New York, June 18, 2015 -- Moody's Investors Service ("Moody's") assigned Hologic, Inc.'s
("Hologic") new $1 billion senior unsecured notes a
B1 rating. The company's Ba3 Corporate Family Rating (CFR),
Ba3-PD Probability of Default Rating (PDR), and Ba1 senior
secured credit facility ratings remain unchanged. Hologic has very
good liquidity, as indicated by its SGL-1 speculative grade
liquidity rating, and its rating outlook remains stable.
Proceeds from the new bond issue will be used to repay the company's
outstanding $1 billion unsecured notes due 2020 in a leverage-neutral
transaction. The refinancing is credit positive because it will
extend the company's debt maturity profile and reduce interest expense
modestly. Moody's will withdraw the rating on the 2020 bond
upon closing.
Moody's took the following rating actions on Hologic, Inc.:
Ratings Assigned:
Senior unsecured notes at B1 (LGD 4)
Ratings Unchanged:
Corporate Family Rating at Ba3
Probability of Default Rating at Ba3-PD
Speculative Grade Liquidity Rating at SGL-1
Senior secured revolving credit facility at Ba1 (LGD 2)
Senior secured Term Loan at Ba1 (LGD 2)
The outlook is stable.
RATINGS RATIONALE
Hologic's Ba3 CFR incorporates its good scale, leading market
positions within its core franchises and good revenue diversity by product
and customer. The rating is also supported by the recurring nature
of service contracts and consumables, which account for over half
of Hologic's revenues. Further, the company generates
good free cash flow, has strong interest coverage and has publicly
committed to deleveraging.
The rating is constrained by Hologic's high, though improving,
financial leverage stemming from the 2012 debt-financed acquisition
of Gen-Probe. Moody's estimates adjusted debt to EBITDA
was 4.2x for the twelve months ended March 28, 2015.
However, this does not capture the premium over the principal or
taxes associated with the convertible notes that Moody's expects the company
will repay in FY17 and FY18. Including these obligations,
leverage would approximate 4.7x. The ratings also reflect
volatility that can occur in Hologic's financial performance because its
businesses are sensitive to general medical utilization trends and fluctuations
in hospital capital equipment spending. Further, activist
investors including Carl Icahn own more than 15% of Hologic's shares,
and Moody's believes event risk could rise if earnings growth does not
continue to improve and the stock price becomes pressured.
Hologic's SGL-1 Speculative Grade Liquidity Rating reflects very
good liquidity over the next 12-18 months supported by healthy
cash balances and Moody's expectation of annual free cash flow in the
$500 million range, which will be more than sufficient to
satisfy its modest debt maturities and other cash needs. The $1
billion revolver size provides further support.
Moody's could upgrade the ratings if Hologic can generate sustained organic
revenue growth and continue to repay debt such that the rating agency
expects adjusted debt to EBITDA to be sustained below 3.5 times.
Moody's could downgrade the ratings if market uptake of Hologic's newer
products fails to offset declines in older products, resulting in
revenue and earnings erosion. Specifically, ratings could
be downgraded if Moody's expects adjusted debt to EBITDA to be sustained
above 4.5x times, or if liquidity deteriorates meaningfully.
The principal methodology used in these ratings was Global Medical Product
and Device Industry published in October 2012. Other methodologies
used include Loss Given Default for Speculative-Grade Non-Financial
Companies in the U.S., Canada and EMEA published in
June 2009. Please see the Credit Policy page on www.moodys.com
for a copy of these methodologies.
Hologic, Inc. ("Hologic"; NASDAQ: HOLX) is a leading
developer, manufacturer and supplier of premium diagnostic products,
medical imaging systems and surgical products. The Company's core
business units focus on diagnostics, breast health, GYN surgical,
and skeletal health. Hologic reported revenues of about $2.6
billion in the twelve months ended March 28, 2015.
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.
The following information supplements Disclosure 10 ("Information
Relating to Conflicts of Interest as required by Paragraph (a)(1)(ii)(J)
of SEC Rule 17g-7") in the regulatory disclosures made at
the ratings tab on the issuer/entity page on www.moodys.com
for each credit rating:
Moody's was not paid for services other than determining a credit
rating in the most recently ended fiscal year by the person that paid
Moody's to determine this credit rating.
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.
John Zhao, CFA
Vice President - Senior Analyst
Corporate Finance Group
Moody's Investors Service, Inc.
250 Greenwich Street
New York, NY 10007
U.S.A.
JOURNALISTS: 212-553-0376
SUBSCRIBERS: 212-553-1653
Peter H. Abdill, CFA
MD - Corporate Finance
Corporate Finance Group
JOURNALISTS: 212-553-0376
SUBSCRIBERS: 212-553-1653
Releasing Office:
Moody's Investors Service, Inc.
250 Greenwich Street
New York, NY 10007
U.S.A.
JOURNALISTS: 212-553-0376
SUBSCRIBERS: 212-553-1653
Moody's assigns B1 to Hologic's new bond