Frankfurt am Main, August 07, 2015 -- Moody's Investors Service has today placed on review for downgrade the
B2 corporate family rating (CFR) and B2-PD probability of default
rating (PDR) of Abengoa S.A. (Abengoa). In addition,
Moody's has placed on review for downgrade the B2 ratings on the group's
senior unsecured debt instruments.
RATINGS RATIONALE
Moody's has placed Abengoa's B2 ratings on review for downgrade due to
high financial leverage ratios reported for the first half of 2015 well
above Moody's expectations for the B2 rating, higher than
expected capex spending with significant negative impact on expected free
cash flows, and the weakening of the company's liquidity situation.
In this respect, we note the company's plan to raise €650
million of equity and sell €500 million of assets, which would
contribute to recover more adequate leverage ratios and liquidity position.
At the same time, we note that the company's deleveraging
plan is subject to execution risks and that Abengoa may be facing challenges
to its business model in the financing of its projects. A failure
to execute the announced plan in a timely manner would likely result in
a downgrade of the company's credit rating.
On July 31st, Abengoa updated its targets for the fiscal year 2015,
halving its corporate free cash flow expectations (including equity recycling)
to €600-800 million for 2015 and increasing its leverage expectations
by 0.5-0.8x. In terms of net corporate leverage,
the company expects a level of 3.8x-4.0x (including
non-recourse debt in progress, NRDP). The difference
mainly relates to the net contribution from equity invested in concessions
(after recycling), which the company now expects to come in at €275
-- 425 million, compared to the previous expectation of €1.05
billion. The difference is mainly explained by higher than expected
capex spending in form of equity into projects in Brazil.
The review process will focus on the company's free cash flow generation
capacity, including the impact of financing commitments into existing
projects, and, more generally, on its financial policy
and liquidity management. The review will assess the company's
deleveraging plans and its capacity to meet its declared targets of profitable
growth and debt reduction.
Abengoa's B2 ratings, currently weakly positioned, are primarily
constrained by high leverage ratios, both at the corporate level
(e.g., gross corporate debt/EBITDA of 7.7x
for 12-months to June 2015, including non-recourse
debt in process) as well as at the consolidated level (e.g.,
net consolidated debt/EBITDA of 10.5x for 12-months to December
2014, expected to be at the same level at the end of June 2015,
including Moody's adjustments), both above our expectations for
the B2 credit rating.
In terms of net consolidated leverage, we note that the reduction
of the stake in Abengoa Yield PLC (Abengoa Yield, Ba3 stable) to
currently 49.05%, leading to a de-consolidation
of approximately €5 billion of project debt, will have a positive
impact on reported leverage. As we noted in our comment on 20 July
2015, Moody's adjusted ratios will follow the accounting treatment,
but we will additionally assess the leverage by taking into consideration
Abengoa Yield as if it was proportionally consolidated.
The review process will also focus on Abengoa's liquidity situation,
which has weakened. Abengoa's liquidity as of 30 June were
€3.1 billion, of which only €831 million was immediately
available. The remainder was linked to the company's confirming
lines (€1.4 billion), sitting on escrow accounts (€240
million) or in Abengoa's business (€500 million). Abengoa's
liquidity needs are high, to accommodate working capital fluctuations
throughout the year (minus €420 million on a corporate and minus
€135 million on a consolidated level in the first half of 2015),
and finance debt repayments and capex. Furthermore, we note
that Abengoa's revolving credit facility of €700m was fully
drawn at the end of June. Our liquidity assessment, however,
also takes into consideration alternative liquidity sources, such
as remaining concession assets and Abengoa's 49.05%
shareholding in Abengoa Yield (approximately €600 million market
value, excluding shares related to the $279 million convertible
bond issued in February 2015 and the shares pledged for the $190
million margin loan).
On August 03rd, Abengoa announced a plan to raise its equity capital
by €650 million and sell €500 million of assets. €600
million of proceeds from the capital increase will be used for corporate
debt reduction. The company expects to obtain proceeds by the end
of 1Q2016, at the latest. At the same time, we note
that there are execution risks, given the significant size of the
capital increase, which amounts to more than half of the company's
current market capitalisation of €1.1 billion (as of August
04, 2015).
Apart from the high leverage ratios, the B2 ratings are also constrained
by (1) the group's very high complexity and the extensive use of financial
instruments, such as confirming lines or factoring, which
are not reflected in reported corporate leverage; (2) still modest
track record of positive free cash flow generation at the corporate level;
(3) constant refinancing needs requiring continued access to capital markets;
(4) the technical challenges the E&C segment faces to complete advanced
installations on time and on budget; and (5) the company's need for
continued regulatory support or stability with regards to solar energy
generation or power transmission activities in all markets.
These challenges are partially offset by (1) Abengoa's substantial scale,
with revenues of EUR7.2 billion in 2014 coupled with good business
and geographical diversification; (2) the group's order backlog of
EUR8.8 billion as of June 2015 covering more than one year of sales;
(3) potential sources of cash from a substantial asset base of concessions
in operation with a relatively high intrinsic value; and (4) Abengoa's
good track record of project execution.
WHAT COULD CHANGE THE RATING UP/DOWN
Prior to the rating review process, Moody's said that negative
pressure could be exerted on Abengoa's ratings if the company fails to
reduce its leverage both on a corporate and consolidated basis to,
for example, a Moody's-adjusted net consolidated debt/EBITDA
ratio of around 8.0x (10.5x at the end of 2014 and expected
to be at similar levels at the end of June 2015, including debt
related to Abengoa Yield ) or a gross corporate debt/EBITDA ratio of below
7.0x in the next 12-18 months (7.7x per June 2015,
including non-recourse debt in process).
In the event that Abengoa fails to achieve these metrics, we will
take into account the company's liquidity position, its ability
to generate sustainably positive FCF at the corporate level, the
quality of Abengoa's investments, its financial strategy and the
maturity of its concession portfolio. The ratings could also be
downgraded if Abengoa fails to maintain non-recourse debt in process
exposure at a manageable level.
Prior to the review process, Moody's also said that Abengoa's
ratings might be upgraded if the company further improves the transparency
of the information on its structure, financing instruments and liquidity
situation. An upgrade would also require building a further track
record of successful concession asset rotation through Abengoa Yield,
leading to sustainable positive FCF at the corporate level and deleveraging,
both at the corporate and consolidated level, for instance with
a Moody's-adjusted net consolidated debt/EBITDA ratio moving comfortably
below 7.0x. In addition, upward rating pressure would
require the maintenance of a solid liquidity profile.
PRINCIPAL METHODOLOGY
The principal methodology used in these ratings was Construction Industry
published in November 2014. Other methodologies used include Loss
Given Default for Speculative-Grade Non-Financial Companies
in the U.S., Canada and EMEA published in June 2009.
Please see the Credit Policy page on www.moodys.com for
a copy of these methodologies.
Headquartered in Seville, Spain, Abengoa S.A.
is a vertically integrated environment and energy group whose activities
range from engineering & construction (E&C), utility-type
operation (via concessions) of thermal-solar energy plants,
electricity transmission networks and water treatment plants to industrial
production of biofuels. Abengoa generated EUR7.2 billion
of revenues in 2014. Abengoa is partly owned but fully controlled
by representatives of the founding families, through Inversion Corporativa
IC and Finarpisa (directly and indirectly), which effectively hold
around 56% of the total combined voting power of Abengoa's Class
A shares and Class B shares outstanding. Abengoa's shares are listed
in Spain as well as in the form of ADRs on NASDAQ. Abengoa had
a market capitalisation of around EUR1.1 billion as of 04 August
2015.
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.
Matthias Heck
Vice President - Senior Analyst
Corporate Finance Group
Moody's Deutschland GmbH
An der Welle 5
Frankfurt am Main 60322
Germany
JOURNALISTS: 44 20 7772 5456
SUBSCRIBERS: 44 20 7772 5454
Matthias Hellstern
MD - Corporate Finance
Corporate Finance Group
JOURNALISTS: 44 20 7772 5456
SUBSCRIBERS: 44 20 7772 5454
Releasing Office:
Moody's Deutschland GmbH
An der Welle 5
Frankfurt am Main 60322
Germany
JOURNALISTS: 44 20 7772 5456
SUBSCRIBERS: 44 20 7772 5454
Moody's places Abengoa's B2 ratings on review for downgrade