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Rating Action:

Moody's assigns (P)Caa2 rating to ONO's senior notes (Spain)

21 Jan 2011

Madrid, January 21, 2011 -- Moody's Investors Service has today assigned a provisional (P)Caa2 rating to the EUR460 million worth of senior notes due in 2019 to be issued by ONO Finance II Plc. ONO's B3 corporate family rating (CFR) and all other ratings remain unchanged. The outlook on the ratings is positive.

ONO intends to use the proceeds from this issuance to: (i) pre-pay in full the EUR180 million worth of 10.5% senior notes issued by ONO Finance plc in 2004 and due in 2014; (ii) pre-pay in full the EUR270 million worth of 8% senior notes issued by ONO Finance II in 2006 and due in 2014; and (iii) repay the EUR10 million Fond-ICO Participative Loan upon maturity in May 2011. Moody's expects that, upon the successful completion of the transaction, it will withdraw the rating on the EUR180 million and EUR270 million worth of senior notes following the proposed prepayment.

Moody's issues provisional instrument ratings in advance of the final sale of securities and these ratings reflect the rating agency's preliminary credit opinion regarding the transaction only. Upon a conclusive review of the final documentation, Moody's will endeavour to assign a definitive rating to the notes. A definitive rating may differ from a provisional rating.

RATINGS RATIONALE

"The proposed bond issuance is another step in the company's efforts to address the debt refinancing wall in 2013-14, and, if successfully completed, will have positive implications for ONO's refinancing risk profile," says Iván Palacios, a Moody's Vice President -- Senior Analyst and lead analyst for ONO. "However, Moody's also notes that ONO still faces material refinancing challenges in 2013," adds Mr Palacios.

The proposed bond issuance is the third measure of a broader refinancing plan, which was initiated in May 2010, when ONO reached an agreement with its lenders under the senior facilities agreement to incorporate part of the facilities due in 2010-2012 into new forward-start facilities due in 2013. It was then followed in October 2010 with the issuance of a EUR700 million senior secured bond, which the company used to refinance existing bank debt.

A successful issuance of the proposed senior notes due in 2019 will extend ONO's debt maturity profile and remove the market risk from the most junior portion of debt in the company's capital structure. A failure to refinance the existing senior notes before February 2014 would allow senior secured bondholders to exercise their put option on their bonds to Cableuropa in 2014. However, a successful issuance will effectively extend the maturity of the EUR700 million worth of senior secured notes to 2018.

Despite these positive elements, Moody's notes that ONO continues to face material refinancing challenges in 2013, when the company's refinancing needs will be around EUR2.3 billion. Moody's expects the company to continue improving its debt maturity profile and further steps in the refinancing process could translate into upward pressure on the rating.

The (P)Caa2 rating and Loss Given Default (LGD) Assessment of (LGD6) of the new notes reflect the substantial amount of priority debt in the company's capital structure. The notes will be guaranteed on a senior subordinated basis by Cableuropa and on a senior basis by ONOMidco. The guarantee from Cableuropa will be subordinated in right of payment to its senior debt, including the senior facility and the senior secured notes tranche.

Upward rating pressure could develop if ONO progresses in extending its debt maturity profile and mitigating refinancing risk concerns. Additionally, upward pressure could develop if management continues to execute the company's revised business plan against the backdrop of the tough economic environment in Spain. More specifically, Moody's will continue to monitor the extent to which ONO delivers sustainable operating performance and free cash flow generation in accordance with its plan.

Downward pressure could be exerted on the rating as a result of (i) a failure by ONO to deliver operational performance in line with Moody's estimates; or (ii) the re-emergence of liquidity concerns, if ONO fails to proactively address the refinancing of the 2013 debt maturities.

Moody's most recent rating action on ONO was implemented on 11 October 2010, when the rating agency changed the company's outlook to positive from stable.

The principal methodologies used in this rating were Moody's "Global Cable Television Industry Rating Methodology" published in July 2009, and "Loss Given Default for Speculative-Grade Non-Financial Companies in the US, Canada and EMEA", published in June 2009.

Headquartered in Madrid, Cableuropa, S.A.U. (ONO) is Spain's largest cable operator and leading alternative provider of telecommunications, broadband and internet and pay-TV services. It is the only cable operator with national coverage. In FY 2009, ONO reported revenues of around EUR1.5 billion and EBITDA of EUR730 million.

REGULATORY DISCLOSURES

Information sources used to prepare the credit rating are the following: parties involved in the ratings and confidential and proprietary Moody's Investors Service information.

Moody's Investors Service considers the quality of information available on the issuer or obligation satisfactory for the purposes of assigning a credit rating.

The rating has been disclosed to the rated entity or its designated agents and issued with no amendment resulting from that disclosure.

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Moody's adopts all necessary measures so that the information it uses in assigning a credit rating is of sufficient quality and from sources Moody's considers to be reliable including, when appropriate, independent third-party sources. However, Moody's is not an auditor and cannot in every instance independently verify or validate information received in the rating process.

Please see ratings tab on the issuer/entity page on Moodys.com for the last rating action and the rating history.

The date on which some Credit Ratings were first released goes back to a time before Moody's Investors Service's Credit Ratings were fully digitized and accurate data may not be available. Consequently, Moody's Investors Service provides a date that it believes is the most reliable and accurate based on the information that is available to it. Please see the ratings disclosure page on our website www.moodys.com for further information.

Please see the Credit Policy page on Moodys.com for the methodologies used in determining ratings, further information on the meaning of each rating category and the definition of default and recovery.

Madrid
Ivan Palacios
Vice President - Senior Analyst
Corporate Finance Group
Moody's Investors Service Espana, S.A.
JOURNALISTS: 44 20 7772 5456
SUBSCRIBERS: 44 20 7772 5454

London
Paloma San Valentin
MD - Corporate Finance
Corporate Finance Group
Moody's Investors Service Ltd.
JOURNALISTS: 44 20 7772 5456
SUBSCRIBERS: 44 20 7772 5454

Moody's Investors Service Espana, S.A.
Barbara de Braganza, 2
Madrid 28004
Spain
JOURNALISTS: 44 20 7772 5456
SUBSCRIBERS: 44 20 7772 5454

Moody's assigns (P)Caa2 rating to ONO's senior notes (Spain)
No Related Data.
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