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Rating Action:

Moody's downgrades KPN's ratings to Baa3/P-3; stable outlook

28 Mar 2014

Madrid, March 28, 2014 -- Moody's Investors Service has today downgraded to Baa3 from Baa2 the senior unsecured rating of Koninklijke KPN N.V. (KPN). Concurrently, Moody's has also downgraded to Prime-3 (P-3) from Prime-2 (P-2) KPN's short-term issuer rating. The outlook on all ratings is stable.

A full list of ratings is provided towards the end of this press release.

RATINGS RATIONALE

"Today's downgrade reflects our expectation that KPN's financial ratios will remain weak in 2014-15 with no prospects of recovery in the short-term to levels commensurate with the previous Baa2 rating category", says Iván Palacios, a Moody's Vice President -- Senior Credit Officer and lead analyst for KPN.

Following the company's release of its full year 2013 results and strategic update for 2014-15, Moody's has revised its forecasts for KPN. The revised forecasts show that KPN's EBITDA will bottom out in 2014 and recover very slowly thereafter, primarily as a result of the contribution of Reggefiber. Moody's expects that KPN will report net adjusted debt/EBITDA around 3.0x and Retained Cash Flow (RCF)/net adjusted debt of around 22%-24% in 2014-15. These ratios assume the successful completion of the sale of E-Plus, with the majority of proceeds used to reduce debt.

KPN's management made a substantial effort to protect the company's financial profile in 2013, through a EUR3 billion rights issue, the issuance of hybrid instruments providing EUR1 billion of equity credit and the planned sale of E-Plus for a total consideration of EUR8.5 billion, of which EUR5.0 billion will be received in cash. However, these measures have not been sufficient to bring credit metrics in line with levels commensurate with the previous Baa2 rating, primarily because of KPN's rapidly deteriorating operating performance resulting from a slow macroeconomic environment, and challenging competitive and regulatory environments.

The company is making the necessary investments to put its business on a stronger long-term footing. In fixed-line, KPN's domestic business is showing some signs of stability in terms of its revenues and market share, which are primarily driven by IPTV growth, helped by its hybrid copper/fiber strategy. In domestic mobile, the company has accelerated its investments in 4G to regain its historical competitive advantage. In addition, KPN has started a simplification programme which could lead to estimated savings of more than EUR300 million per annum by 2016.

However, despite these efforts, visibility on KPN's operating performance remains low, as competitive pressures in the Dutch market will remain intense in 2014 and 2015, following a similar trend in 2013. In fixed-line, it remains unclear at this stage whether recent price discipline can be maintained, with 2013 price increases by cable companies and KPN. In mobile, KPN reported very weak EBITDA generation in Q4 2013, which was partly driven by the reversal of the handset lease model and by extra investments in customer retention. The likely launch of a 4G offering by Tele 2 AB in 2014-15 could be very disruptive for KPN if it leads to further price-aggressive competition.

Despite these ongoing pressures and uncertainties, the stable outlook recognises the extra flexibility that KPN will have if the sale of E-Plus is completed as planned, with KPN retaining a 20.5% stake in Telefonica Deutschland. This stake will provide KPN with additional financial flexibility via dividends or additional cash proceeds in the event that KPN decided to sell this stake in the future. However, failure to complete the E-Plus transaction because of a lack of regulatory approval would be credit negative, as KPN would have limited internal options to protect its financial profile, given that asset sales would be very difficult, the company has no headroom to issue additional hybrids with extra equity credit, and dividend flexibility is very limited.

KPN's Baa3 senior unsecured rating is supported principally by its leading position in the Dutch market, integrated business model, and solid liquidity profile. These considerations are balanced by KPN's (1) track record of declining operating performance and profit warnings; (2) credit metrics which will initially be weak for the rating category; and (3) limited financial flexibility, other than via the monetisation of its 20.5% stake in Telefonica Deutschland.

RATIONALE FOR STABLE OUTLOOK

The stable rating outlook assumes that the E-Plus transaction will be successfully completed. It reflects Moody's expectation that continuing management initiatives will to a large extent balance the tough market in which the company will have to continue to weather macroeconomic, regulatory and competitive pressures. The outlook also factors in Moody's expectation that KPN's management will preserve the company's financial profile within the ratio guidance for a Baa3 rating.

WHAT COULD CHANGE THE RATING UP/DOWN

Although not currently expected in view of the recent rating action, Moody's would consider a rating upgrade if KPN's debt protection ratios were to strengthen significantly as a result of improvements in its operational cash flows and a reduction in debt. The rating could come under positive pressure if the company achieved sustainable improvements in its debt protection ratios, such as adjusted RCF/net debt of at least 25% and adjusted net debt/EBITDA comfortably below 2.5x, while experiencing a significant improvement in the business environment.

Moody's could downgrade KPN's rating if (1) the company fails to complete the sale of E-Plus; or (2) the company's credit metrics weaken beyond expectation as a result of a further deterioration in operating performance or debt-financed acquisitions of assets as part of in-market consolidation deals. Credit metrics that would lead to downward pressure on the rating include RCF/net adjusted debt falling to below 20% or adjusted net debt/EBITDA exceeding 3.2x on an ongoing basis.

PRINCIPAL METHODOLOGY

The principal methodology used in this rating was the Global Telecommunications Industry published in December 2010. Please see the Credit Policy page on www.moodys.com for a copy of this methodology.

Koninklijke KPN N.V. (KPN) is the leading integrated provider of telecommunication services in the Netherlands. KPN also provides mobile telephony services in Belgium through its subsidiary BASE Company. In 2013, the group reported revenues of EUR8.5 billion and EBITDA of EUR2.9 billion for its continuing operations.

LIST OF AFFECTED RATINGS

The list of affected ratings is as follows:

Downgrades:

..Issuer: Koninklijke KPN N.V.

.... Issuer Rating, Downgraded to P-3 from P-2

....Junior Subordinated Regular Bond/Debenture, Downgraded to Ba2 from Ba1

....Junior Subordinated Regular Bond/Debenture Mar 14, 2073, Downgraded to Ba2 from Ba1

....Junior Subordinated Regular Bond/Debenture Mar 28, 2073, Downgraded to Ba2 from Ba1

....Multiple Seniority Medium-Term Note Program, Downgraded to (P)Ba1 from (P)Baa3

....Multiple Seniority Medium-Term Note Program, Downgraded to (P)Baa3 from (P)Baa2

....Senior Unsecured Bank Credit Facility, Downgraded to Baa3 from Baa2

....Senior Unsecured Regular Bond/Debenture Nov 18, 2026, Downgraded to Baa3 from Baa2

....Senior Unsecured Regular Bond/Debenture Mar 18, 2016, Downgraded to Baa3 from Baa2

....Senior Unsecured Regular Bond/Debenture Sep 17, 2029, Downgraded to Baa3 from Baa2

....Senior Unsecured Regular Bond/Debenture Oct 1, 2030, Downgraded to Baa3 from Baa2

....Senior Unsecured Regular Bond/Debenture May 29, 2019, Downgraded to Baa3 from Baa2

....Senior Unsecured Regular Bond/Debenture Feb 4, 2019, Downgraded to Baa3 from Baa2

....Senior Unsecured Regular Bond/Debenture May 29, 2014, Downgraded to Baa3 from Baa2

....Senior Unsecured Regular Bond/Debenture Feb 1, 2021, Downgraded to Baa3 from Baa2

....Senior Unsecured Regular Bond/Debenture Sep 21, 2020, Downgraded to Baa3 from Baa2

....Senior Unsecured Regular Bond/Debenture Mar 1, 2022, Downgraded to Baa3 from Baa2

....Senior Unsecured Regular Bond/Debenture Jan 17, 2017, Downgraded to Baa3 from Baa2

....Senior Unsecured Regular Bond/Debenture Jun 22, 2015, Downgraded to Baa3 from Baa2

....Senior Unsecured Regular Bond/Debenture Oct 4, 2021, Downgraded to Baa3 from Baa2

....Senior Unsecured Regular Bond/Debenture Jan 15, 2016, Downgraded to Baa3 from Baa2

....Senior Unsecured Regular Bond/Debenture Sep 30, 2024, Downgraded to Baa3 from Baa2

Outlook Actions:

..Issuer: Koninklijke KPN N.V.

....Outlook, Changed To Stable From Negative

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

Paloma San Valentin
MD - Corporate Finance
Corporate Finance Group
JOURNALISTS: 44 20 7772 5456
SUBSCRIBERS: 44 20 7772 5454

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 downgrades KPN's ratings to Baa3/P-3; stable outlook
No Related Data.
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