Approximately $1.5 billion of debt affected
New York, February 27, 2013 -- Moody's Investors Service assigned a Ba2 rating to Colfax Corporation
("Colfax") new Term Loan A-4 and affirmed the company's Corporate
Family and Probability of Default Ratings at Ba3 and Ba3-PD,
respectively. The ratings on its expanded US based $300
million revolver (upsized from $100 million) and on its $200
million multi currency facility, and on the company's Term Loan
B remain at Ba2. The rating outlook was changed to negative from
stable.
The change in outlook reflects the company's high leverage and operating
performance that has remained well below our expectations. Operating
results have been pressured by delays in implementing restructuring initiatives
and by economic weakness in European markets.
RATINGS RATIONALE
Colfax is weakly positioned in the Ba3 CFR rating category due to its
high leverage, with debt/EBITDA in high 4 times based on Moody's
standard adjustments which consider its operating leases, and underfunded
pension liabilities. Although the company's interest expense
will decline due to recent refinancing and its leverage metrics will benefit
from the $200 million debt paydown, the company's leverage
still remains elevated in Moody's view and the general outlook for
its business remains challenging particularly given the weak European
economies.
Moreover the negative rating outlook reflects Moody's view that
the company's sales, margins, and deleveraging efforts
have been weaker than previously anticipated by Moody's when it
assigned the Ba3 CFR rating. Moreover, leverage is expected
to remain elevated for much of 2013.
The affirmation of the company's Ba3 CFR reflects the expectation
that management will remain focused on working capital reduction,
productivity enhancements and that these efforts may be sufficient to
maintain the Ba3 CFR. Moody's continues to believe that the
management structure and investor base combined with strong global product
platforms increases the likelihood that the company will perform well
when the global economy improves.
The Ba2 rating on Colfax Corporation's senior secured credit facilities
is one notch above the corporate family rating due to their senior priority
of claim in the capital structure and the support from the junior capital
in the form of various unsecured obligations including pension liabilities
and trade claims. The revolver, various term loan A facilities,
and term loan B are all secured on a first lien basis although by various
assets but benefit from the security package that is subject to a collateral
allocation mechanism.
The Ba2 assignment on the Term Loan A-4 has the company's
Colfax Corporation (the US borrower) as is the case with the Term loan
A-1 and term loan B. The term loan A-2 and A-3
have certain Colfax European operations as the borrower.
Assignments/Affirmations:
..Issuer: Colfax Corporation
....Senior Secured Bank Credit Facility,
Assigned/Affirmed Ba2 LGD3-32% from Ba2 LGD3- 41%
..Issuer: Colfax UK Holdings Ltd
....Senior Secured Bank Credit Facility,
Affirmed Ba2 LGD3-32% from Ba2 LGD3- 41%
Outlook Actions:
..Issuer: Colfax Corporation
....Outlook, Changed To Negative From
Stable
..Issuer: Colfax UK Holdings Ltd
....Outlook, Changed To Negative From
Stable
Colfax Corporation's SGL-3 Speculative Grade Liquidity rating remains
unchanged and reflects Moody's expectations that the company will maintain
adequate liquidity over the next twelve months. The liquidity profile
is supported by initial cash balances anticipated at over $200
million, and $500 million of total combined revolver size
of which over $300 is anticipated to be available in 2013 due in
part to the expansion of its US revolver. The company is anticipated
to have good room under its covenants but is believed to have limited
forms of alternate liquidity as its assets are secured by the bank credit
facilities.
The ratings are not anticipated to experience positive ratings traction
over the short term. If leverage on a Moody's adjusted basis
were expected to improve beyond 4.3 times, the ratings outlook
could revert to stable. Moreover, were the company's leverage
to decrease to under 3.5 times and free cash flow available for
debt reduction anticipated at over 12% annually, positive
ratings traction could occur.
The ratings may be downgraded if the company does not make meaningful
progress so that its year-end 2013 leverage is anticipated to be
under 4.3 times on a fully adjusted basis.
The principal methodology used in rating Colfax was the Global Manufacturing
Industry Methodology published in December 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. Please see the Credit Policy page on www.moodys.com
for a copy of these methodologies.
Colfax, headquartered in Fulton, Maryland, is a diversified
global industrial manufacturer of pumps, fluid-handling systems,
specialty valves, fabrication technology solutions and lubrication
systems. Total revenues for 2012 were approximately $3.9
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.
Paul Aran
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
Michael J. Mulvaney
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 Ba2 rating to Colfax term loan; outlook is negative