New York, November 25, 2020 -- Moody's Investors Service has assigned Aa3 ratings to Charlotte Mecklenburg Hospital Authority's (NC) (d/b/a Atrium Health) proposed $121.1 million Variable Rate Health Care Refunding Revenue Bonds, Series 2021A, $300 million Taxable Health Care Revenue Bonds Series 2021B, $100 million Variable Rate Health Care Revenue Bonds, Series 2021C, $100 million Variable Rate Health Care Revenue Bonds, Series 2021D, and $100 million Variable Rate Health Care Revenue Bonds, Series 2021E. Bonds are expected to have an aggregate notional amount of approximately $721 million and a final maturity in 2051. At this time, we are affirming our Aa3, Aa3/VMIG 1, and P-1 ratings on approximately $2.3 billion of rated debt outstanding. The outlook is stable.
RATINGS RATIONALE
Assignment and affirmation of the Aa3 rating reflects a number of fundamental strengths at Atrium Health including its large absolute size, long track record of stable and good margins, good share in many of its markets, and strong balance sheet metrics. These strengths will offset the proposed increase in debt and dilution of certain metric including debt service coverage after incorporating the results of Wake Forest Baptist Obligated Group (WFB), an academic medical center in Winston-Salem, which recently combined with Atrium Health. Governance considerations, under Moody's ESG classifications, reflect our expectation that Atrium Health will achieve various operational improvements and synergies with WFB as it has demonstrated with other sizable mergers in recent years.
Affirmation of the P-1 commercial paper rating and VMIG 1 short term rating on the Series 2018F are based on Atrium Health's long term Aa3 rating and the adequacy of daily liquid investments to support unremarketed tenders and maturing commercial paper (CP) as well as management processes to ensure timely payment of maturing CP. Affirmation of the VMIG 1 on SBPA backed debt reflects the credit quality of the bank providing liquidity and the long term Aa3 rating on the bonds.
Over the near term, Atrium Health will undertake significant work to integrate WFB. Legacy WFB is nearly half the size of Atrium Health and there will be a variety of opportunities to combine the two organization's clinical and operational cultures while seeking to gain economies of scale. However, WFB's margins are significantly weaker than Atrium Health's and we expect margin dilution over the near term until synergies are realized. A planned second campus of the Wake Forest University School of Medicine in Charlotte will not materially increase capital spending or operational commitments but will provide an important pipeline of new medical staff over the longer term. An expected transition to Medicaid Managed Care in North Carolina will also pressure margins over the coming years especially as Atrium Health already sees the majority of Medicaid patients in the Charlotte metro area and WFB is a major academic medical center in Winston-Salem. Planned growth in capital spending to fund expansions and renovations at several campuses and programmatic commitments to WFB will pressure Atrium Health to maintain strong margins to fund spending without materially increasing debt or impairing the system's strong cash position, a key credit strength.
Coronavirus will present challenges to maintaining adequate staffing, supplies, and providing medical care for non-Covid patients as Covid patient volumes ebb and flow. Like most systems across the country, patient volumes are below prior year levels and vary significantly by department and specialty.
RATING OUTLOOK
The stable outlook reflects our expectation that although the strategic combination with WFB will initially weaken consolidated margins and credit metrics, Atrium Health will successfully achieve many targeted synergies with WFB and restore margins and cash flow to the organization's long run trajectory over the next 18 months.
FACTORS THAT COULD LEAD TO AN UPGRADE OF THE RATINGS
- Sustained period of materially stronger cash flow margins, superlative balance sheet, and material deleveraging
- Successful alignment of cultures and achievement of operational synergies with WFB
- For the P-1 and VMIG 1 ratings: not applicable
FACTORS THAT COULD LEAD TO A DOWNGRADE OF THE RATINGS
- Sustained weaker cash flow margins resulting from inability to achieve targeted synergies, changes to Medicaid reimbursement, or other factors
- Expectation of prolonged period of acquisitive growth that dilutes margins or is likely to result in higher leverage
- Material additional debt absent commensurate cash flow growth
- For the P-1 and VMIG 1 ratings backed by self-liquidity: downgrade of Atrium Health's long term rating or decrease in daily liquidity
- For the P-1 and VMIG 1 ratings backed by SBPAs: downgrade of Atrium Health's long term rating or downgrade of the bank providing liquidity's rating
LEGAL SECURITY
The bonds are secured by a revenue pledge from the members of the Obligated Group, which is comprised essentially of the "Primary Enterprise" (primarily the four acute care hospitals located in Mecklenburg County, Atrium Health Cabarrus, located in Cabarrus County, Atrium Health Lincoln, located in Lincoln County, Atrium Health Union, located in Union County, Atrium Health Stanly, located in Stanly County, Atrium Health Cleveland, Atrium Health Kings Mountain, both located in Cleveland County), Atrium Health Anson, and one of Atrium's discretely presented "Component Units", The Atrium Health Foundation.
Neither Wake Forest Baptist or Navicent are members of Atrium Health's obligated group, however, the financial performance and strategies of both organizations are considered in our rating of Atrium Health.
USE OF PROCEEDS
Bond proceeds will be used to provide funding for various capital projects, refinance the Series 2011A bonds, and pay the costs of issuance.
PROFILE
Atrium Health is headquartered in Charlotte, NC and owns or manages several dozen hospitals throughout the Carolinas and Georgia and entered into a strategic combination with Wake Forest Baptist in October 2020, although the obligated groups of Atrium Health and WFB remain separate. System hospitals include a major academic medical center, small community hospitals, large tertiary facilities, a children's hospital and a cancer hospital. Atrium Health also employs over 1,500 physicians. Atrium Health is the d/b/a name for Charlotte-Mecklenburg Hospital Authority. It was previously known as Carolinas HealthCare System.
METHODOLOGY
The principal methodology used in the long-term ratings was Not-For-Profit Healthcare published in December 2018 and available at https://www.moodys.com/researchdocumentcontentpage.aspx?docid=PBM_1154632. The principal methodology used in the short-term underlying ratings was Short-term Debt of US States, Municipalities and Nonprofits Methodology published in July 2020 and available at https://www.moodys.com/researchdocumentcontentpage.aspx?docid=PBM_1210749. The principal methodology used in the short-term enhanced ratings was Variable Rate Instruments Supported by Conditional Liquidity Facilities published in March 2017 and available at https://www.moodys.com/researchdocumentcontentpage.aspx?docid=PBC_1057134. Alternatively, please see the Rating Methodologies page on www.moodys.com for a copy of these methodologies.
REGULATORY DISCLOSURES
For further specification of Moody's key rating assumptions and sensitivity analysis, see the sections Methodology Assumptions and Sensitivity to Assumptions in the disclosure form. Moody's Rating Symbols and Definitions can be found at: https://www.moodys.com/researchdocumentcontentpage.aspx?docid=PBC_79004.
For ratings issued on a program, series, category/class of debt or security this announcement provides certain regulatory disclosures in relation to each rating of a subsequently issued bond or note of the same series, category/class of debt, security 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 credit rating action on the support provider and in relation to each particular credit 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.
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Daniel Steingart
Lead Analyst
PF Healthcare
Moody's Investors Service, Inc.
250 Greenwich Street
New York, NY 10007
U.S.A
JOURNALISTS: 1 212 553 0376
Client Service: 1 212 553 1653
Eugene Spielman
Additional Contact
PF Healthcare
JOURNALISTS: 1 212 553 0376
Client Service: 1 212 553 1653
Releasing Office:
Moody's Investors Service, Inc.
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JOURNALISTS: 1 212 553 0376
Client Service: 1 212 553 1653