New York, March 27, 2020 -- Moody's Investors Service (Moody's) changed Calceus Acquisition,
Inc.'s (Cole Haan) ratings outlook to negative from stable.
Concurrently, Moody's affirmed the company's B1 corporate
family rating (CFR), B1-PD probability of default rating
(PDR), and B1 senior secured term loan rating.
The change in outlook to negative from stable reflects the risk that credit
metrics could weaken for a prolonged period as a result of lower discretionary
consumer spending and high promotional activity in the apparel and footwear
sector as a result of the COVID-19 outbreak. The negative
outlook also reflects the risk that liquidity will decline more than anticipated
as a result of an extended period of store closures or weaker than expected
earnings.
Moody's projects a significant decline in revenues and EBITDA in
calendar year 2020 including the impact of temporary store closures,
followed by a moderate recovery in 2021. Moody's views Cole
Haan's liquidity as adequate and believes the company can withstand
a short period of store closures at its operated stores and retail partners
and significant promotional activity. Cole Haan had $11
million of cash and full availability under its $115 million asset-based
revolving credit facility as of November 30, 2019.
The rapid and widening spread of the coronavirus outbreak, deteriorating
global economic outlook, falling oil prices, and asset price
declines are creating a severe and extensive credit shock across many
sectors, regions and markets. The combined credit effects
of these developments are unprecedented. The retail sector has
been one of the sectors most significantly affected by the shock given
its sensitivity to consumer demand and sentiment. More specifically,
the weaknesses in Cole Haan's credit profile, including its
exposure to discretionary consumer spending have left it vulnerable to
shifts in market sentiment in these unprecedented operating conditions
and Cole Haan remains vulnerable to the outbreak continuing to spread.
Moody's regards the coronavirus outbreak as a social risk under our ESG
framework, given the substantial implications for public health
and safety. Today's action reflects the impact on Cole Haan of
the breadth and severity of the shock, and the broad deterioration
in credit quality it has triggered.
..Issuer: Calceus Acquisition, Inc.
.Corporate family rating, affirmed B1
.... Probability of default rating,
affirmed B1-PD
.$290 million senior secured term loan, affirmed
B1 (LGD4)
.Outlook, changed to negative from stable
RATINGS RATIONALE
Cole Haan's B1 CFR reflects its high leverage and exposure to discretionary
consumer spending as a premium price point retailer. While Moody's
expects that temporary closures at its stores and retail partner locations
will result in sharp earnings declines in Q4 FY 2020, followed by
continued but decelerating declines through Q2 FY 2021, Cole Haan's
strong momentum prior to the COVID-19 outbreak will likely position
it better than other apparel and footwear companies in an economic downturn.
Moody's expects EBITDA to decline by 40-60% in FYE
May 2020 from the LTM period ended November 30, 2019. As
a result, Moody's projects that debt/EBITDA will increase
to about 4.8 times from 3.3 times (as of November 30,
2019) and EBITA/interest expense will decline to about 1.1 times
from 2.8 times. Credit metrics should improve modestly in
FYE May 2021, as the company anniversaries sharp Q4 FY 2020 declines
but is impacted by lower demand in the first half. Cole Haan's
relatively small scale and operations in the highly competitive footwear
market also constrain the rating. In addition, the rating
incorporates financial strategy risk associated with private equity ownership.
As a mono-brand premium retailer, Cole Haan is also exposed
to changes in fashion trends and consumers' brand perception. Continued
reinvestment in product design, marketing and infrastructure,
as well as social factors including responsible sourcing and robust data
protection, are necessary to sustain brand value.
Nevertheless, the rating is supported by Cole Haan's strong product
and digital execution, well-recognized brand and diverse
distribution channels, including a sizeable digital business.
While the ongoing 'athleisure' fashion trend has been a significant driver
of the company's growth, Cole Haan offers a broad range of styles
that can adapt to changing trends. The ratings are also supported
by the company's adequate liquidity.
The ratings could be downgraded if earnings or liquidity deteriorate,
if product weakness or operational execution hurt revenue or the brand,
or if leverage increases including as a result of debt-financed
dividend distributions or acquisitions. Quantitatively, the
ratings could be downgraded if debt/EBITDA is sustained above 4.0
times and EBITA/interest expense declines below 2.25 times.
The ratings could be upgraded if the company materially reduces private
equity ownership and demonstrates a commitment to a more conservative
financial policy. An upgrade would also require increased scale
and diversification, while maintaining solid revenue and earnings
growth and very good liquidity. Quantitatively, the ratings
could be upgraded if Moody's-adjusted debt/EBITDA is maintained
under 3 times and EBITA/interest expense approaches 3 times.
The principal methodology used in these ratings was Retail Industry published
in May 2018. Please see the Rating Methodologies page on www.moodys.com
for a copy of this methodology.
Headquartered in Greenland, NH, Cole Haan is a designer and
retailer of men's and women's footwear, handbags, and accessories.
Net revenues for twelve months ended 30 November 2019 were approximately
$738 million. Apax Partners and the company's management
team acquired the company from NIKE Inc. in early 2013.
REGULATORY DISCLOSURES
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
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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
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For any affected securities or rated entities receiving direct credit
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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.
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rating and, if applicable, the related rating outlook or rating
review.
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Please see the ratings tab on the issuer/entity page on www.moodys.com
for additional regulatory disclosures for each credit rating.
Raya Sokolyanska
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
Margaret Taylor
Associate Managing Director
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