FTS Downgraded to Pfd-3(high) by DBRS; Outlook Upgraded by S&P

DBRS has announced that it:

has today downgraded the following ratings of Fortis Inc. (Fortis or the HoldCo) and removed them from Under Review with Negative Implications where they were placed on February 9, 2016:

— Issuer Rating, downgraded to BBB (high), Stable trend, from A (low)
— Unsecured Debentures, downgraded to BBB (high), Stable trend, from A (low)
— Preferred Shares, downgraded to Pfd-3 (high), Stable trend, from Pfd-2 (low)

DBRS’s rating action largely reflects a significant increase in debt at the HoldCo’s level and incorporates the modest improvement of Fortis’s business risk profile following the completion of the acquisition of ITC Holdings Corp. (ITC) on October 14, 2016.

Based on DBRS’s rating approach to holding companies, DBRS recognizes that Fortis is a holding company of large, diverse and stable cash flow-generating regulated assets. This acts as a partial mitigation on the structural subordination issue. However, the incremental debt resulting from the Acquisition far outweighs the incremental cash flow to Fortis. Based on Fortis’s forecast, its non-consolidated metrics are expected to improve slightly in 2017 and 2018, but it will not be until 2019 that these metrics are expected to improve to the pre-Acquisition level. As a result, a one-notch downgrade is appropriate. The Stable trend reflects DBRS’s expectations as follows: (1) The post-close common equity of approximately $500 million will be issued in 2017, and the proceeds will be used to repay the EBF borrowings. (2) Non-consolidated metrics are expected to improve slightly over the next 24 months and further improve thereafter as ITC and other Fortis capital projects are completed and start generating cash flow. (3) During this period, all capital projects at regulated subsidiaries are expected to be self-financed with no further equity injection to be required from Fortis. The regulated rate base, which excludes the Waneta Expansion, is expected to increase to approximately $25.2 billion in 2017 (pro forma). As such, cash flow in the form of dividends to Fortis is expected to increase without additional debt expected to be issued at the HoldCo level. Combined with Fortis’s plan to slightly reduce its HoldCo debt, DBRS expects Fortis’s non-consolidated financial profile to strengthen over the medium term.

S&P is much more cheerful, maintaining an investment-grade rating of P-2:

  • •On Oct. 14 2016, St. John’s, Nfld.-based utility holding company Fortis Inc. announced the closing of its US$11.3 billion acquisition of ITC Holdings Corp., a U.S.-based electricity transmission operator.
  • •We are revising our outlook on Fortis and its subsidiaries, FortisAlberta Inc. and Caribbean Utilities Co. Ltd., to stable from negative.
  • •We are also affirming our ratings on Fortis and its subsidiaries.
  • •The stable outlook reflects the closing of the transaction consistent with our expectations including the sale of 19.9% of ITC to an infrastructure-focused minority investor.


The stable outlook reflects S&P Global Ratings’ view of Fortis’ stable and predictable cash flow, underpinned by the company’s regulated operations with
generally supportive regulatory frameworks. During our two-year outlook period, we expect Fortis to focus on its regulated businesses, including the ITC integration. Although credit metrics will be weak in 2016 due to the timing of the acquisition’s closing, we expect credit metrics to stabilize and improve during our outlook period, with AFFO-to-debt at about 10.5%.

We could take a negative rating action on Fortis if the company’s AFFO-to-debt were to fall below 10% during our outlook period. This could happen because of cost overruns from post-merger integration efforts with ITC, material adverse regulatory decisions, Fortis encountering operational difficulties that lead to unexpected increased costs or material debt-funded acquisitions.

We could take a positive rating action if Fortis improves its financial position, with AFFO-to-debt approaching 15% with no increase in business risk. However, based on our financial forecast, the ITC acquisition, and the company’s capital programs, we believe the prospect of a positive rating action is highly unlikely during our outlook horizon.

So mark up another example for the “Credit analysis is complicated and subjective” thesis!

Affected issues are: FTS.PR.F, FTS.PR.G, FTS.PR.H, FTS.PR.I, FTS.PR.J, FTS.PR.K and FTS.PR.M.

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