Madrid, October 29, 2015 -- Moody's Investors Service (Moody's) has today changed the outlook on MTN
Group Limited's (MTN or Group) Baa2 ratings to negative from stable
following the announcement on the 26 October, 2015 that the Nigerian
Communications Commission (NCC) has imposed a fine of Naira 1.04
trillion (US$5.2 billion) on MTN Nigeria relating to the
timing of the disconnections of just over 5.0 million improperly
registered subscribers.
In addition, we have affirmed MTN's Baa2 global issuer rating,
the A1.za national scale issuer rating and the Baa2 rating on the
senior unsecured notes issued by MTN (Mauritius) Investments Limited.
Affected ratings:
Affirmations:
..Issuer: MTN Group Limited
.... Issuer Rating, Affirmed Baa2
.... Issuer Rating, Affirmed A1.za
..Issuer: MTN (Mauritius) Investments Limited
....Senior Unsecured Regular Bond/Debenture,
Affirmed Baa2
Outlook Actions:
..Issuer: MTN Group Limited
....Outlook, Changed To Negative From
Stable
..Issuer: MTN (Mauritius) Investments Limited
....Outlook, Changed To Negative From
Stable
RATINGS RATIONALE
The change in outlook to negative from stable reflects the potential for
deterioration in the Group's credit metrics and liquidity profile
if MTN has to pay the full equivalent US$5.2 billion fine
in Nigeria. While there is sufficient headroom in MTN's consolidated
debt/EBITDA metric to absorb additional debt to immediately pay the fine
it will reduce MTN's financial flexibility to absorb other potential
event risks. Moody's estimates that its adjusted debt/EBITDA
on a consolidated basis will increase from 1.2x to 2.1x,
compared to the 2.5x maximum leverage tolerance for the current
Baa2 rating. Moreover, MTN's liquidity profile could
come under pressure depending on the final fine amount involved.
Moody's notes the challenges faced with the negotiation process
between the NCC and MTN Nigeria which is unlikely to be resolved quickly.
A long negotiation process would put a strain on the relationship and
interactions with the Nigerian telecoms regulator and disrupt business
continuity which would have negative long term consequences on MTN's
Nigerian operations. At this time, there remains a range
of possible outcomes which will have different consequences on MTN's
credit profile. As a result of the uncertainty it is difficult
to estimate the timing and the final outcome of the discussions or the
possibility of reducing the size of fine. Accordingly, Moody's
will monitor the developments with specific focus on the speedy resolution
with the NCC, the final fine amount, any corporate governance
issues as well as any mitigating measures that the Group can put in place.
OUTLOOK
The outlook could be stabilised if matters are clarified and resolved
with limited or manageable implications to MTN's Nigerian and Group
operations and to their liquidity profile.
WHAT COULD CHANGE THE RATING DOWN/UP
Further downward pressure on the rating could develop if Moody's
considers that the fine remains substantial with significant impact on
credit metrics, there are long term regulatory implications and
MTN´s ability to upstream dividends from its Nigerian operations
is negatively affected.
Furthermore, developments that would most likely have negative rating
implications would be (1) a material weakening of the credit profiles
in the key markets (such as South Africa, Nigeria, Iran and
Ghana); (2) a failure to maintain a balanced debt profile at the
MTN Group level in line with current expectations; (3) a sustained
loss of market share or material declines in operating margins in its
key markets; (4) event risk associated with a material acquisition
or other corporate activity that negatively impacts the company's existing
or targeted leverage ratios; or (5) lower than expected up-streaming
of dividends / cash flows from MTN's non-South African operations,
including Nigeria, which might result in higher leverage developing
over time at the MTN Holdings level, particularly in the event of
a debt financed acquisition. Quantitatively, downward pressure
would arise if MTN's consolidated EBITDA margin was sustained below 40%
and/or total debt to EBITDA on a consolidated basis or in MTN Nigeria
or MTN South Africa were to rise sustainably above 2.5x.
In the absence of improving credit profiles within the major markets in
which MTN operates (such as South Africa, Nigeria, Iran and
Ghana), MTN's rating is unlikely to be upgraded to Baa1, particularly
given our expectation of stronger growth opportunities in markets outside
of South Africa.
MTN Group Limited (MTN or Group), based in South Africa, is
the largest African-based mobile telecommunications operator in
terms of subscriber base and revenues. Operating since 1994,
MTN has leading market positions in 22 African and Middle Eastern countries
with a total subscriber base of 233 million, as of 30 September
2015. Its key markets, South Africa (Baa2 stable) and Nigeria
(Ba3 stable), combined contribute 63% to consolidated EBITDA.
For the last twelve months (LTM) ended 30 June 2015, MTN reported
Group consolidated revenue and adjusted EBITDA of ZAR143.5 billion
(approximately USD12.6 billion) and ZAR74.1 billion (approximately
USD6.5 billion), respectively.
The principal methodology used in these ratings was Global Telecommunications
Industry published in December 2010. Please see the Credit Policy
page on www.moodys.com for a copy of this methodology.
Moody's National Scale Credit Ratings (NSRs) are intended as relative
measures of creditworthiness among debt issues and issuers within a country,
enabling market participants to better differentiate relative risks.
NSRs differ from Moody's global scale credit ratings in that they are
not globally comparable with the full universe of Moody's rated entities,
but only with NSRs for other rated debt issues and issuers within the
same country. NSRs are designated by a ".nn"
country modifier signifying the relevant country, as in ".za"
for South Africa. For further information on Moody's approach to
national scale credit ratings, please refer to Moody's Credit rating
Methodology published in June 2014 entitled "Mapping Moody's National
Scale Ratings to Global Scale Ratings".
The Local Market analyst for this rating is Dion Bate, 27-11-217-5472.
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 rating action on the support provider and in relation to each particular
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 rating action, and
whose ratings may change as a result of this 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.
Ivan Palacios
VP - Senior Credit Officer
Corporate Finance Group
Moody's Investors Service Espana, S.A.
Calle Principe de Vergara, 131, 6 Planta
Madrid 28002
Spain
JOURNALISTS: 44 20 7772 5456
SUBSCRIBERS: 44 20 7772 5454
David G. Staples
MD - Corporate Finance
Corporate Finance Group
Telephone: 00971 4237 9536
Releasing Office:
Moody's Investors Service Espana, S.A.
Calle Principe de Vergara, 131, 6 Planta
Madrid 28002
Spain
JOURNALISTS: 44 20 7772 5456
SUBSCRIBERS: 44 20 7772 5454
Moody's changes the outlook on MTN's Baa2 ratings to negative