$200 MILLION OF NOTES AFFECTED. LETTER OF CREDIT PROVIDED BY BANK OF AMERICA, N.A.
Fully Supported
TX
Opinion
NEW YORK, Dec 16, 2010 -- Moody's has affirmed the short-term rating of P-1 of the $200 million North
Texas Tollway Authority (the Authority) System, Commercial Paper Notes, Series A
(the Notes).
RATING RATIONALE
The affirmation is in connection with (i) the amendment and restatement of the
Resolution (which includes a change in the lien on the tolls and other revenues
of the System pledged to support the Notes to second tier from third tier); and
(ii) the issuance of a new letter of credit provided by Bank of America (BofA or
the Bank), N.A. to replace the existing letter of credit that was also provided
by BofA , but with different terms and conditions. The aforementioned issuance
and amendments are scheduled to be effective December 16, 2010.
The rating is based upon the direct pay letter of credit (LOC) provided by Bank
of America, N.A., which is sized for full principal and interest of the Notes;
the structural and legal protections of the transaction, which ensure timely
payment of principal and interest to the Note holders; and Moody's evaluation of
the credit quality of the bank issuing the LOC.
The Commercial Paper Notes
$200,000,000 of Notes is authorized pursuant to the Resolution. Deutsche Bank
Trust Company Americas, the Issuing and Paying Agent, (the IPA) will
authenticate and deliver Notes upon receipt of an issuance request from the
Authority and the Notes will mature no later than 270 days from the date of its
issuance - which may in no event be later than 5 days prior to the stated
expiration date of the LOC . Additionally no Notes may be issued which will
cause the principal and interest amount outstanding of the Notes to exceed
the stated amount available under the LOC.
Bank of America Merrill Lynch and Morgan Stanley & Co. will act as dealers
for the Notes.
The Irrevocable Letter of Credit
The LOC is sized to cover $200,000,000 in principal plus 270 days of interest at
the maximum rate (10%) on the Notes. The Notes can be issued on an interest
bearing basis only. Conforming draws for principal and interest received by the
Bank by 12:30 p.m., New York City time, on a business day will be honored by the
Bank by 3:30 p.m., New York City time, on the same business day.
The IPA will draw on the LOC to make all payments of principal and interest on
the Notes when due at maturity. Drawings for payment of principal and interest
of the Notes under the LOC will be automatically reinstated by the Bank upon the
Bank's receipt of reimbursement funds. The Bank will be reimbursed for each draw
under the LOC with proceeds from the sale of Notes or, if such are not
available, with funds provided by the Authority.
The Notes are not subject to redemption or acceleration prior to maturity.
Reimbursement Agreement Defaults
If there is an event of default under the reimbursement agreement, the Bank may
send: (i) a No-Issuance Notice to the IPA; (ii) a Final Drawing Notice; or (iii)
send notice of an Event of Default. Upon receipt of (i) or (ii), the IPA shall
cease issuing Notes. Following the IPA's receipt of the notice described in (i),
the IPA shall continue to draw under the LOC, as needed, for amounts equal to
the full principal and accrued interest to maturity of any Notes then
outstanding as such Notes mature. Upon the IPA's receipt of the notice described
in (ii), the IPA is directed to draw on the LOC for full payment of principal
and interest that has accrued and will accrue on outstanding Notes.
Substitution
The Authority has the right to provide the IPA with a substitute LOC. The
Authority shall not deliver a substitute LOC to the IPA unless it receives
written evidence from Moody's stating that the rating on the Notes will be
neither reduced nor withdrawn as the result of the delivery of the proposed
substitute LOC.
Expiration/Termination of the Letter of Credit
The LOC provided by BofA will terminate upon the earliest of: (i) the date of
the Bank's receipt of a certificate from the IPA stating that a substitute LOC
has been obtained and gone into effect; (ii) the date of the Bank's receipt of a
certificate from the IPA stating that no Notes remain outstanding and the IPA
elects to terminate the LOC; (iii) the earlier of (a) the 15th day after the
date the IPA receives a Final Drawing Notice and (b) the date on which a drawing
resulting from the Final Drawing Notice is honored; or (iv) the stated
expiration date, December 16, 2013.
What Could Change the Rating-Up
Not applicable.
What Could Change the Rating-Down
The rating on the Notes would be lowered if the short-term other senior
obligation rating on the Bank was downgraded.
Key Contacts:
Dealers: Bank of America Merrill Lynch and Morgan Stanley & Co.
Issuing and Paying Agent: Deutsche Bank Trust Company Americas
Trustee: Wells Fargo Bank, N.A.
Methodology
The principal methodologies used in this rating were Moody's Rating
Methodology for Letter of Credit Supported Transactions published in August 2005
and Moody's Rating Methodology for Letter of Credit Supported Municipal
Commercial Paper Transactions published in December 2008.
Moody's adopts all necessary measures so that the information it uses in assigning a credit rating is of sufficient quality and from sources Moody's considers to be reliable including, when appropriate, independent third-party sources. However, Moody's is not an auditor and cannot in every instance independently verify or validate information received in the rating process.
Please see ratings tab on the issuer/entity page on Moodys.com for the last rating action and the rating history.
The date on which some Credit Ratings were first released goes back to a time before Moody's Investors Service's Credit Ratings were fully digitized and accurate data may not be available. Consequently, Moody's Investors Service provides a date that it believes is the most reliable and accurate based on the information that is available to it. Please see the ratings disclosure page on our website www.moodys.com for further information.
Please see the Credit Policy page on Moodys.com for the methodologies used in determining ratings, further information on the meaning of each rating category and the definition of default and recovery.
Analysts
Robert Azrin
Analyst
Public Finance Group
Moody's Investors Service
David A. Parsons
Senior Credit Officer
Public Finance Group
Moody's Investors Service
Contacts
Journalists: (212) 553-0376
Research Clients: (212) 553-1653
Moody's Investors Service
250 Greenwich Street
New York, NY 10007
USA
MOODY'S AFFIRMS P-1 LETTER OF CREDIT BACKED RATING OF THE NORTH TEXAS TOLLWAY AUTHORITY SYSTEM, COMMERCIAL PAPER NOTES, SERIES A