New York, September 09, 2020 -- Moody's Investors Service, ("Moody's") assigned
a first time rating of Baa3 to Gray Oak Pipeline, LLC's (Gray
Oak) proposed senior unsecured notes. Gray Oak will use the proceeds
of the notes offering to refinance its existing term loan that partially
financed the construction of its 850 mile crude oil pipeline that commenced
full service in the second quarter 2020. The outlook is stable.
"Gray Oak Pipeline is refinancing its term loan to maintain long-term
debt in its capital structure," said James Wilkins,
Moody's Vice President. "The company will have ample revenue
sourced from seven year contracts with minimum volume commitments and
generate positive free cash flow."
The following summarizes the ratings activity.
Assignments:
..Issuer: Gray Oak Pipeline, LLC
....Senior Unsecured Notes, Assigned
Baa3
Outlook Actions:
..Issuer: Gray Oak Pipeline, LLC
....Outlook, Assigned Stable
RATINGS RATIONALE
Gray Oak's Baa3 rating reflects its stable cash flows underpinned
by multi-year contracts that have ship-or-pay provisions
(minimum volume commitments, MVCs) covering over 800 thousand barrels
per day of crude oil capacity in 2020. The majority of contractual
commitments with its 18 shippers are with investment grade rated entities.
The pipeline services the Permian and Eagle Ford basins, which are
very competitive US shale basins with low breakeven oil prices and could
support E&P investments even as other regions lose development capital.
The pipeline delivers crude oil to Ingleside, Corpus Christi and
Sweeny on the Gulf Coast as well as the Three Rivers area, where
there is ample refining capacity and export terminals to process the Gray
Oak volumes, and represent an alternative to the Houston and Nederland
markets. The company will initially have leverage typical of a
Ba-rated entity (which Moody's expects to improve with a
full year of operations and as volumes begin to exceed MVCs), modest
scale as measured by EBITDA and a concentrated asset base (one pipeline
system) that does not provide for diversity of cash flow.
Gray Oak Pipeline has adequate liquidity supported by steady monthly revenue
from shippers that will exceed its operating costs and low maintenance
capital expenditures. The completion of the Zena Lateral is being
funded by contributions from its owners. We expect the company
to regularly distribute excess cash to its owners, thereby limiting
any material build up in cash. The company does not have a revolving
credit facility, nor is it subject to any maintenance financial
covenants. (Moody's expects the credit facility under which the
term loan was borrowed to finance construction of the pipeline to be terminated
following the debt refinancing as will the equity support agreement from
Gray Oak's owners.) Gray Oak does not have any near-term
debt maturities.
The stable outlook reflects Moody's expectation that long-term
contracts with MVCs and long-term interest on the part of exploration
and production companies in developing the Permian Basin's crude oil assets
will support steady cash flow generation.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
The rating could be upgraded if leverage approaches 3.5x,
shipping volumes exceed 900 Mbpd, and there is an improvement in
the average credit quality of shippers. The rating could be downgraded
if leverage exceeds 5x, there is a decline in the average credit
quality of shippers, the average remaining contract life declines
to less than three years, or there is a suspension in operations.
Gray Oak Pipeline, LLC owns a 850 mile, 1 MMbpd crude oil
pipeline spanning from the Permian Basin and Eagle Ford Basin to the Texas
gulf coast (Corpus Christi, Ingleside, and Sweeny),
where the crude oil can be processed by refineries or exported to global
markets. Gray Oak is owned by Phillips 66 Partners LP (42.25%),
Marathon Petroleum Corporation (25%), Enbridge Inc.
(22.75%) and Rattler Midstream LP (10%). Phillips
66 Pipeline, a subsidiary of Phillips 66, is the operator
of the pipeline.
The principal methodology used in these ratings was Midstream Energy published
in December 2018 and available at https://www.moodys.com/researchdocumentcontentpage.aspx?docid=PBC_1147839.
Alternatively, please see the Rating Methodologies page on www.moodys.com
for a copy of this methodology.
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.
For any affected securities or rated entities receiving direct credit
support from the primary entity(ies) of this credit rating action,
and whose ratings may change as a result of this credit 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 ratings have been disclosed to the rated entity or its designated
agent(s) and issued with no amendment resulting from that disclosure.
These ratings are solicited. Please refer to Moody's Policy
for Designating and Assigning Unsolicited Credit Ratings available on
its website www.moodys.com.
Regulatory disclosures contained in this press release apply to the credit
rating and, if applicable, the related rating outlook or rating
review.
Moody's general principles for assessing environmental, social
and governance (ESG) risks in our credit analysis can be found at https://www.moodys.com/researchdocumentcontentpage.aspx?docid=PBC_1133569.
The Global Scale Credit Rating on this Credit Rating Announcement was
issued by one of Moody's affiliates outside the EU and is endorsed
by Moody's Deutschland GmbH, An der Welle 5, Frankfurt
am Main 60322, Germany, in accordance with Art.4 paragraph
3 of the Regulation (EC) No 1060/2009 on Credit Rating Agencies.
Further information on the EU endorsement status and on the Moody's
office that issued the credit rating is available on www.moodys.com.
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.
James Wilkins
Vice President - Senior Analyst
Corporate Finance Group
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
Steven Wood
MD - Corporate Finance
Corporate Finance Group
JOURNALISTS: 1 212 553 0376
Client Service: 1 212 553 1653
Releasing Office:
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