New York, April 06, 2020 -- Moody's Investors Service ("Moody's") today downgraded the ratings on
Envision Healthcare Corporation ("Envision"), including the corporate
family rating ("CFR") to Caa2 from B3 and probability of default
rating to Caa2-PD from B3-PD. The rating agency also
downgraded Envision's instrument ratings, including the ABL facility
rating to B1 from Ba2, the ratings on the senior secured revolving
credit facility and term loan to Caa1 from B2, and the rating on
the unsecured notes to Ca from Caa2. The outlook, previously
stable, was changed to negative.
The downgrade of the CFR to Caa2 reflects significant volume declines
across Envision's physician staffing subspecialties and ambulatory
surgery centers (ASCs) that will weaken earnings and liquidity.
"Volume declines in anesthesiology and ASCs relate principally to
the cancellation/postponement of non-essential elective surgical
procedures across the US as government officials implore hospitals to
prepare for a surge in patients infected by the coronavirus,"
stated Moody's Vice President/Senior Credit Officer Jonathan Kanarek.
"Volume declines in emergency medicine have been driven by shelter
at home directives given by roughly two-thirds of US state governors,
effectively comprising the vast majority of the population, and
to a lesser extent, a tendency to avoid emergency rooms if possible,"
Kanarek continued. The downgrade also reflects Moody's expectation
that the ongoing spread of the coronavirus will make it increasingly challenging
for Envision to manage its labor costs, sustain consistent revenue
cycle management, and maintain subsidies that it receives from hospitals.
Moody's expects that these numerous pressures will be partly offset
by various cost containment initiatives and financial relief provided
by the CARES Act that was signed on March 27, 2020.
Given the extraordinary pressures that the spread of the coronavirus is
placing on the earnings of physician staffing companies, Envision
will exchange its existing privately placed notes (not rated) and senior
unsecured notes for new term loan borrowings. Moody's will
likely consider this transaction as a distressed exchange and this is
also reflected in the downgrade of the CFR.
The negative outlook reflects Moody's view that Envision's
earnings and liquidity will weaken significantly in 2020. Further,
it underscores that the potential for additional distressed exchanges
will be directly correlated with the duration and severity of ongoing
coronavirus spread.
Ratings downgraded:
Envision Healthcare Corporation
- Corporate Family Rating to Caa2 from B3
- Probability of Default Rating to Caa2-PD from B3-PD
- Gtd. ABL facility expiring 2023 to B1 (LGD1) from Ba2
(LGD2)
- Gtd. senior secured revolving credit facility expiring
2023 to Caa1 (LGD3) from B2 (LGD3)
- Gtd. senior secured term loan due 2025 to Caa1 (LGD3)
from B2 (LGD3)
- Gtd. senior unsecured global notes due 2026 to Ca (LGD6)
from Caa2 (LGD6)
The outlook, previously stable, has been changed to negative.
RATINGS RATIONALE
Envision's Caa2 Corporate Family Rating reflects significant earnings
headwinds and future strains on liquidity as the spread of the coronavirus
continues across the US. It also reflects Envision's very
high pro forma financial leverage and aggressive financial policies.
Pro forma for ongoing cost saving initiatives, adjusted debt to
EBITDA was approximately 7.4 times as of December 31, 2019.
Moody's expects Envision's financial leverage to rise significantly
over the next several months given the significant aforementioned earnings
headwinds described above. Further, it is unclear how long
it will take for the US to reduce the level of coronavirus infections
to a negligible level and thereafter, how quickly the pace of elective
procedures ramps. Finally, the Caa2 CFR is constrained by
the increasing possibility that legislation designed to address surprise
medical bills, or more broadly, out-of-network
billing, will be passed into law.
The Caa2 rating is supported by Envision's considerable scale and market
position as the largest physician staffing outsourcer. It is also
supported by the firm's strong geographic and product diversification
within its physician staffing and ambulatory surgery center segments.
The negative outlook reflects Moody's view that Envision's
earnings and liquidity will weaken significantly in 2020. Further,
it underscores that the potential for additional distressed exchanges
will be directly correlated with the duration and severity of ongoing
coronavirus spread.
Envision faces significant social risk. Moody's regards the coronavirus
outbreak as a social risk under Moody's ESG framework, given the
substantial implications for public health and safety. To prepare
for a surge of coronavirus patients, acute care hospitals are postponing
or cancelling non-essential elective surgical procedures.
Further, alternative care settings for such elective procedures,
such as ambulatory surgery centers (ASCs), are having to do the
same in an effort to conserve valuable surgical supplies (e.g.,
personal protective equipment). Losing these procedures,
which tend to be more profitable than treating sick patients, will
result in significant headwinds for physician staffing companies'
earnings. Aside from coronavirus, the company has experienced
significant negative publicity relating to the patients its physicians
treat receiving surprise medical bills (i.e., when
they are treated by out of network physicians despite receiving care inside
an in-network facility). Legislative proposals currently
being considered, if passed, could reduce reimbursement that
Envision collects on out-of-network claims and negatively
impact firm profitability. Along these lines, UnitedHealth
chose to publicize its contract dispute with Envision prior to the two
companies negotiating an in-network relationship for 2019.
With respect to governance, Envision Healthcare has an aggressive
financial strategy characterized by high financial leverage, shareholder-friendly
policies, and the pursuit of acquisitive growth. This is
largely due to its private-equity ownership by KKR since its leveraged
buyout in 2018.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
The ratings could be downgraded if Moody's expects a greater likelihood
than not of future defaults or transactions that the rating agency would
consider a distressed exchange.
The ratings could be upgraded if Moody's views Envision's
capital structure as being increasingly tenable, for example,
as a consequence of a smaller, more manageable debt burden following
the distressed exchange. An upgrade could also occur if Moody's
expects Envision's operating performance to improve and liquidity
to stabilize.
Envision Healthcare Corporation ("Envision") is a leading provider of
emergency medical services in the U.S. Envision operates
an extensive emergency department, hospital, anesthesiology,
radiology, and neonatology physician outsourcing segment.
The company also operates 261 ambulatory surgery centers (ASCs).
The company is owned by private equity firm ("KKR"). Revenues for
the LTM period ended June 30, 2019 were $8.2 billion.
The principal methodology used in these ratings was Business and Consumer
Service Industry published in October 2016 and available at https://www.moodys.com/researchdocumentcontentpage.aspx?docid=PBC_1037985.
Alternatively, please see the Rating Methodologies page on www.moodys.com
for a copy of this methodology.
REGULATORY DISCLOSURES
For further specification of Moody's key rating assumptions and
sensitivity analysis, see the sections Methodology Assumptions and
Sensitivity to Assumptions in the disclosure form. Moody's
Rating Symbols and Definitions can be found at: https://www.moodys.com/researchdocumentcontentpage.aspx?docid=PBC_79004.
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Jonathan Kanarek, CFA
VP - Senior Credit Officer
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
Jessica Gladstone, CFA
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