Category: Issue Comments

Issue Comments

HSE Has Negative Outlook At S&P

Standard & Poor’s has announced:

  • S&P Global Ratings lowered its West Texas Intermediate (WTI) and Brent crude oil price assumptions on March 19, 2020, which initiated a global review of its rated oil and gas issuers.
  • We lowered our 2020 WTI price to US$25 from US$35 and lowered our Brent price to US$30 from US$40.
  • The reduced 2020 price assumptions, in conjunction with the lower 2021 and 2022 prices published on March 9, translate into materially lower revenue and cash flow forecasts for Husky.
  • Our projected three-year (2020-2022) weighted-average funds from operations (FFO)-to-debt and discretionary cash flow (DCF)-to-debt ratios have weakened relative to those we previously forecast.
  • S&P Global Ratings revised its outlook on Husky to negative from stable and affirmed its ‘BBB’ long-term issuer credit and senior unsecured debt ratings on the company.
  • The negative outlook reflects S&P Global Ratings’ view that there is increased risk Husky’s cash flow metrics could deteriorate below the minimum level required to support the ‘BBB’ credit rating.


While we acknowledge the counterbalancing benefits of the company’s downstream segment, including midstream assets, the upstream segment’s revenues and profitability continue to dominate the company’s credit profile. Moreover, the company’s heavy oil-dominant upstream product mix exposes its financial performance to additional volatility, given the persistent weakness of Canadian heavy oil prices.

We would lower the rating to ‘BBB-‘, if Husky’s weighted-average FFO-to-debt ratio decreased below 30%, and we expected the cash flow ratio would remain at this weakened level for a sustained period. Nevertheless, we believe Husky’s participation in several industry sectors, and the integration benefits of its downstream operations, should continue to support an investment-grade rating.

We would revise the outlook to stable, if Husky is able to improve and sustain its three-year weighted-average FFO-to-debt ratio at the upper end of the 30%-45% range. In the absence of material operating efficiency gains, we believe this ratio improvement would only occur in tandem with strengthening hydrocarbon prices.

Several other ratings actions were taken on Canadian oil companies:

  • Cenovus downgraded one notch to BBB-, Negative Outlook
  • Canadian Natural Resources downgraded one notch to BBB, Stable Outlook
  • Suncor downgraded one notch to BBB+, Stable Outlook
  • Ovintiv Canada LLC downgraded one notch to BBB-, Negative Outlook

Husky remains with its Issuer Rating of BBB, although the Outlook has now turned negative. The preferreds remain at P-3(high).

Affected issues are HSE.PR.A, HSE.PR.B, HSE.PR.C, HSE.PR.E and HSE.PR.G .

Issue Comments

CF.PR.A and CF.PR.C : Trend Negative, says DBRS

DBRS has announced that it:

confirmed its rating on Canaccord Genuity Group Inc.’s (CF or the Company) Cumulative Preferred Shares at Pfd-3 (low) and changed the trend to Negative from Stable. The Company has a Support Assessment of SA3, which implies no expected systemic support.

KEY RATING CONSIDERATIONS
The trend change to Negative from Stable accounts for the impact that current stresses to the global economy and significant market volatility are having and will likely continue to have on CF’s business. Global reactions to the Coronavirus Disease (COVID-19) pandemic have caused economic stresses in the capital markets with declining market values across many asset classes. These factors were abrupt and unexpected, giving the Company minimal time to reposition its balance sheet, which will likely translate into headwinds for its earnings.

Specifically, DBRS Morningstar has the following concerns:

(1) While CF’s trading businesses may benefit from increased volatility, its investment banking activities have been largely subdued among significant global uncertainty related to the coronavirus and its ultimate impact. DBRS Morningstar expects this uncertainty to persist, which will likely adversely affect earnings in the coming quarters.

(2) DBRS Morningstar anticipates that the Company’s margin-lending business may be required to liquidate collateral at fire sale prices, as with other global financial institutions, resulting in potential losses for CF.

(3) DBRS Morningstar expects the current environment might create difficulties for CF as it manages the different businesses it has acquired in the U.S., UK, and Australia over the last few years while also paying down associated debt that will come due throughout the year.

This reverses their August, 2018, decision to upgrade the trend to Stable.

Affected issues are CF.PR.A and CF.PR.C.

Issue Comments

OSP.PR.A : 70% of Capital Units to Disappear?

Brompton Group has announced:

Brompton Oil Split Corp. (the “Fund”) previously announced a pro-rata redemption of class A shares (the “Class A Shares”) in order to maintain an equal number of preferred shares (the “Preferred Shares”) and Class A Shares outstanding as a result of more Preferred Shares being tendered to the special non-concurrent retraction in connection with the extension of the Fund’s term for an additional three years. As a result of withdrawals from the Preferred Share retraction, the Fund will now be required to redeem 2,259,102 Class A Shares on a pro-rata basis pursuant to the Fund’s constating documents which is a reduction of approximately 70.377% of each Class A shareholders’ holdings. Each Class A shareholder of record on March 31, 2020 will receive a redemption price equal to the greater of: (i) the net asset value per unit (each unit consisting of 1 Class A Share and 1 Preferred Share) minus the sum of $10.00 plus any accrued and unpaid distributions on a Preferred Share, and (ii) nil. The redemption payment, if any, will be made on or before April 15, 2020.

The Fund invests in a portfolio of equity securities of large capitalization North American oil and gas issuers, primarily focused on those with significant exposure to oil.

Given that the NAVPU of the preferred shares as of March 23 is only 3.67 (and the Capital Unit NAV is zero, of course), it currently appears that the redemption price calculated on March 31 will be nil.

Issue Comments

DBRS Mass Review of SplitShares

DBRS has announced:

DBRS Limited (DBRS Morningstar) placed certain preferred shares issued by various split share companies Under Review with Negative Implications. Each of these split share companies invests in a portfolio of securities funded by issuing two classes of shares: dividend-yielding preferred shares or securities (the Preferred Shares) and capital shares or units (the Capital Shares). In such structure, the Preferred Shares normally benefit from the downside protection provided by the net asset value (NAV) of the Capital Shares. Following the stock market sell-off in response to the worldwide spread of Coronavirus Disease (COVID-19) and various geopolitical news, the Preferred Shares experienced substantial declines in their downside protection. As a result, DBRS Morningstar placed the Preferred Shares listed below Under Review with Negative Implications. DBRS Morningstar will take final rating action on these Preferred Shares once a longer-term trend has been established for the NAVs of the affected split share companies.

Affected issues, with my estimates of the current (as of the close, March 24) Net Asset Value of the Whole Units, are:

Ticker Current
Rating
Estimated
NAV
DGS.PR.A Pfd-3 11.28
LBS.PR.A Pfd-3 11.77
PDV.PR.A Pfd-3(high) Not
Tracked
SBN.PR.A Pfd-3 11.54

Update, 2020-6-25: LCS.PR.A should have been in the table.

Issue Comments

BBD Preferreds Downgraded to CC by S&P

Standard & Poor’s has announced:

  • In the weaker macroeconomic environment we anticipate, in large part because of the COVID-19 outbreak, Bombardier Inc.’s capital structure appears to be unsustainable in the long term.
  • As a result, S&P Global Ratings lowered its ratings on Bombardier by one notch, including its issuer credit rating on the company to ‘CCC+’ from ‘B-‘.
  • At present, we don’t believe Bombardier will face a near-term liquidity crisis given the ample cash on its balance sheet at the beginning of the year.
  • The negative outlook reflects the possibility of another downgrade if macroeconomic conditions further deteriorate from our expectations leading to our view that Bombardier is likely to consider a distressed exchange offer or sub-par redemption in the near term.


In our Feb. 19, 2020, research update on Bombardier, we were expecting S&P Global Ratings’ adjusted debt-to-EBITDA of 6x-7x in 2021. However, we now believe leverage is likely to be higher given our view that earnings and free cash flow prospects for the company’s business jet division have deteriorated, at least over the next couple of years. While we recognize that large cabin business jets, which will make up the majority of Bombardier’s sales in future will see less downward pressure than small cabin jets, we expect demand will be lower than previously expected. Given Bombardier’s high debt load and our expectation for lower earnings and free cash flow generation, we Bombardier’s financial commitments appear unsustainable in the long term. We acknowledge that our forecast is highly uncertain at this time and the company has yet to provide updated guidance.

The negative outlook reflects our view that Bombardier could pursue a distressed exchange or other debt restructuring in the next 12 months to reduce its debt obligations, which we consider unsustainable in the long-term. In our view, key risks include weaker-than-expected demand from a global recession, and operating disruptions that could lead to a meaningful free cash flow deficit.

We could lower our rating on Bombardier if the company announces a distressed exchange or we consider such an event to be highly likely. This could occur if macroeconomic conditions further deteriorate from our expectations, contributing to a weaker outlook for business jet demand, and a large free cash flow deficit. It could also occur if we believe the acquisition of the company’s Bombardier Transportation (BT) segment by Alstom S.A. is unlikely to close as proposed.

We could revise the outlook to stable if we see a lower likelihood that Bombardier could pursue a distressed exchange or debt restructuring in the next twelve months. This could be the case if we expect a strong recovery in the second half of this year, leading us to believe that Bombardier’s capital structure is sustainable in the long-term.

The rating on these preferreds is now so low that S&P doesn’t offer a ‘Canadian National Scale’ equivalent with a “P” prefix … all the preferreds get is a straight transcription to CC.

Affected issues are BBD.PR.B, BBD.PR.C and BBD.PR.D.

Issue Comments

EMA Downgraded to P-3(high) by S&P

Standard & Poor’s has announced:

  • Halifax, Nova Scotia-based utility holding company Emera Inc. has closed on the sale of its Emera Maine subsidiary to ENMAX Corp.
  • Although we expect the sale to improve Emera Inc.’s consolidated financial measures in the near term, the transaction does not fully mitigate other factors that weigh on the company’s credit quality, including our expectation that the company’s funds from operation (FFO) to debt will be consistently above 12%.
  • As a result, we no longer expect Emera to maintain its financial measures at the upper end of its financial risk category, removing support for our use of a positive comparable ratings analysis modifier.
  • Therefore, we are lowering our issuer credit rating on Emera to ‘BBB’ from ‘BBB+’. The outlook is stable.
  • At the same time, we are lowering the senior unsecured debt rating to ‘BBB-‘ from ‘BBB’, subordinated notes rating to ‘BB+’ from ‘BBB-‘, and preferred shares rating to ‘BB+’ from ‘BBB-‘ on the global scale and to ‘P-3 (High)’ from ‘P-2 (Low)’ on the Canada National Scale ratings.
  • We are also downgrading intermediate holding company TECO Energy Inc. (TECO) and financing company TECO Finance Inc. to ‘BBB’ from ‘BBB+’.
  • We also reviewed our ratings on operating subsidiaries Nova Scotia Power Inc. (NSPI) and Tampa Electric Co. (TEC) and conclude that the cumulative value of the structural protections in place between these two operating companies and parent Emera are sufficient to insulate our issuer credit rating on both entities for up to one notch from the group credit profile of parent Emera.
  • As such, we are affirming our ratings on NSPI and TEC, including the ‘BBB+’ issuer credit ratings.
  • For NSPI, we are affirming the A-1 (Low) Canadian National Scale Commercial Paper Ratings.
  • For TEC, are affirming the ‘A-2’ short-term ratings.
  • The stable outlook on all these entities largely reflects our expectation that Emera will maintain its financial measures, including FFO to debt at about 11% over the next two years.


We could downgrade Emera over the next 12-24 months if the company’s financial measures deteriorates with FFO to debt of below 10% with no prospect for improvement. This could happen if there are material adverse regulatory outcomes, a material delay in the completion of capital projects, or if the COVID-19 pandemic persists and has a material long-term impact on the company’s financial measures.

We could raise ratings on Emera if its financial measures improve with FFO to debt approaching 13% on a sustained basis, indicative of the higher end of the financial risk profile category.

Affected issues are EMA.PR.A, EMA.PR.B, EMA.PR.C, EMA.PR.E, EMA.PR.F and EMA.PR.H.

Issue Comments

LBS.PR.A : Semi-Annual Report, 19H1

Brompton Life & Banc Split Corp. has released its Semi-Annual Report to June 30, 2019.

Figures of interest are:

MER: “The MER per unit, excluding Preferred share distributions (which were covered by the portfolio’s dividend income and issue costs), was 0.92% for the first six months of 2019, compared to 0.91% for 2018.”

Average Net Assets: We need this to calculate portfolio yield. There was issuance of units on April 4, 2019, so our first estimate is calculated as [412.0-million (NAV at beginning of period) + 470.4-million (NAV at end of period)] / 2 = 441.2-million. The second estimate is based on total preferred share dividends of 7.246-million divided by 0.2725/share, implies 26.590-million units outstanding, with an initial NAVPU of 15.91 and a final NAVPU of 17.23, average 16.57, implies average assets of 440.6-million, which is surprisingly good agreement! Call it average Net Assets of $440.9-million.

Underlying Portfolio Yield: (9.886-million dividends + negligible securities income) times two because it’s only half a year divided by average net assets of 440.9-million is 4.48%

Income Coverage: Net Investment Income (excluding capital gains and issuance costs; and after expenses) of 7.766-million divided by Preferred Share Distributions of 7.246-million is 107%.

Issue Comments

SBC.PR.A : Semi-Annual Report, 19H1

Brompton Split Banc Corp. has released its Semi-Annual Report to June 30, 2019.

Figures of interest are:

MER: “The MER per unit, excluding Preferred share distributions, agents’ fees and issuance costs, was 1.02% for the first six months of 2019, compared to 0.98% in 2018.”

Average Net Assets: We need this to calculate portfolio yield. There was issuance of units in early 2019, so our first estimate is calculated as [162.0-million (NAV at beginning of period) + 192.1-million (NAV at end of period)] / 2 = 177.0-million. The second estimate is based on total preferred share dividends of 2.177-million divided by 0.25/share, implies 8.708-million units outstanding, with an initial NAVPU of 20.66 and a final NAVPU of 22.06, average 21.36, implies average assets of 186.0-million, which is surprisingly good agreement! Call it average Net Assets of $182-million.

Underlying Portfolio Yield: (3.689-million dividends + negligible securities income) times two because it’s only half a year divided by average net assets of 182-million is 4.05%

Income Coverage: Net Investment Income (excluding capital gains and issuance costs; and after expenses) of 2.798-million divided by Preferred Share Distributions of 2.177-million is 129%.

Issue Comments

HSE.PR.E : No Conversion to FloatingReset

Husky Energy has announced:

that 40,800 Cumulative Redeemable Preferred Shares, Series 5 (Series 5 Shares) were tendered for conversion, which is less than the one million shares required to give effect to conversions into Cumulative Redeemable Preferred Shares, Series 6 (Series 6 Shares). As a result, none of the Series 5 Shares will be converted into Series 6 Shares on March 31, 2020.

HSE.PR.E is a FixedReset, 4.50%+357, that commenced trading 2015-3-12 after being announced 2015-3-4. It will reset at 4.591% effective 2020-3-31. I made a preliminary recommendation not to convert. The issue is tracked by HIMIPref™ and has been assigned to the FixedReset (Discount) subindex.

Issue Comments

BAM.PF.E : No Conversion to FloatingReset

Brookfield Asset Management Inc. has announced:

that after having taken into account all election notices received by the March 16, 2020 deadline for the conversion of its Cumulative Class A Preference Shares, Series 38 (the “Series 38 Shares”) (TSX: BAM.PF.E) into Cumulative Class A Preference Shares, Series 39 (the “Series 39 Shares”), there were 33,415 Series 38 Shares tendered for conversion, which is less than the one million shares required to give effect to conversions into Series 39 Shares. Accordingly, there will be no conversion of Series 38 Shares into Series 39 Shares, and holders of Series 38 Shares will retain their Series 38 Shares.

BAM.PF.E is a FixedReset, 4.40%+255, that commenced trading 2014-3-13 after being announced 2014-3-6. It will reset to 3.568% effective 2020-4-1. I made a preliminatry recommendation not to convert. The issue is tracked by HIMIPref™ and is assigned to the FixedReset (Discount) subindex.