Frankfurt am Main, February 04, 2015 -- Moody's Investors Service, ("Moody's") has
today affirmed the Baa2 long term ratings on CRH plc. (CRH) and
its rated subsidiaries. The outlook remains stable.
This affirmation follows the company's announcement to acquire certain
assets from Lafarge S.A (Lafarge) and Holcim Ltd. (Holcim)
for an enterprise value of EUR6.5 billion. The acquisition
remains subject to approval from CRH shareholders (as well as regulators)
and the completion of the Holcim/Lafarge merger.
"Moody's decision to affirm CRH's rating with a stable
outlook is based on our expectation that, if the acquisition proceeds,
the company will be able to restore financial metrics to a level commensurate
with the Baa2 rating level by 2016 helped by the equity financing portion,
additional cash inflows from the ongoing disposal programme and by successfully
involving partners in certain regions -- options that are being explored",
says Falk Frey, Senior Vice President and lead analyst at Moody's
for CRH. "An improvement in CRH's business profile
mitigates the execution and integration risks of this sizable transaction
spanning operations in multi countries", Frey added.
RATINGS RATIONALE
CRH has announced to have entered into a binding commitment to acquire
certain assets from Holcim and Lafarge for an Enterprise Value of EUR6.5
billion. Holcim and Lafarge have to sell the assets to enable their
own merger to go through.
The acquisition will be funded by a combination of new Debt (EUR3.0
billion), cash on balance sheet (EUR2.0 billion), and
a 9.99% equity placing that resulted in approximately EUR1.6
billion cash receipts. The acquired assets are expected to generate
2014 revenues of EUR5.1 billion and an EBITDA of EUR752 million
valuing the deal at 8.6x EBITDA. These assets include cement,
aggregates ready-mix and related construction activities across
four major platforms in North America, Western Europe, Central
and Eastern Europe and Emerging Markets.
Moody's views the acquisition to positively contribute to the business
profile of CRH as the assets are highly complementary to CRH's existing
footprint and the business integrates well with CRH's existing network
in North America, across Europe and Asia. The acquisition
adds regional diversification and product diversification with cement
as a higher margin product than aggregates and CRH's other existing
products. The acquisition will double CRH's exposure to Emerging
markets (Brazil, Philippines) measured by share of EBITDA contribution
to the group.
Moody's does not consider that CRH has changed its financial policy
and does not anticipate any such large acquisition to occur again in the
next years. We also gain confidence in CRH's commitment to
preserve its ratings by the decision to finance the acquisition partially
with an equity contribution.
Although CRH has a solid track record of integrating numerous smaller
sized acquisitions, this acquisition of multi country assets and
large operations in many countries is unprecedented in CRH's history.
Moody' still sees some challenges and risks that the sizable acquisition
brings with it, namely (1) the challenge to integrate the multi
country operations; (2) the challenge to generate the anticipated
amount of synergies, anticipated to reach EUR90 million per annum
after 3 years and (3) the size of the acquired assets that generate more
than one quarter of revenues of the existing CRH group.
LIQUIDITY
Moody's expects CRH's liquidity profile to remain good following
the acquisition with a continued coverage of the anticipated next 12 months
cash needs by the available sources of cash for the same time horizon.
OUTLOOK
Despite the initial weak positioning of the rating in the Baa2 category
after the acquisition, the stable outlook reflects moody's
anticipation that CRH will be able to use free cash-flow and proceeds
from disposals to improve financial metrics by 2016 to levels in line
with the Baa2 rating category, namely Debt/EBITDA towards around
3.5x and RCF/Net debt around 20% .
WHAT COULD CHANGE THE RATINGS -- UP/DOWN
An upgrade would be considered should CRH be able to achieve an RCF/net
debt ratio above 25% on a sustainable basis, which is unlikely
in the foreseeable future considering the metrics after the acquisition
and uncertainty in the long term given the company's strategy to seek
further external growth and in view of its current dividend policy.
Negative rating pressure would build if CRH's RCF/net debt ratio would
not recover to around 20% by 2016 and at least remain at that level
thereafter. Any deviation from our expectation could lead to negative
pressure on the current rating. Pressure on operating profitability
as measured by the EBITDA margin remaining close to 10% could also
lead to negative pressure on the rating.
PRINCIPAL METHODOLOGY
The principal methodology used in these ratings was Global Building Materials
Industry published in September 2014. Please see the Credit Policy
page on www.moodys.com for a copy of this methodology.
Headquartered in Dublin, Ireland, CRH is one of the world's
top six building materials companies with operations spread across more
than 3,400 locations in 35 countries and around 76,000 employees.
The group has grown through a series of more than 700 acquisitions since
1995, predominantly financed through solid free cash flows and occasional
equity issues. In 2013 CRH generated revenues of EUR18 billion.
Outlook Actions:
..Issuer: CRH America, Inc.
....Outlook, Remains Stable
..Issuer: CRH Canada Finance, Inc.
....Outlook, Remains Stable
..Issuer: CRH Finance (U.K.) plc
....Outlook, Remains Stable
..Issuer: CRH Finance Germany GmbH
....Outlook, Remains Stable
..Issuer: CRH Finance Limited
....Outlook, Changed To Stable From
No Outlook
..Issuer: CRH Finance SAS
....Outlook, Remains Stable
..Issuer: CRH Finance Switzerland AG
....Outlook, Remains Stable
..Issuer: CRH Finland Services Oyj
....Outlook, Remains Stable
..Issuer: CRH Funding B.V.
....Outlook, Remains Stable
..Issuer: CRH plc
....Outlook, Remains Stable
Affirmations:
..Issuer: CRH America, Inc.
....Senior Unsecured Regular Bond/Debenture
(Local Currency) Jul 15, 2018, Affirmed Baa2
....Senior Unsecured Regular Bond/Debenture
(Local Currency) Jan 15, 2016, Affirmed Baa2
....Senior Unsecured Regular Bond/Debenture
(Local Currency) Jan 15, 2021, Affirmed Baa2
....Senior Unsecured Regular Bond/Debenture
(Local Currency) Oct 15, 2033, Affirmed Baa2
....Senior Unsecured Regular Bond/Debenture
(Local Currency) Sep 30, 2016, Affirmed Baa2
....Senior Unsecured Shelf (Local Currency),
Affirmed (P)Baa2
..Issuer: CRH Canada Finance, Inc.
....Senior Unsecured Medium-Term Note
Program (Foreign Currency), Affirmed (P)Baa2
..Issuer: CRH Finance (U.K.) plc
....Senior Unsecured Medium-Term Note
Program (Foreign Currency), Affirmed (P)Baa2
....Senior Unsecured Regular Bond/Debenture
(Local Currency) Apr 24, 2015, Affirmed Baa2
..Issuer: CRH Finance Germany GmbH
....Senior Unsecured Medium-Term Note
Program (Local Currency), Affirmed (P)Baa2
....Senior Unsecured Regular Bond/Debenture
(Local Currency) Jan 25, 2019, Affirmed Baa2
....Senior Unsecured Regular Bond/Debenture
(Local Currency) Jul 16, 2021, Affirmed Baa2
..Issuer: CRH Finance Limited
....Senior Unsecured Medium-Term Note
Program (Local Currency), Affirmed (P)Baa2
....Senior Unsecured Regular Bond/Debenture
(Local Currency) Apr 3, 2023, Affirmed Baa2
..Issuer: CRH Finance SAS
....Senior Unsecured Medium-Term Note
Program (Local Currency), Affirmed (P)Baa2
..Issuer: CRH Finance Switzerland AG
....Senior Unsecured Medium-Term Note
Program (Local Currency), Affirmed (P)Baa2
....Senior Unsecured Regular Bond/Debenture
(Local Currency) Sep 30, 2022, Affirmed Baa2
..Issuer: CRH Finland Services Oyj
....Senior Unsecured Medium-Term Note
Program (Local Currency), Affirmed (P)Baa2
....Senior Unsecured Regular Bond/Debenture
(Local Currency) Oct 15, 2020, Affirmed Baa2
..Issuer: CRH Funding B.V.
....Senior Unsecured Medium-Term Note
Program (Local Currency), Affirmed (P)Baa2
..Issuer: CRH plc
.... Issuer Rating (Local Currency),
Affirmed Baa2
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.
Regulatory disclosures contained in this press release apply to the credit
rating and, if applicable, the related rating outlook or rating
review.
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.
Falk Frey
Senior Vice President
Corporate Finance Group
Moody's Deutschland GmbH
An der Welle 5
Frankfurt am Main 60322
Germany
JOURNALISTS: 44 20 7772 5456
SUBSCRIBERS: 44 20 7772 5454
Matthias Hellstern
Managing Director
Corporate Finance Group
JOURNALISTS: 44 20 7772 5456
SUBSCRIBERS: 44 20 7772 5454
Releasing Office:
Moody's Deutschland GmbH
An der Welle 5
Frankfurt am Main 60322
Germany
JOURNALISTS: 44 20 7772 5456
SUBSCRIBERS: 44 20 7772 5454