New York, April 01, 2011 -- Moody's de Mexico assigned a Aa3.mx rating (Mexico National
Scale) and a Ba1 rating (global scale, local currency) to the Certificados
Bursatiles Fiduciarios (Certificados Bursatiles) of Grupo Autopistas Nacionales
S.A. (GANA or the concessionaire) to be to be issued in
an amount of up to 1.7 billion pesos or its equivalent in Unidades
de Inversion (UDIs), due in 2031. The ratings carry a stable
outlook. Debt proceeds will be used by GANA to refinance the existing
debt associated with its toll road concession for Autopista Amozoc Perote
(the 'toll road') and the Libramiento de Perote (the 'bypass',
and together the 'project'),and to cover issuance related
costs, with the balance to be used for corporate activities.
Under the original Concession Agreement between GANA and the Secretary
of Communication and Transportation (SCT) of the Government of Mexico,
a trust was created to finance construction of the project, and
the rights and flows of the toll revenues are irrevocably ceded to that
trust by the concessionaire. The current issuance will hence utilize
a second trust that was created in 2010 to pay debt service on a bridge
loan. Consequently, payment of debt service on the Certificados
Bursatiles will be subordinated to any debt that could be issued at the
first trust, although there are covenants and penalties included
in the current financing documents that greatly minimize the possibility
of senior debt being issued by GANA.
Interest on the Certificados Bursatiles will be paid quarterly beginning
in July 2011, while principal will be amortized on a semi-annual
basis starting in October 2011. Bondholder security is dependent
on the revenue generating capacity of the project as well as the bondholder
protections incorporated in the trust agreement, the indenture,
and the concession agreement.
The concessionaire, GANA, is a Mexican corporation owned 69.2%
by OHL Mexico S.A.B. de C.V.,
24.5% by Banco Invex and 6.3% by Invex Infraestructura.
OHL Mexico is 73.9% owned by OHL S.A. (Spain)
which has broad global experience in toll road concessions. The
project currently being financed consists of the two assets which were
bid out for concession in 2003 in one single package to build, exploit,
operate and maintain the assets for differing time periods. The
concession is part of the federal government's national infrastructure
plan, to build out the road network in the highlands of the country,
thus connecting the central region to the ports along the Atlantic coast.
The toll road begins in Amozoc in the State of Puebla, crosses the
State of Tlaxcala and ends in Perote in the State of Veracruz.
It is a 105 km (65 mile), 2-lane road with seven entry points
and three main toll plazas. The 30-year concession for the
toll road began partial operations in 2007, with the segment that
connects Amozoc III to Cuapiaxtla, and became fully operational
in October 2008. The concession is for 30 years. The Libramiento,
which bypasses the city of Perote, is located on the border between
the states of Puebla and Veracruz and is 17.4km (10.8 miles)
long. The concession for the bypass is for 20 years.
Use of the toll road is estimated to save 39 minutes on what otherwise
would be a 90 min trip on the competing free road, whereas the bypass
is estimated to save 12 minutes on a 22 min trip on the directly competing
free road. In Mexico, by law, there has to be a free
road that runs alongside the tolled road, which provides one of
the biggest challenges for this concession, especially in the Libramiento
de Perote, where the time savings and the cost seem to be valued
less for this short bypass. While the Libramiento has the greatest
potential for growth, it also will have the most difficult time
pulling vehicles from the free road.
Per the concession agreement, the rate setting mechanism increases
with inflation, but the rate must not exceed the Maximum Tariff
(Tarifa Maxima Ponderada) as defined in the concession agreement.
GANA's toll for the road and bypass are expected to rise with inflation
The roads serve the regional economy and most importantly are one of two
viable, quick alternatives to reach the Port of Veracruz from Mexico
City and from the capital of the State of Puebla. Puebla (Baa3/Aa3.mx)
has an economy centered around a solid manufacturing sector and an important
commercial and services sector. The state's GDP has grown in recent
years, although it continues to sit at around 65% of the
national average. The State of Veracruz (Ba3/A3.mx) is Mexico's
third largest state, with over 7 million inhabitants and an economy
that contributes 4.6% of Mexico's GDP. The economic
base is diversified across manufacturing, community and social services,
trade, and financial services.
Historical traffic information is limited. The growth on the toll
road in 2008-2009 was very high, reflecting new use of the
road and the period of ramp up. The composition of the road's
traffic is heavily weighted towards light vehicles, which on average
represent 75.7% of the total over the last three years.
The Libramiento has experienced more mixed results with a decline in activity
in 2008 and 2009, in part due to the full opening of the toll road
which drew away some traffic that had been using the bypass. Traffic
information for the full year 2010 indicates that the total number of
vehicles for the project grew 3.2%, which is relatively
low for a toll road that is still in ramp up mode, but considers
the lingering effects of the global and local economic contraction in
2010. The management base case projects fairly robust annual growth
ranging from 6% to 10% until 2015, but that increase
is highly dependent on the development and operating status of a number
of other, non-related, toll road projects that are
expected to serve as feeders to the toll road Amozoc-Perote.
Moody's base case incorporates an average annual growth of 5.2%
in vehicle traffic.
The obligations of the trust that will issue the Certificados Bursatiles
(Fideicomiso Emisor HSBC F/300861) are subordinate to those of the original
trust that was created under the concession agreement and which currently
services the outstanding debt and intercompany OHL loan. The revenues
backing this issuance are effectively the net revenues of the first trust,
but after the current transaction closes that trust will not have any
debt outstanding and would not be expected to issue additional debt in
the future. The financing documents for the Certificados Bursatiles
incorporate a series of covenants and penalties against issuing additional
debt that is not subordinate to the current Certificados Bursatiles,
including a possibility of early amortization of the Certificados Bursatiles.
The revenue waterfall in the current transaction follows a typical pattern,
but the accounts are divided between the first and second trusts.
The waterfall in the original trust provides for the payments to the SCT
and operations and maintenance expenses, and the major maintenance
reserve. Once the net revenues flow to the HSBC trust, funds
will be used to fill a second major maintenance fund, then to pay
debt service on the Certificados Bursatiles which are expected to be issued,
and then fill the debt service reserve account as necessary.
Under the Moody's base case projections for debt service coverage
ratio (DSCR) average 1.54x over the life of the debt and show a
minimum of 1.26x if we exclude the first half year of operations,
which is the most vulnerable. Under our base scenario, net
revenues in the first semester of the transaction (which is the second
half of 2011) generates a debt service coverage ratio of 1.10x,
which is low for the current rating category. However, we
anticipate that traffic and revenues will strengthen over the life of
the bonds in a manner that will allow for DSCR in subsequent years to
be more ample than that of the first year and be in line with projections
and that of similarly rated operating toll roads.
Under the current transaction the major maintenance reserves combined
need to provide, in any combination, for 12 months'
of major maintenance expenditures. Bondholder security is additionally
enhanced by the existence of the aforementioned debt service reserve account
(DSRA) which will be funded with proceeds at a level that covers nine
months of debt service payments, or three interest and one principal
payments. On a relative basis, the DSRA is slightly weaker
than that of other toll road transactions in Mexico and Chile which tend
to have a year's worth of debt service in reserve funded up front.
Nonetheless, the DSRA requirement in this deal varies depending
on the level of debt service coverage achieved over the previous 12-month
period and will increase to 12 months if the debt service coverage ratio
(DSCR) is above 1.20x but below or equal to 1.40x,
and to 15 months if the DSCR is at 1.20x or below. Funding
the DSRA to the required level depends on the availability of excess cash
flowing through the transaction after the payment of debt service,
and hence cannot be guaranteed.
The rating is well placed in its rating category but could experience
upward pressure over the medium term if traffic trends prove to be better
than anticipated and result in a higher degree of cash available for debt
service that consistently provides a DSCR above 2.0x. Conversely,
if vehicle traffic falls notably far from the projections and is not at
a level that produces at least the expected level of average DSCR,
the rating could experience negative pressure.
The principal methodology used in rating this issuer was "Operational
Toll Roads" published December 2006.
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Ratings to Global Scale Ratings."
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parties involved in the ratings, parties not involved in the ratings,
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Service information, and confidential and proprietary Moody's
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VP - Senior Credit Officer
Project Finance Group
Moody's Investors Service
Chee Mee Hu
MD - Project Finance
Project Finance Group
Moody's Investors Service
Moody's Investors Service
Moody's de Mexico assigns Aa3.mx rating (Mexico National Scale) to the Certificados Bursatiles Fiduciarios of Grupo Autopistas Nacionales S.A.
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