Approximately $395 million of rated debt affected
New York, February 28, 2019 -- Moody's Investors Service ("Moody's") affirmed
its ratings for Patriot Container Corp. (dba "Wastequip"),
including the company's B2 Corporate Family Rating (CFR) and B2-PD
Probability of Default rating, and the B1 and Caa1 ratings for the
first and second lien credit facilities, respectively. The
outlook was changed to negative from stable.
The change in outlook to negative follows the announcement by Wastequip
that it has entered into a definitive agreement to acquire Amrep,
Inc. ("Amrep"), a garbage truck and hoist manufacturer.
The company plans to fund the acquisition from a combination of revolver
borrowings and use of a new receivables factoring program.
"The acquisition of Amrep offers Wastequip the benefits of inorganic
growth including an expanded product offering, but it limits the
company's financial flexibility to absorb unanticipated business
disruptions -- acquisition related or otherwise -- until the
revolver is repaid," said Andrew MacDonald, senior analyst
at Moody's. "The company needs to build liquidity while
reducing leverage to maintain current ratings."
The following ratings have been affirmed at Patriot Container Corp.:
Corporate Family Rating, B2
Probability of Default Rating, B2-PD
$50 million Gtd Senior Secured First-Lien Revolving Credit
Facility due 2023, B1 (LGD3)
$265 million Gtd Senior Secured First-Lien Term Loan due
2025, B1 (LGD3)
$80 million Gtd Senior Secured Second-Lien Term Loan due
2026, Caa1 (LGD5)
Outlook, changed to negative from stable.
RATINGS RATIONALE
Wastequip's B2 CFR broadly reflects its high financial leverage,
with Moody's adjusted debt-to-EBITDA in the low 6.0
times for the twelve months ended September 30, 2018 (pro forma
for the Amrep acquisition). The rating also considers the potential
for aggressive financial policies underpinned by a long history of financial
sponsor ownership, its small scale in terms of revenue relative
to the rated manufacturer universe, and a concentration in the waste
handling and recycling equipment sector. The company's liquidity,
while adequate, is expected to be constrained through 2019 given
the heavy reliance on the revolver to fund the acquisition of Amrep.
However, the company intends to repay revolver borrowings during
2019 from internally generated free cash flow throughout the year which
will improve leverage and revolver availability. The company's
earnings growth could be tempered by soft demand for products tied to
end markets like oil & gas and mining, which could slow the
level of expected improvement. The rating is also constrained by
potential revenue volatility due to the timing of project based wins and
moderate customer concentration.
However, the rating is supported by Wastequip's leading position
within the highly fragmented waste handling and storage space, and
the meaningful market share held by the company across its different product
lines. The acquisition of Amrep also bolsters the company's
already wide range of product offerings and exposure to a diversified
set of end markets. The rating is also supported by Moody's
expectation that Wastequip will improve its free cash flow which will
allow it to repay debt and strengthen liquidity.
The negative outlook reflects the risk that Wastequip will be unable to
improve its liquidity by increasing its free cash flow generation and
availability under its $50 million revolving credit facility,
in concert with a modest reduction in its high financial leverage over
the next twelve months. The outlook could be changed to stable
if the company is able to reduce leverage below 6 times while improving
its total available cash and revolver availability to at least $50
million.
Ratings could be downgraded if debt-to-EBITDA is expected
to be sustained above 6.0 times beyond 2019, free cash flow-to-debt
falls below 3% and/or liquidity weakens further. Increased
reliance on revolver borrowings, a sizable debt-financed
acquisition or dividends could also result in the ratings being downgraded.
While unlikely near term, factors that could warrant consideration
of an upgrade include financial policies supportive of debt-to-EBITDA
being sustained below 4.5 times, free cash flow-to-debt
approaching 9%, and at least a good liquidity profile is
maintained.
The principal methodology used in these ratings was Global Manufacturing
Companies published in June 2017. Please see the Rating Methodologies
page on www.moodys.com for a copy of this methodology.
Wastequip is a leading manufacturer of waste handling and recycling equipment
used to collect, process, and transport solid and liquid waste
in North America. The company manufactures a range of waste handling
products including plastic residential containers, industrial containers
of various sizes, hoists, tarpers, vacuum vehicles,
compactors and balers. Following the proposed transaction,
the company will be majority-owned by financial sponsor H.I.G.
Capital. Management reported revenue excluding the Amrep acquisiton
for the twelve-month period ended September 29, 2018 was
$530 million.
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.
Andrew MacDonald
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
Russell Solomon
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