London, 26 April 2013 -- Moody's Investors Service has today assigned a provisional rating
of (P)B1, with a loss given default (LGD) assessment of LGD5/89%,
and a negative outlook to the proposed issuance of notes by Russian Helicopters
Finance Limited, the sole purpose of which is to finance a loan
to Russian Helicopters JSC (Ba2 negative). Russian Helicopters
will use the proceeds from the notes placement to refinance part of its
existing debt.
RATINGS RATIONALE
The (P)B1 rating assigned to the proposed notes is two notches below Russian
Helicopters' corporate family rating (CFR), reflecting Moody's
expectation that the notes (1) will be issued for the sole purpose of
financing a loan to Russian Helicopters (which is a holding company of
the group), and therefore the noteholders will rely solely on the
latter's creditworthiness to service and repay the debt; and
(2) will be structurally subordinated to debt located at the level of
operating companies of Russian Helicopters group, which represents
a dominant portion of the group's total debt (including state-guaranteed
loans).
As Russian Helicopters is fully owned by the state-controlled Corporation
Oboronprom, Moody's applies its rating methodology for government-related
issuers (GRIs) in determining the company's CFR. According
to this methodology, the rating is driven by a combination of (1)
Russian Helicopters' BCA of b2; (2) the Baa1 local currency
rating of the Russian government; (3) the very high default dependence
between the company and the government; and (4) the strong probability
of state support in the event of financial distress.
The b2 BCA is weakly positioned and factors in (1) Russian Helicopters'
weak liquidity, with internal sources being insufficient to cover
the company's significant working capital needs and debt repayments
(as of year-end 2012), leading to strong reliance on continuing
external funding; (2) significant customer concentration, with
nearly a half of the company's 2012 revenues derived from state
orders, which, however, provides for some revenue stability;
(3) a weaker global service network and aftermarket business segment compared
with that of competitors; (4) uncertainty related to potential changes
in the shareholder structure, as the company may conduct an IPO
over the next few years; and (5) the company's overall exposure
to an emerging market operating environment with a less developed regulatory,
political and legal framework.
At the same time, the BCA reflects Russian Helicopters' (1)
leading competitive position in its core Russian market and strong positions
in India and China, based on the company's offerings in the
medium-lift segment (Mi-8/17) and attack segment (Mi-24/35,
Mi-28, Ka-52); (2) wide product range and solid
order book, based on long-term contracts with the Russian
Ministry of Defence along with commercial and military export orders;
and (3) potential for growth due to the development of new and upgraded
helicopter models on the back of increasing global demand.
The negative outlook on Russian Helicopters' CFR reflects the company's
weak credit metrics for its current CFR and baseline credit assessment
(BCA). The outlook also reflects the uncertainty over the company's
ability to demonstrate a clear and sustainable improvement trend with
regard to its financial metrics over the next 12 months, and leverage
in particular, with debt/EBITDA trending below 8.0x (calculated
including state-guaranteed loans) and 4.0x (excluding state-guaranteed
loans).
WHAT COULD CHANGE THE RATING UP/DOWN
Moody's does not envisage any positive pressure being exerted on
Russian Helicopters' ratings over the next 12-18 months.
However, the rating agency could raise Russian Helicopters'
BCA by one notch if the company's debt/EBITDA declines below 6.0x
(calculated including state-guaranteed loans) and 2.5x (excluding
state-guaranteed loans) on a sustainable basis, while at
the same time the company improves its liquidity profile.
Moody's could downgrade the ratings if Russian Helicopters fails
to demonstrate a clear improvement trend with regard to its leverage over
the next 12 months, with debt/EBITDA trending below 8.0x
(calculated including state-guaranteed loans) and 4.0x (excluding
state-guaranteed loans). In addition, negative pressure
could be exerted on the ratings in the event of a material deterioration
in the company's liquidity. A one-notch downgrade
of the sovereign rating would not in itself trigger a downgrade of Russian
Helicopters' rating, provided that all the other GRI inputs
remain unchanged.
PRINCIPAL METHODOLOGY
The principal methodology used in these ratings was the Global Aerospace
and Defense published in June 2010. Other methodologies used include
Loss Given Default for Speculative-Grade Non-Financial Companies
in the U.S., Canada and EMEA published in June 2009,
and the Government-Related Issuers: Methodology Update published
in July 2010. Please see the Credit Policy page on www.moodys.com
for a copy of these methodologies.
Russian Helicopters JSC is the sole Russian designer and manufacturer
of helicopters and one of the few companies worldwide with the capability
to design, manufacture, service and test modern civilian and
military helicopters. Russian Helicopters is a vertically integrated
holding company comprising five helicopter assembly plants, two
design bureaus, two components production plants, one overhaul
plant and one helicopter service company providing aftermarket services
in Russia and abroad. In 2012, Russian Helicopters generated
revenues of RUR126 billion ($4 billion).
REGULATORY DISCLOSURES
For ratings issued on a program, series or category/class of debt,
this announcement provides certain regulatory disclosures in relation
to each rating of a subsequently issued bond or note of the same series
or category/class of debt or pursuant to a program for which the ratings
are derived exclusively from existing ratings in accordance with Moody's
rating practices. For ratings issued on a support provider,
this announcement provides certain regulatory disclosures in relation
to the rating action on the support provider and in relation to each particular
rating action for securities that derive their credit ratings from the
support provider's credit rating. For provisional ratings,
this announcement provides certain regulatory disclosures in relation
to the provisional rating assigned, and in relation to a definitive
rating that may be assigned subsequent to the final issuance of the debt,
in each case where the transaction structure and terms have not changed
prior to the assignment of the definitive rating in a manner that would
have affected the rating. For further information please see the
ratings tab on the issuer/entity page for the respective issuer on www.moodys.com.
For any affected securities or rated entities receiving direct credit
support from the primary entity(ies) of this rating action, and
whose ratings may change as a result of this rating action, the
associated regulatory disclosures will be those of the guarantor entity.
Exceptions to this approach exist for the following disclosures,
if applicable to jurisdiction: Ancillary Services, Disclosure
to rated entity, Disclosure from rated entity.
Please see www.moodys.com for any updates on changes to
the lead rating analyst and to the Moody's legal entity that has issued
the rating.
Please see the ratings tab on the issuer/entity page on www.moodys.com
for additional regulatory disclosures for each credit rating.
Artem Frolov
Asst Vice President - Analyst
Corporate Finance Group
Moody's Investors Service Limited, Russian Branch
7th floor, Four Winds Plaza
21 1st Tverskaya-Yamskaya St.
Moscow 125047
Russia
Telephone: +7 495 228 6060
Facsimile: +7 495 228 6091
David Staples
MD - Corporate Finance
Corporate Finance Group
Telephone: 00971 4237 9536
Releasing Office:
Moody's Investors Service Ltd.
One Canada Square
Canary Wharf
London E14 5FA
United Kingdom
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Moody's assigns (P)B1 rating to Russian Helicopters' proposed Eurobond