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Rating Action:

Moody's downgrades Tim Hellas CFR to B2, rates new subordinated notes

14 Dec 2006
Moody's downgrades Tim Hellas CFR to B2, rates new subordinated notes

London, 14 December 2006 -- Moody's Investors Service has today downgraded the corporate family rating of Hellas Telecommunications II S.a.r.l. (Hellas II), a holding company of TIM Hellas Telecommunications S.A. ("TIM Hellas" or "the company") to B2 from B1 following its announcement that it intends to issue an additional EUR1.2 billion in debt. The proposed debt issuance is comprised of a EUR100 million tap on issue of the existing senior secured notes and EUR1,100 million subordinated notes by Hellas II. The proceeds of this refinancing will be used for the repayment of the existing PIK and for shareholder distributions.

Concurrently, Moody's has affirmed the existing EUR1,125 million senior secured notes at B1 and the existing EUR355 million senior notes at B3 in conjunction with assigning a (P)Caa1 rating to the proposed subordinated note issuance. Furthermore, Moody's notes that Hellas Finance, a financial vehicle outside the restricted group ring-fenced at Hellas II, intends to issue EUR200 million Pay-In-Kind notes (PIK). The outlook on the ratings is stable.

The ratings affected are as follows:

Hellas Telecommunications II S.a.r.l.

- Corporate Family rating downgraded to B2 from B1

- EUR1,100 million subordinated notes assigned a (P)Caa1 rating

Hellas Telecommunications V

- EUR1,225 million senior secured notes due 2012 affirmed at B1

Hellas Telecommunications III

- EUR355 million senior notes due 2013 affirmed at B3

Following the debt issuance, the leverage on cash pay debt will rise to approximately 6.9x Total Debt to EBITDA on an annualised first nine month basis from approximately 4.0x as of 30 September 2006. At the same time the company anticipates a relatively rapid de-leveraging trajectory with a target leverage profile of approximately 5.7x (on the basis of the company's reported EBITDA and excluding the PIK note issuance) by fiscal year end 2007.

Moody's notes that while the PIK notes are structurally and contractually subordinated to other debt in the capital structure, the PIK notes are seen to place constraints on the corporate family rating as the ratings agency regards the repayment of the PIK notes as ultimately being reliant upon the financial capacity of the rated group. Moody's therefore does take into account the impact of the PIK notes on the rated group and the corporate family rating in the context of the pressure it will place on the rated group in the future given that the obligation is expected to absorb financial flexibility as it develops in the future with continued improvements in credit metrics.

The stable outlook on the ratings does factor in a degree of uncertainty associated with the company's ability to reach its leverage targets by fiscal year end 2007. In the event the company demonstrates the ability to achieve its de-leveraging targets over the course of the year on a sustainable trajectory, the corporate family rating could come under upward pressure with a likely change in the outlook. Moody's at that stage would also have to again take into account the impact of the PIK notes then on the more conservative financial metrics and what the impact would be of choosing to refinance or service on a cash basis those obligations once possible under the terms and conditions of other debt agreements.

The affirmation of the existing senior secured notes and the senior notes reflects the fact that while total leverage has increased, the secured notes and senior notes do benefit from the presence of the EUR1.1 billion in subordinated debt in the company's capital structure. The (P)Caa1 rating on the subordinated notes reflects their structural and contractual subordination to the senior secured and senior notes.

Headquartered in Athens, Greece, TIM Hellas is the third largest mobile operator in Greece, with a market share of approximately 27.7% as of 30 September 2006. For the first nine months in 2006, the group generated EUR817.8 million of revenue on a consolidated basis.

London
Jenya Brown
Asst Vice President - Analyst
Corporate Finance Group
Moody's Investors Service Ltd.
JOURNALISTS: 44 20 7772 5456
SUBSCRIBERS: 44 20 7772 5454

London
David G. Staples
Managing Director
Corporate Finance Group
Moody's Investors Service Ltd.
JOURNALISTS: 44 20 7772 5456
SUBSCRIBERS: 44 20 7772 5454

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