asset operating performance, credit quality of state distribution companies, and the Sikkim Urja acquisition and restoration as monitoring points. For the Greenko Power II bond, the directly relevant items among these are the parent guarantor’s financial flexibility, the group’s refinancing market access, capital allocation, and the common risks of offtakers and renewable generation assets.

The rating agencies’ view and this report’s view are broadly aligned. Supports include operational renewable assets, long-term PPAs, group scale, the parent guarantee, collateral structure, and capital market access. Constraints include leverage, refinancing, foreign exchange, receivables, state distribution companies, natural conditions, and large investments. The issue this report views particularly cautiously is that the current balance, DSCR, DSRA, and MCS track record for Greenko Power II / RG IV are difficult to confirm from public information alone. Even if the rating is maintained, bond investors need to verify the current market level and structural headroom separately.

8. Credit Positioning

Greenko Power II / RG IV can be positioned among Indian renewable restricted-group US dollar bonds as a credit supported by Greenko Group’s scale and parent guarantee, while also carrying 2028 refinancing risk and large parent-level investment risk. As with Adani Green Energy restricted group, Continuum Green Energy restricted group, and Clean Renewable Power (Hero Future Energies RG1), investors need to analyze not the issuer name alone, but the combination of covered assets, PPAs, offtakers, collateral, account controls, amortization structure, and the credit quality of the parent or sponsor.

For Adani Green RG-type bonds, the key issues are operational solar assets, long-term PPAs, semi-annual amortization, DSRA, and ring-fencing. For Continuum RG2, the issues are the mix of C&I customers and state distribution companies, wind and solar diversification, mandatory cash sweep, and 2033 refinancing. For Clean Renewable Power, the issues are Hero Future Energies’ Indian assets, refinancing of the 2027 maturity, SECI and state distribution company collections, and hedging. Compared with these, Greenko Power II benefits from the scale and international market track record of parent Greenko Group, but is also characterized by the need to assess group-wide capital allocation given the parent’s substantial pumped storage, hydro acquisition, and refinancing burden.

The comparison with parent Greenko Energy Holdings should be used to understand structure, not as a price comparison alone. The Greenko Power II bond benefits from a parent guarantee, but its repayment source is RG IV’s rupee-denominated debt and generation cash flow. It is not the same credit as a parent bond. RG IV’s collateral, asset pool, and amortization structure can be both an additional protection and a constraint. To conclude that it is simply safer or riskier than a parent bond, one would need to compare market price, balances, guarantee provisions, other debt, collateral, and DSCR.

At this point, there is insufficient market data to categorize the bond definitively as a “buy,” “hold,” or “avoid.” Price, YTW, Z-spread, G-spread, Indian renewable bonds of comparable maturity, other Greenko bonds, and Adani / Continuum / ReNew / Hero-related bonds need to be compared. From a credit perspective alone, however, Greenko Power II is a credit where the central issues are not near-term interest-payment risk, but refinancing of residual principal in 2028, parent guarantor capital market access, receivables collection, MCS track record, and DSCR confirmation. The bond could be considered if the spread provides sufficient compensation, but it is not a bond to hold casually based only on its low coupon and short remaining maturity while ignoring the information constraints.

9. Key Credit Strengths and Constraints

The first factor supporting Greenko Power II / RG IV’s credit quality is high-margin cash flow from operational renewable assets. Although FY2025 was weak, the EBITDA margin remained in the 70% range and returned to the 80% range in 1H FY2026. Wind, solar, and hydro assets that are not directly exposed to fuel prices provide a basis for debt repayment as long as generation is secured and payments are collected from PPA counterparties.

The second support is long-term PPAs and offtaker diversification. The OM describes multiple PPAs with central government-related entities, state distribution companies, and private or commercial counterparties. Some PPAs include payment due dates, default interest, termination procedures, and third-party sale rights in certain cases, giving stronger revenue visibility than pure merchant generation.

The third support is the parent guarantee and group scale. Greenko Energy Holdings is a major Indian renewable energy company with a strong shareholder base and a record of accessing international capital markets. This is important for the 2028 refinancing. Greenko Power II’s US dollar bond benefits from a parent guarantee, so bondholders are exposed not only to RG IV’s standalone cash flow but also to the credit quality of the guarantor.

The fourth support is the amortizing structure. Through mandatory amortization and MCS amortization, part of the principal is repaid before maturity if payments proceed as scheduled. This is more favorable from a credit perspective than a pure bullet bond. However, because non-payment of MCS does not constitute a Default and the current balance is unconfirmed, the actual degree of deleveraging needs to be verified.

The first constraint is receivables and offtaker collection. Gross receivables at end-September 2025 were US$133.1mn, heavy relative to half-year revenue. The ECL allowance was also US$33.5mn. Even if delayed payment interest exists under the PPAs, delayed cash collection affects debt service.

The second constraint is generation variability. As shown by the decline in wind revenue in FY2025, weak wind conditions reduce EBITDA. Hydro carries flood and restoration risk, while solar has irradiation and grid-constraint risks. Asset diversification exists, but the structure remains exposed to natural conditions.

The third constraint is foreign exchange and hedging. Revenue is mainly in rupees, while the debt is in US dollars. Hedging is necessary, but hedge premiums are cash outflows, and hedge maturity, counterparties, collateral posting, and rollover costs have not been confirmed.

The fourth constraint is 2028 refinancing. A key credit issue is the cost at which the low-coupon 4.30% issuance can be refinanced in 2028. The parent guarantee and group track record are supports, but the parent’s large investments, SUL acquisition, existing debt maturities, and higher market rates may increase refinancing costs.

The fifth constraint is disclosure. Financials are available through SGX, but public information alone does not sufficiently provide the DSCR, DSRA, cash sweep, compliance certificates, current balances, PPA-level collections, and hedge details that project finance investors normally want to see. These information gaps should not be filled by inference; they should remain mandatory due-diligence items before an investment decision.

10. Downside Scenarios and Monitoring Triggers

The most realistic downside scenario is one in which lower generation and delayed receivables collection occur simultaneously. If revenue declines because of weak wind conditions, hydro outages, or solar curtailment, while collections from state distribution companies or other offtakers are delayed, EBITDA and operating cash flow would fall, narrowing the buffer available for mandatory amortization, interest, and hedge premiums. In that case, the first indicators to review would be half-year revenue, EBITDA, gross receivables, ECL allowance, operating cash flow, and bank deposits.

The second downside scenario is deterioration in the 2028 refinancing market. If Greenko Group has to refinance other US dollar bonds or domestic borrowings at higher costs, and refinancing terms for the residual principal of the Greenko Power II bond worsen, both the bond price and the credit view would come under downward pressure. In particular, if higher US rates, rupee depreciation, wider spreads in the Indian renewable sector, a Greenko Group downgrade, higher Sikkim Urja restoration costs, and delays in pumped storage projects occur together, questions may arise over the parent guarantor’s support capacity.

The third downside scenario is one in which the investment, acquisition, and restoration burden at the parent guarantor becomes heavier than expected. Greenko Group is pursuing large investments including pumped storage and battery storage, as well as the Sikkim Urja acquisition. If these assets start operations as planned, secure long-term contracts, and continue to receive equity support, they would be positive for group credit. However, construction delays, cost overruns, delayed operating stabilization, insufficient insurance recoveries, and higher borrowing costs would pressure the guarantor’s credit quality. Holders of the Greenko Power II bond need to monitor not only RG IV on a standalone basis, but also the guarantor’s overall leverage and maturity profile.

The fourth downside scenario is one in which covenant and structural protections have less headroom than expected. If MCS amortization has been unpaid and carried forward, DSRA is insufficient, a cash trap has been triggered, waivers or amendments have been granted, or collateral posting to the hedging account has increased, bondholder recovery prospects would deteriorate even if the public P&L appears sound. These items cannot be confirmed from currently available public materials alone and should be reconciled using trustee reports or compliance certificates before an investment decision.

The monitoring items are as follows.

11. Credit View and Monitoring Focus

Based on public information, the current credit quality of Greenko Power II / Restricted Group IV is best viewed as a contracted Indian renewable restricted-group credit that was assessed at issuance as high-yield, at Ba1 / BB. Some financial metrics may appear more consistent with low investment-grade levels, but because the latest rating reports, DSCR/DSRA, current balance, MCS track record, and refinancing terms are not confirmed, the credit should not be treated as investment-grade in international rating terms. Looking only at the improvement in revenue and EBITDA in 1H FY2026, the credit direction appears stable to modestly improving in the near term. However, given 2028 refinancing, receivables, and the parent’s large investments, it is not yet possible to conclude that the improvement is sustainable. The probability of rapid credit deterioration does not appear high as long as normal operations and market access continue, but the view could deteriorate relatively quickly if a closed refinancing market, worsening receivables collection, lower generation, and a guarantor downgrade coincide.

The supports for the credit are operational renewable assets, long-term PPAs, high EBITDA margins, the parent guarantee, Indian NCD collateral, and mandatory amortization. Greenko Power II is not merely a paper company; it is an issuance SPV that connects RG IV’s generation asset cash flow to the US dollar bond, and the September 2025 financials show positive operating cash flow. Half-year EBITDA sufficiently exceeds finance cost, indicating a certain buffer for ordinary near-term interest payments.

However, confidence in this credit view is lower than for a typical listed operating company. This is because current balances, MCS amortization, DSCR, DSRA, cash trap, hedging, PPA-level collections, and waiver history cannot be sufficiently confirmed from public information alone. In particular, MCS amortization is a credit protection if it proceeds as scheduled, but because non-payment is not a Default, investors need to confirm the actual reduction in principal. The size of receivables also shows the time lag before generation revenue is converted into cash, so simple EBITDA coverage should not be treated as sufficient comfort.

The parent guarantee from Greenko Energy Holdings is important, but the credit assessment should not be delegated solely to the parent’s scale. The parent is a large renewable energy operator, and its shareholder base and capital market track record are strengths. At the same time, group leverage and capital needs are substantial due to pumped storage and battery investments, the Sikkim Urja acquisition and restoration, and existing debt refinancing. Whether the guarantor’s credit quality strengthens or weakens will depend on the commissioning of projects under development, contracting, refinancing, equity injections, and rating agency views.

From an investor perspective, based on credit factors alone, the Greenko Power II 2028 bond is not an obviously weak bond that should be avoided immediately. It is a credit where holding suitability should be assessed by scrutinizing short- to medium-term cash flow and refinancing capacity. However, because price, spread, and current balance are not available, this report does not assess relative value. For existing holders, FY2026 annual financials, receivables, operating cash flow, MCS track record, Greenko Group refinancing, and rating actions should be monitored, and the 2028 maturity refinancing plan should be confirmed in concrete terms before entering 2027. For new investment, the decision should be made only after reviewing not only public materials but also dealer runs, Bloomberg balances, trustee / compliance materials, DSCR, and DSRA.

12. Short Summary & Conclusion

Greenko Power II Limited is a US dollar bond-issuing SPV backed by Greenko Energy Holdings’ Indian renewable Restricted Group IV, and the 2028 bond depends on the parent guarantee, Indian subsidiary NCD collateral, and cash flow from operational renewable assets. Based on public information, high-margin generation assets and improved 1H FY2026 performance are supports, while receivables, foreign exchange and hedging, MCS track record, DSCR/DSRA, and 2028 refinancing are the main unconfirmed and monitoring items. An investment decision requires additional confirmation of current balance, price and spread, compliance certificates, and Greenko Group’s refinancing plan.

13. Sources

1. SGX, Listing Prospectus / Shareholders' Circulars, Greenko Power II Limited, Prospectus 07 Dec 2021, USD1,000,000,000 4.3% Fixed Rate Senior Notes due 2028.
   https://links.sgx.com/1.0.0/prospectus-circulars/46406

2. SGX, Greenko Power II Limited, Offering Memorandum, Greenko_Vert 21 - Bannerless Final OM.pdf, dated 7 Dec 2021.
   https://links.sgx.com/FileOpen/Greenko_Vert%2021%20-%20Bannerless%20Final%20OM.ashx?App=Prospectus&FileID=54042

3. SGX, Greenko Power II Limited, Financial Statements and Related Announcement, Full Yearly Results, period ended 31 Mar 2025, broadcast 25 Jul 2025.
   https://links.sgx.com/1.0.0/corporate-announcements/I5L9NN7A45BBR41J/5eb0ecfc9e4e1b6bbb96d765e092ff01385d1911a0ba05f8a3990ebc025a7752

4. SGX, Greenko Power II Limited, FY2025 results PDF.
   https://links.sgx.com/1.0.0/corporate-announcements/I5L9NN7A45BBR41J/853153_Greenko%20Power%20II%20Limited-%20Yearly%20results%20-%20FY%2025.pdf

5. SGX, Greenko Power II Limited, Financial Statements and Related Announcement, Half Yearly Results, period ended 30 Sep 2025, broadcast 23 Dec 2025.
   https://links.sgx.com/1.0.0/corporate-announcements/WCZ3QMR72HFW5DPK/9881fa5f93aef654fdf5bcfd62685e7f5f523f47e847f7e25c8861865e99f688

6. SGX, Greenko Power II Limited, 1H FY2026 results PDF.
   https://links.sgx.com/1.0.0/corporate-announcements/WCZ3QMR72HFW5DPK/870496_Greenko%20Power%20II%20Limited-%20Financial%20results%20-%20Half%20year%20ended%20Sep%2025.pdf

7. Greenko Group, Greenko Power II Limited FY2025 results PDF.
   https://www.greenkogroup.com/assets/Investor%20pdf%27s/Greenko%20Power%20II%20Limited-%20Yearly%20Results%20-%20FY%2025.pdf

8. CARE Ratings, Greenko Renewable Power Private Limited, Press Release, 2 Dec 2024. Used as supplementary material for Greenko Group-related domestic debt, not directly for Greenko Power II / RG IV.
   https://www.careratings.com/upload/CompanyFiles/PR/202412141248_Greenko_Renewable_Power_Private_Limited.pdf

9. CARE Ratings, Credit update - Greenko Group Entities, 27 Mar 2024. Used as supplementary material for Greenko Group-related domestic debt, not directly for Greenko Power II / RG IV.
   https://www.careratings.com/upload/CompanyFiles/PR/202403120359_Greenko_Group_Entities.pdf

10. Internal calculation / structured extraction file, based on Sources 1-7: issuer_summary/issuers/greenko_power_ii_restricted_group_iv/data/greenko_power_ii_restricted_group_iv_key_metrics_20260512.json.

14. Unconfirmed Items

• Legal current outstanding balance of the Greenko Power II 2028 bond as of May 2026, balance split between 144A / Reg S, clean price, yield, spread, and WAL.
• Actual payment history for mandatory amortization and MCS amortization; whether any MCS unpaid amount has been carried forward.
• Current headroom under DSCR, DSRA, reserve account, cash trap, restricted payment, distribution lock-up, and hedging account.
• PPA-level offtakers, revenue by major offtaker, receivables balance by major offtaker, split among central government-related entities, state distribution companies, and private customers, PPA tariffs, remaining PPA life, collection days, curtailment history, and late payment surcharge collection status.
• Hedge ratio, hedge maturity, hedge premiums, collateral posting, and counterparties.
• Latest full rating reports and rating sensitivities from Moody's, Fitch, S&P, and others on Greenko Power II / RG IV.
• Latest rating rationale from Indian domestic rating agencies directly covering Greenko Power II / RG IV. If unavailable, domestic rating materials on the parent or related SPVs should be used only as supplementary information.
• Greenko Energy Holdings’ refinancing plan from 2026 onward, Sikkim Urja restoration and insurance recoveries, and operating stabilization and contracting status of pumped storage and battery storage projects.