London, 12 June 2019 -- Moody's Investors Service (Moody's) has today changed to negative
from stable the outlook on EnBW Energie Baden-Wuerttemberg AG (EnBW)
and its guaranteed subsidiary, EnBW International Finance B.V..
Concurrently, Moody's has affirmed the A3 long-term
issuer and senior unsecured ratings of EnBW and EnBW International Finance,
and the Baa2 subordinated debt ratings of EnBW. The Prime-2
short-term issuer rating has been also affirmed.
A full list of affected ratings is provided towards the end of this press
release.
The rating action follows EnBW's announcement, on 4 June,
that it had acquired the French wind and solar farm developer and operator,
VALECO, for an undisclosed price and the company's planned
acquisition, announced on 7 May, of the German telecommunications
company Plusnet GmbH (Plusnet).
RATINGS RATIONALE
RATIONALE FOR THE NEGATIVE OUTLOOK
Today's change in outlook reflects the risk that EnBW might not be able
to mitigate the negative effects of the announced transactions sufficiently
to sustain a financial profile commensurate with its current A3 rating,
given expected increase in debt by some EUR1 billion. While the
acquisitions are consistent with EnBW's strategy, they are
in the context of a weaker financial profile than previously anticipated
by Moody's. Absent mitigating measures, there is an
increased likelihood of EnBW's key credit metrics falling persistently
short of guidance for the current rating and downward rating pressure.
In March 2019, EnBW announced it had been selected as the exclusive
bidder to acquire 100% of VALECO, an independent energy operator
active in the French wind and solar energy markets. On 3 June the
transaction received final approvals from the French authorities and was
closed for an undisclosed price. The planned acquisition of 100%
of Plusnet, a telecom infrastructure company in Germany, is
expected to be completed in summer 2019, subject to certain approvals
and closing conditions.
With 276 megawatts (MW) of onshore wind and 56 MW of solar power,
VALECO will contribute to EnBW's strategy in terms of increasing
the share of cash flows from contracted renewables while providing direct
entry to the French renewables market. The transaction will,
according to the company, increase EnBW's renewables portfolio
by 31% and bring it close to its 2020 target of 1,000 MW
of onshore wind capacity, add some PV capacity of 56 MW and give
access to a 1.7 gigawatts (GW) pipeline. The planned acquisition
of Plusnet will, if completed, expand EnBW's regional
expertise in communication infrastructure at a national level.
Both transactions are consistent with the group's strategy and will
provide growth and diversification opportunities as the company manages
the nuclear and coal exit in the coming years.
Against the above, and absent measures to bolster balance sheet
strength, the acquisitions will negatively affect EnBW's leverage
metrics over the medium-term. Whilst Moody's recognizes
that the company's earnings will increase this year on the back
of increased capacity once new offshore wind farms are commissioned,
EnBW has also a large investment programme and it does not preclude pursuing
further opportunities in offshore wind, which could absorb free
cash flow and delay deleveraging. Concurrently, low discount
rates continue to affect negatively adjusted net debt, which,
according to company data, increased by more than EUR1.1
billion (14%) to EUR9.6 billion in 2018. Despite
a reported 5.3% increase in adjusted EBITDA in Q1,
Moody's anticipates that EnBW's financial profile will be
such that metrics will be weak for the A3 rating in 2019. The negative
outlook thus reflects the risk that, with the acquisitions and associated
further investment, ratios will not recover such that EnBW will
be able to achieve a financial profile commensurate with the guidance
for its A3 rating.
RATIONALE FOR AFFIRMATION OF THE RATINGS
Affirmation of the ratings reflects EnBW's (1) scale and leadership position
as a vertically integrated utility within Baden-Wuerttemberg;
(2) significant proportion of earnings, around 50% of EBITDA,
from low risk regulated distribution and transmission activities;
(3) growing share of renewables under contracts, as the company
continues to invest in line with its strategy; and (4) historically
balanced financial policy and demonstrated commitment to maintaining a
robust credit quality. These positives are, however,
balanced against (1) the evolving operating environment in Germany for
conventional generation; (2) increasingly challenging environment
in retail markets, given competition and evolution of energy services;
(3) certain execution risks relating to a large investment programme,
including offshore wind development; and (4) an anticipated erosion
of financial flexibility following the two acquisitions.
Given EnBW's 46.75% ownership by the Land of Baden-Wuerttemberg
(Aaa stable), Moody's considers the company to be a government-related
issuer. The A3 rating incorporates a one-notch uplift from
EnBW's standalone credit quality, expressed as a baseline credit
assessment (BCA) of baa1, based on Moody's assessment of moderate
support and high dependence. Moody's assumption of a moderate support
takes account of the regional government's track record of supportive
stance towards EnBW and its endorsement of the company's strategy.
The Baa2 long-term rating on the hybrid securities, which
is two notches below the issuer rating of A3 for EnBW, reflects
the features of the hybrids that receive basket 'C' treatment, i.e.
50% equity or "hybrid equity credit" and 50% debt for financial
leverage purposes.
WHAT COULD CHANGE THE RATING UP/DOWN
Given the negative outlook, upward pressure on the ratings is not
currently anticipated. The outlook could be stabilised if EnBW
demonstrates a clear path towards achieving, on a sustainable basis,
guidance for the current ratings of FFO/net debt comfortably in the upper
teens and RCF/net debt in the mid-teens in percentage terms.
The rating could be downgraded if, taking in to account such measures
as the company may implement, credit metrics appear likely to fall
persistently below the above guidance with FFO/net debt in the mid-teens
and RCF/net debt in the low double digits/low teens and below.
A reduction in the government support assumption incorporated into EnBW's
rating would also likely result in a downward rating adjustment.
The methodologies used in these ratings were Unregulated Utilities and
Unregulated Power Companies published in May 2017, and Government-Related
Issuers published in June 2018. Please see the Rating Methodologies
page on www.moodys.com for a copy of these methodologies.
Headquartered in Karlsruhe, EnBW is a large vertically-integrated
group, whose activities comprise electricity generation and trading,
transmission and distribution networks, renewables and the supply
of electricity, gas and related services. In 2018,
EnBW reported EBITDA of EUR2.2 billion.
LIST OF AFFECTED RATINGS
Affirmations:
..Issuer: EnBW Energie Baden-Wuerttemberg AG
....LT Issuer Rating, Affirmed A3
....ST Issuer Rating, Affirmed P-2
....Subordinate Regular Bond/Debenture,
Affirmed Baa2
....Senior Unsecured Medium-Term Note
Program, Affirmed (P)A3
.....Other Short Term, Affirmed
(P)P-2
..Issuer: EnBW International Finance B.V.
.... Backed Senior Unsecured Regular Bond/Debenture,
Affirmed A3
....Backed Senior Unsecured Medium-Term
Note Program, Affirmed (P)A3
....Backed Other Short Term, Affirmed
(P)P-2
Outlook Actions:
..Issuer: EnBW Energie Baden-Wuerttemberg AG
....Outlook, Changed to Negative From
Stable
..Issuer: EnBW International Finance B.V.
....Outlook, Changed to Negative From
Stable
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.
Joanna Fic
Senior Vice President
Infrastructure Finance Group
Moody's Investors Service Ltd.
One Canada Square
Canary Wharf
London E14 5FA
United Kingdom
JOURNALISTS: 44 20 7772 5456
Client Service: 44 20 7772 5454
Neil Griffiths-Lambeth
Associate Managing Director
Infrastructure Finance Group
JOURNALISTS: 44 20 7772 5456
Client Service: 44 20 7772 5454
Releasing Office:
Moody's Investors Service Ltd.
One Canada Square
Canary Wharf
London E14 5FA
United Kingdom
JOURNALISTS: 44 20 7772 5456
Client Service: 44 20 7772 5454