Singapore, June 26, 2017 -- Moody's Investors Service has assigned Baa3 ratings to the two subordinated
perpetual capital securities ("hybrid securities") to be issued
by PTTEP Treasury Center Company Limited (PTTEPTC), a wholly-owned
subsidiary of PTT Exploration and Production Public Co. Ltd.
(PTTEP). The hybrid securities will be fully and unconditionally
guaranteed by PTTEP on a subordinated basis.
The outlook on the ratings is stable.
The two hybrid securities are being offered in conjunction with a tender
offer for the $1 billion outstanding subordinated perpetual securities
issued by PTTEP in 2014 ("PTTEP hybrid securities").
Participating holders will receive PTTEPTC hybrid securities in exchange
for PTTEP hybrid securities. They will receive, subject to
allocation by PTTEP, either of the two new instruments: 1)
hybrid securities with similar terms and conditions to the existing hybrid,
including distribution rates and first call date in 2019 or 2) new hybrid
securities with first call date in 2022.
A portion of PTTEP hybrid securities might remain outstanding if not all
holders choose to take up the offer. Effectively, Moody's
expects PTTEP's total amount of hybrid securities will remain largely
unchanged following this proposed transaction. Following the recent
enactment of a Royal Decree under the Thai Revenue Code, Moody's
expects that PTTEPTC as the issuing entity will enjoy withholding tax
exemptions on distribution payments on its hybrid securities, benefiting
PTTEP as a group.
RATINGS RATIONALE
"The Baa3 ratings assigned to the two hybrid securities issued by PTTEPTC
is two notches below PTTEP's Baa1 issuer and senior unsecured ratings.
This rating differential reflects the deeply subordinated nature of the
hybrid securities, as they are senior only to common equity and
rank behind PTTEP's senior debt obligations in terms of the priority
of claims," says Rachel Chua, a Moody's Assistant Vice
President and Analyst.
The hybrid securities are perpetual in nature and PTTEP has the option
to defer distributions on a cumulative basis. The hybrid securities
also have a 100 basis points step-up in distribution rate over
the life of the instruments.
The lower ratings also reflect Moody's view that hybrid securities have
a significantly higher loss potential rather than a materially higher
default risk.
"PTTEP's Baa1 issuer and senior unsecured ratings incorporate a one-notch
uplift which reflects our expectation that its parent, PTT Public
Company Limited (PTT, Baa1 stable), will provide financial
support in a distress situation," adds Chua, who is also Moody's
lead analyst for PTTEP.
This support -- resulting from PTTEP's strategic importance
to PTT -- could be provided in a way that stabilizes the
credit profile of PTTEP such that it maintains its status as a going concern,
and avoids the potential embarrassment of ongoing serious stress for any
class of debt.
PTTEP's Baa1 ratings reflect the company's strong liquidity
buffer and financial flexibility, high cash flow visibility from
its long-term gas sales contracts, low cost of production
and continued efforts to reduce operating and capital expenditure.
At the same time, the ratings remain constrained by PTTEP's
low reserves base, decline in earnings and profitability given depressed
oil prices, as well as its continued appetite for acquisitions which
will further pressure free cash flow generation and de-leveraging
plan.
The stable outlook reflects the strong level of support from its parent
PTT as well as the expectation that PTTEP will streamline its operational
and capital expenditures, as well as dividend payments to maintain
its fundamental credit profile.
Given the oil price environment, a ratings upgrade is unlikely in
the next two years.
Nonetheless, positive rating momentum may emerge over the longer
term if (1) PTTEP successfully develops its oil and gas fields,
leading to additional reserves and growth in production volumes;
(2) the company generates positive free cash flow despite high investment
spending; and (3) it reduces debt leverage, capex and/or shareholder
returns such that adjusted debt/proved developed reserves falls below
$6/barrel of oil equivalent (boe) and retained cash flow (RCF)/adjusted
debt exceeds 70% on a sustained basis.
In addition, the ratings of PTTEP and PTT will be reviewed concurrently
in an event of ratings pressure given the close linkages between the two
companies.
Any negative pressure on Thailand's sovereign (Baa1 stable) or PTT's rating
will result in negative pressure on PTTEP's ratings.
PTTEP's final ratings will be downgraded if the sovereign's
rating or PTT's rating is downgraded. The ratings could be
downgraded if the oil price environment were to deteriorate significantly
such that oil prices fall and stay below $35 for a prolonged period
of time. Negative pressure could also develop if the company continues
to see a decline in hydrocarbon reserves or to make large debt-funded
acquisitions, resulting in weaker credit metrics.
Credit metrics indicative of downward pressure on the ratings include
RCF/adjusted debt below 25% and EBITDA/Interest below 5x.
The principal methodology used in these ratings was the Independent Exploration
and Production Industry published in May 2017. Please see the Rating
Methodologies page on www.moodys.com for a copy of this
methodology.
PTTEP is engaged in the exploration and production of crude oil,
condensate and natural gas. Established by the Petroleum Authority
of Thailand (now PTT Public Company Ltd) in 1985 as part of a national
energy strategy, it is now a listed company with PTT retaining a
65.29% stake in the firm. While most of its projects
are located in the Gulf of Thailand, PTTEP is increasingly investing
in overseas projects in Southeast Asia, Australia, North America,
Middle East and Africa. For the financial year 2016, PTTEP
reported consolidated sales revenue of $4.3 billion.
At end-2016, the company had total proved reserves of 695
million barrels of oil equivalent (mmboe).
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 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.
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.
Rachel Chua
Asst Vice President - Analyst
Corporate Finance Group
Moody's Investors Service Singapore Pte. Ltd.
50 Raffles Place #23-06
Singapore Land Tower
Singapore 48623
Singapore
JOURNALISTS: 852 3758 1350
Client Service: 852 3551 3077
Laura Acres
MD - Corporate Finance
Corporate Finance Group
JOURNALISTS: 852 3758 1350
Client Service: 852 3551 3077
Releasing Office:
Moody's Investors Service Singapore Pte. Ltd.
50 Raffles Place #23-06
Singapore Land Tower
Singapore 48623
Singapore
JOURNALISTS: 852 3758 1350
Client Service: 852 3551 3077