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20180126Avista to Staff_DR_118(H1) Attachment D.PDF
Rating Action: Moody's Affirms Hydro One's senior unsecured A3 ratings; outlook changed to negative Global Credit Research - 19 Jul 2017 Approximately $11 billion of debt affected Toronto, July 19, 2017 -- Moody's Investors Service, ("Moody's") affirmed the ratings of Hydro One Inc. (HOI) A3 senior unsecured; (P)A3 MTN program; commercial paper P-2 and changed the outlook to negative. RATINGS RATIONALE "The negative outlook on Hydro One Inc. reflects our view that the probability of extraordinary support from the Province of Ontario will be reduced," said Vice President and Senior Credit Officer Gavin MacFarlane. "This follows today's announcement that Hydro One Limited, the parent company of Hydro One Inc., plans to acquire Avista Corp., a U.S. based electric and gas utility company." The government will retain control of Hydro One Limited (HOL: unrated), the holding company that owns 100% of HOI. The acquisition of Avista Corp. (Baa1 stable), the first major acquisition by the organization, will be financed with about C$3.4 billion of holding company debt at the parent HOL level, which sits between HOI and the Province of Ontario (Aa2 Stable) in the overall corporate structure, reducing the probability of support to HOI from the Province. In addition, any provincial support would likely also provide indirect benefits to ratepayers in U.S. jurisdictions, which further reduces the probability of support from the Province. Following the completion of the Avista acquisition, we expect the government to continue to own between 40-50% of HOL. Consistent with other Canadian regulated utilities acquiring US regulated utilities, the announced acquisition will rely on debt financing, a credit negative. The additional debt that Hydro One Limited plans to issue will not limit the ratings of Hydro One Inc. As a government related issuer, HOI's A3 rating reflects its baseline credit assessment (BCA) of baa1 with a one notch uplift attributable to the historically moderate probability of extraordinary support from the Province of Ontario. HOI's BCA of baa1 reflects its low business risk profile driven by its supportive regulatory environment. We expect cash flow from operations to remain predictable and financial metrics to remain weak for the ratings primarily as a result of the existing allowed return on equity and deemed capital structure established by the regulator. The baseline credit assessment of baa1 remains unchanged following the acquisition announcement. Rating Outlook The outlook on HOI is negative, reflecting the expectation of a declining probability of extraordinary support from the Province. What could change the rating: up An upgrade at this time is unlikely given the negative outlook. The rating outlook could return to stable at the current rating level based on an upgrade to the baseline credit assessment of HOI offsetting the reduction in the probability of extraordinary support. This could result from more favorable regulatory outcomes or a sustained improvement in financial metrics including CFO pre-W/C to debt in the high teens (11.3% at 9/30/2016). A one notch upgrade of the Province would not lead to an upgrade of Hydro One. What could change the rating: down The proposed acquisition of Avista Corp. could lead to a downgrade of HOI. A downgrade of HOI's BCA would lead to a downgrade of the senior unsecured rating, so long as Moody's opinion of likely support from the Province remains unchanged or is reduced. This could result from a deterioration in regulatory outcomes or financial metrics, including CFO pre-W/C to debt below 11% on a sustained basis (11.3% at 9/30/2016). A one notch downgrade of the Province would not lead to a downgrade of HOI. Staff_DR_118(H1) Attachment D Page 1 of 5 The methodologies used in these ratings were Regulated Electric and Gas Utilities published in June 2017 and Government-Related Issuers published in October 2014. Please see the Rating Methodologies page on www.moodys.com for a copy of these methodologies. Outlook Actions: ..Issuer: Hydro One Inc. ....Outlook, Changed To Negative From Stable Affirmations: ..Issuer: Hydro One Inc. ....Senior Unsecured Commercial Paper, Affirmed P-2 ....Senior Unsecured Medium-Term Note Program, Affirmed (P)A3 ....Senior Unsecured Regular Bond/Debenture, Affirmed A3 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 credit rating action on the support provider and in relation to each particular credit 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 credit rating action, and whose ratings may change as a result of this credit 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. The rating has been disclosed to the rated entity or its designated agent(s) and issued with no amendment resulting from that disclosure. 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. Gavin MacFarlane VP - Senior Credit Officer Infrastructure Finance Group Moody's Canada Inc. 70 York Street Suite 1400 Toronto, ON M5J 1S9 Canada JOURNALISTS: 1 212 553 0376 Client Service: 1 212 553 1653 Staff_DR_118(H1) Attachment D Page 2 of 5 Jim Hempstead MD - Utilities Infrastructure Finance Group JOURNALISTS: 1 212 553 0376 Client Service: 1 212 553 1653 Releasing Office: Moody's Canada Inc. 70 York Street Suite 1400 Toronto, ON M5J 1S9 Canada JOURNALISTS: 1 212 553 0376 Client Service: 1 212 553 1653 © 2017 Moody’s Corporation, Moody’s Investors Service, Inc., Moody’s Analytics, Inc. and/or their licensors and affiliates (collectively, “MOODY’S”). All rights reserved. CREDIT RATINGS ISSUED BY MOODY'S INVESTORS SERVICE, INC. AND ITS RATINGS AFFILIATES (“MIS”) ARE MOODY’S CURRENT OPINIONS OF THE RELATIVE FUTURE CREDIT RISK OF ENTITIES, CREDIT COMMITMENTS, OR DEBT OR DEBT-LIKE SECURITIES, AND MOODY’S PUBLICATIONS MAY INCLUDE MOODY’S CURRENT OPINIONS OF THE RELATIVE FUTURE CREDIT RISK OF ENTITIES, CREDIT COMMITMENTS, OR DEBT OR DEBT-LIKE SECURITIES. MOODY’S DEFINES CREDIT RISK AS THE RISK THAT AN ENTITY MAY NOT MEET ITS CONTRACTUAL, FINANCIAL OBLIGATIONS AS THEY COME DUE AND ANY ESTIMATED FINANCIAL LOSS IN THE EVENT OF DEFAULT. CREDIT RATINGS DO NOT ADDRESS ANY OTHER RISK, INCLUDING BUT NOT LIMITED TO: LIQUIDITY RISK, MARKET VALUE RISK, OR PRICE VOLATILITY. CREDIT RATINGS AND MOODY’S OPINIONS INCLUDED IN MOODY’S PUBLICATIONS ARE NOT STATEMENTS OF CURRENT OR HISTORICAL FACT. MOODY’S PUBLICATIONS MAY ALSO INCLUDE QUANTITATIVE MODEL-BASED ESTIMATES OF CREDIT RISK AND RELATED OPINIONS OR COMMENTARY PUBLISHED BY MOODY’S ANALYTICS, INC. 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MJKK or MSFJ (as applicable) hereby disclose that most issuers of debt securities (including corporate and Staff_DR_118(H1) Attachment D Page 4 of 5 municipal bonds, debentures, notes and commercial paper) and preferred stock rated by MJKK or MSFJ (as applicable) have, prior to assignment of any rating, agreed to pay to MJKK or MSFJ (as applicable) for appraisal and rating services rendered by it fees ranging from JPY200,000 to approximately JPY350,000,000. MJKK and MSFJ also maintain policies and procedures to address Japanese regulatory requirements. Staff_DR_118(H1) Attachment D Page 5 of 5