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Correction: Fitch Expects to Rate Nouvelle Autoroute 30 Financement Inc., Quebec 'BBB+'

Published 2018-05-21, 05:02 p/m
Updated 2018-05-21, 05:10 p/m
© Reuters.  Correction: Fitch Expects to Rate Nouvelle Autoroute 30 Financement Inc., Quebec 'BBB+'

© Reuters. Correction: Fitch Expects to Rate Nouvelle Autoroute 30 Financement Inc., Quebec 'BBB+'

Fitch Ratings-Chicago-May 21: This is a correction of a release published earlier today. It adds applicable criteria, Fitch's 'Availability-Based Projects Rating Criteria' (July 2017), which was omitted from the original release.

Fitch Ratings has assigned a 'BBB+(EXP)' rating to the proposed debt described below, issued by Nouvelle Autoroute 30 Financement Inc, Quebec on behalf of Nouvelle Autoroute 30, S.E.N.C. (the sponsor) in connection with A30 Express (A30; the project):

--$379.9 million senior secured bonds, series A;

--$442.5 million senior secured bonds, series B;

--$205 million senior secured bonds, series C;

--$174.1 million senior secured bonds, series D.

The Rating Outlook is Stable.

The final ratings are contingent upon the receipt by Fitch of final documents and legal opinions conforming to information already received as well as the final pricing of the bonds. The 'BBB+' rating reflects the project's strong revenue profile as exhibited by its large proportion of availability payments (AP) from a creditworthy counterparty, the Province of Quebec. The rating also reflects the project's straightforward operations with high cost predictability. These strengths are somewhat offset by concentrated lifecycle costs and reliance on toll revenue growth to sustain the project's financial profile. Financial metrics are sound overall under Fitch's rating case, with an average debt service coverage ratio (DSCR) of 1.3x, minimum project life coverage ratio (PLCR) of 1.4x, and very strong cost and revenue breakevens. When considered collectively, these metrics are consistent with the 'BBB+' rating under Fitch's indicative rating guidance for APs and toll roads on a weighted average basis.

KEY RATING DRIVERS

Simple Operations, Moderate Scope (Cost Risk: Midrange): The project's operations and lifecycle responsibilities are simple overall with moderate scope. O&M activities, excluding tolling and major pavement rehabilitation, are sub-contracted to DBi Services LLC (DBi), an experienced road operator. Cost predictability is strong, with a detailed cost analysis by the lender's technical advisor (LTA) using significant benchmarks. Lifecycle costs are moderate at between 10%-20% of revenues under Fitch's rating case during peak periods with some concentration and an adequate three-year major maintenance reserve account (MMRA) to smooth funding. APs from Strong Counterparty (Revenue Risk: Stronger): The Province of Quebec, viewed by Fitch as a stronger counterparty, will make capital and operations/maintenance/rehab (OMR) APs to the project company during the operations phase. These payments make up 58%-75% of total revenues, varying by year, are fully indexed to CPI, and the deduction framework is viewed as clearly defined and not onerous. Toll revenues benefit from the project's location within the large, growing, and economically diverse Montreal region with high regional congestion levels. Fitch views toll rates as likely to grow above inflation over time, though there is a floating toll rate cap linked to traffic volumes. A revenue-sharing agreement with Quebec limits upside revenue potential but also provides a meaningful downside cushion. New Asset, Adequate Maintenance Funding Mechanism (Infrastructure & Renewal Risk: Stronger): The project is newly constructed and is therefore expected to have low maintenance needs over the intermediate term. Future maintenance funding will be sourced from project cash flows that pre-fund a major maintenance reserve with a three-year look-forward mechanism with annual life cycle cost updates. The structure contains an additional reserving mechanism should long-term capital costs rise above initial projections. Fitch views hand-back requirements as reasonable, with handback inspections beginning well in advance of the hand-back date, 54 months. Fixed Rate, Back-Loaded Profile (Debt Structure: Midrange): The debt structure benefits from being senior lien, fixed rate, and fully amortizing. The covenant package and reserves are adequate, including a six-month debt service reserve account (DSRA) and the debt profile is back-loaded. Financial Profile: Fitch's rating case exhibits sufficient financial metrics with average DSCR of 1.3x, minimum PLCR of 1.4x, and five-year leverage of 14x. Fitch ran three cash breakevens off its base case that consider the maximum extent to which the project could incur all-cost escalation, low ongoing traffic growth, and a one-time traffic loss shock and still pay debt service. The results were very strong at 93%, -1.2%, and -44%, respectively. The financial metrics, in conjunction with the breakevens, are consistent with the 'BBB+(EXP)' rating. PEER GROUP Although there are no direct peers with a hybrid revenue mix, the project's closest peers include other bridges supported by APs, such as Portsmouth Gateway Group's Portsmouth Bypass (Portsmouth Bypass; PABs and TIFIA Loan rated 'A-'/Stable) and New Jersey Economic Development Authority's Goethals Bridge (Goethals Bridge; PABs rated 'BBB'/Stable). Although Portsmouth Bypass's financial metrics are weaker than A30's, with DSCR of 1.2x and a reasonable outside cost (ROC) multiple of 16x, its rating reflects its more limited scope of operations and no exposure to economically cyclical toll revenues. Goethals Bridge has a similar scope of operations as A30 and it benefits from revenues that are purely APs. However, some of its financial metrics are weaker, with a ROC multiple of 8x and lower DSCR. RATING SENSITIVITIES Future Developments That May, Individually or Collectively, Lead to Negative Rating Action: --Project underperformance, whether due to poor traffic levels or payment deductions, leading to DSCR of less than 1.25x over a sustained period under Fitch's rating case. Future Developments That May, Individually or Collectively, Lead to Positive Rating Action: --Strong traffic performance leading to DSCR at or above 1.35x over a sustained period under Fitch's rating case. --Demonstration of highly stable traffic performance through a normal economic cycle. TRANSACTION SUMMARY Bond proceeds will be used to refund outstanding debt, pay an interest rate swap termination fee in relation to the variable rate debt being refunded, pay financing costs, fund certain reserves, and provide residual cash flow to equity sponsors. The A30 project is a four-lane highway stretching 74 kilometers (46 miles) on the South Shore of Montreal in the Province of Quebec. The project was procured by the Government of Quebec (represented by the Ministry of Transport) as a design-build-finance-operate-maintain public-private- partnership with Acciona and ACS as sponsors. The province and concessionaire entered into a partnership agreement in September 2008, tolling commenced in December 2012, and final completion was achieved in September 2013 on time with no deductions for delay. Overall performance has been slightly better than original expectations, with somewhat lower traffic more than offset by higher-than-projected toll rates. The contract involved the greenfield development of 42km of highway to the west and the assumption of 32km of highway to the east. The greenfield portion included a new bridge, the only tolled portion of the roadway, which connects the faster-growing but patchily developed southern portion of Montreal with the western edge of Montreal, which is well developed but still growing, including at its southern edge near the toll bridge. Cost Risk Fitch views overall cost risk as midrange. The cost risk key rating driver is comprised of three sub-components; scope risk, cost predictability, and cost volatility & structural protections, which are viewed as midrange, stronger, and midrange, respectively. The project company retains responsibility for the costs related to the project's operations, maintenance, rehabilitation, and lifecycle needs through the life of the concession with the option of sub-contracting. The project company has chosen DBi as its O&M subcontractor for all O&M work, excluding tolling activities and major pavement rehabilitation. The lender's technical advisor (LTA) views DBi as having performed well to date, with a small number of performance deductions sized below initial budget estimates of $50,000 annually. All performance deductions related to DBi have been passed through to DBi. To the extent A30 self-performs operations, it must fund a $2.5 million O&M reserve account, subject to inflation. Because Fitch has assumed a third party will continue performing O&M, this feature had no impact in Fitch's cash flow cases below. Lifecycle costs are considered routine, with over half consisting of major pavement rehabilitation estimated to occur every six years starting in 2018. The LTA reported the road is in good condition currently, so the assumption of significant capex costs beginning in 2018 is conservative. Other sizeable lifecycle costs include structures, electronic tolling systems, and other information technology. Because a large portion of capital costs are related to intermittent major pavement rehabilitation, lifecycle costs are moderately concentrated at 10%-20% of revenues during peak spending periods, exceeding 20% only in the hand-back phase. Fitch views cost predictability as strong, with an experienced operator, established technology, and a pool of experienced contractors who could step in if needed. Project scope is considered moderate, with the project company responsible for costs related to the operations, maintenance, rehabilitation, and capital expenditures of the roadway through the life of the concession. Structural protections are viewed as midrange overall, with flexibility in lifecycle spending, adequate reserve features, and a three-year maintenance reserve. The LTA report included a detailed cost analysis that suggests the project company's overall capex and O&M projections are generally reasonable and sometimes conservative. The report included significant use of benchmarking. The LTA identified the reasonable outside cost at roughly 2.7% (ROC; expressed as a percentage) of O&M, LC, and SPV expenses exceeding initial projections in a conservative cost over-run scenario, based on its experience with similar projects and their assessment of potential scenarios. The ROC is applied to the base case to measure the project's financial flexibility to absorb reasonable cost increases and provides the basis for Fitch's rating case. Revenue Risk The Province of Quebec makes availability payments to the project, which Fitch views as a positive given the province's strong creditworthiness. APs are split into two categories in the operations phase: Capital and OMR. Capital payments are structured as $3.4 million monthly in 2008 dollars, adjusted to inflation. OMR payments are also adjusted to inflation and are sized at $780,026 ($2008) monthly, increasing to $1.7 million beginning in 2022. The deduction regime is viewed as not onerous, and most deductions can be passed down to the O&M subcontractor. Although DBi has absorbed such deductions to date, the subcontractor is not rated by Fitch, and therefore we cannot assess the operator's ability to absorb such deductions moving forward. The toll revenues benefit from the project's location within the large, diverse Montreal employment market. The only tolled section of the project is the A30 bridge, which connects Montreal's South Shore to the towns west of Montreal Island, including Vaudreuil-Dorion and Les Cedres (collectively referred to here as the Western Section). Prior to the bridge opening, the South Shore was less developed, consisting of several agricultural and industrial enterprises in addition to some pockets of employment centers. Since the bridge opening, numerous new developments have begun or are in the planning phase as the bridge created a needed connection from the South Shore to the major employment centers of Montreal Island and the Western Section. The project will benefit from this new development as it drives traffic in regions where motorists are more likely to utilize the tolled bridge crossing. Although the Western Section is substantially more developed than the South Shore, there is new development on vacant land near the A30 bridge crossing, as well as in-fill development throughout the region. In addition to serving residents who live and work in the Western Section and South Shore, the A30 project also serves truck traffic (14% of overall traffic), and longer-distance motorists looking to bypass Montreal Island. Over half of traffic is identified as commuters, which tend to be more stable than leisure traffic during economic cycles. Regional traffic has grown soundly, averaging 1.6% annually from 2000-2015 (most recent screenline counts available in the SDG report). The traffic and revenue consultant, SDG, projects regional traffic growth will slow to 1.3% from 2015-2021, and then to 0.9% from 2021-2031. The tolled traffic rate of growth for the bridge is projected to be significantly higher, however, as nearby bridges are at or above their designed capacity so incremental increases to regional traffic levels are expected to push a disproportionally high share of new traffic to the A30 crossing. Fitch views SDG's retgional traffic projections as reasonable overall in recognition of historical growth rates and projected slowing of traffic over the coming years as regions that become increasingly built-out typically experience slowed growth over time. Fitch also views SDG's A30 bridge traffic projections as within a reasonable range, reflective of significant greenfield development in the South Shore, and unique network and congestion dynamics that will drive a disproportionately high share of regional traffic growth to the project. However, consistent with Fitch's approach to projects with some reliance on new development, we have conservatively applied haircuts to sponsor projections in Fitch's base and rating cases (more details below) to reflect the possibility of some initial underperformance, whether due to delayed construction or other factors. Estimated time savings vary by route but are as high as 40 minutes for some motorists. Traffic growth is also expected to be driven by new development, which was noted above. Toll rates are set per the partnership agreement with minimum and maximum rates based on a sliding scale of vehicle volumes. Toll rates in 2017 were increased to $2.80, 12% higher than the year prior and a near doubling since opening in 2013. In light of the rate hikes traffic growth has been solid, increasing 23%, 0%, 3%, and 2% in 2014, 2015, 2016, and 2017, respectively. In addition to increasing with traffic volumes, toll rates also increase with inflation and, as a result, Fitch anticipates above-inflationary toll rate hikes over time. The partnership agreement includes a revenue sharing mechanism in which toll revenues below a scheduled threshold (which rises incrementally over time) are retained 100% by the project company and revenues above the threshold are split 50%/50% between the Province of Quebec and the project company. As result of the threshold being set low, at about $6.6 million in 2017 compared to actual toll revenues of $30 million, the mechanism provides significant downside protection in the event of a traffic shock. Debt Profile This financing will refund the sponsor's outstanding synthetically fixed rate debt, and pay the interest rate swap termination. The refunding bonds will be senior, fixed rate, and fully amortizing. A CPI swap will remain in place and hedges the project against the risk of low inflation since both AP revenues and toll rates rise with inflation and debt service escalates over time. The CPI swap expires just prior to the end of the debt life, exposing the project to a brief window of inflation risk. The financing includes an adequate covenant package overall, with a 1.1x backwards and forwards dividend lock-up test and a six-month cash-funded debt service reserve account. Financial Analysis As result of pledged revenues consisting of a hybrid of APs and toll revenues, Fitch measured its rating case financial metrics based on a blend of the indicative financial metrics from the AP and toll road criteria. The blend was calculated based on the proportion of APs to toll revenues. The weighted average shifts each year since the proportion of such revenues shifts over time, starting at 75% AP in 2018 (under Fitch's rating case), falling to 58% by the final year of the debt life in 2042. Fitch then reduced the applicable toll road indicative DSCR thresholds by 10 basis points to reflect downside protection afforded by the revenue sharing mechanism. Finally, indicative guidance was interpolated for each rating notch and a band of +/- 2.5 basis points was applied to provide a range. Fitch's rating case revenue line floats in between the resulting 'BBB' and 'BBB+' bands, depending on the year. The decision to rate the credit at 'BBB+' was influenced by a combination of the DSCR metrics, as well as the very strong all-cost and revenue breakevens. Fitch Cases The Fitch base case was modeled off of the sponsor's case, as provided by SDG, but slowed traffic growth in the first five years by approximately 75 basis points. The ensuing Fitch base case had an average DSCR of 1.33x, a minimum DSCR of 1.25x, a minimum project life coverage ratio (PLCR) of 1.40x, and year five leverage of 13.4x (2023). The Fitch rating case was modeled off of the base case but applied the ROC and further reduced traffic growth in the first five years by 25 basis points annually. The ROC is designed to reflect a conservative downside scenario with regard to expenditures, based on information provided to Fitch by the technical advisor. The ROC is expressed as a percentage increase of expenditures over and above the technical advisor's expenditure projections and results in an upward parallel shift of the expenditure curve in every year. The ROC stress applied a 2.9% increase to O&M costs, 2.5% to SPV costs, and 2.4% to lifecycle costs to assess the impact that stresses would have on the profile. This equates to a weighted average ROC of 2.7%. The ROC was applied to expenditures in the same proportion of overall Fitch rating case APs to toll revenues, which equates to about 65%. The Fitch rating case additionally assumes that the project company re-bids the O&M contract at its expiry in 2023, resulting in a related cost hike of 5.5%. The Fitch rating case results in a 1.30x average and 1.24x minimum DSCR, minimum 1.36x PLCR, and five year leverage of 13.8x (2023). Although DSCR floats between the 'BBB' and 'BBB+' bands, the totality of financial metrics, including the strong cost and revenue breakevens noted below, support the higher 'BBB+' rating. Breakeven Analysis Fitch analyzed a number of coverage ratio breakeven scenarios related to the proposed financial structure and considers the results to be quite strong, thus supporting the 'BBB+' rating. When run on the Fitch base case the model indicates the project could experience a negative 1.2% average annual traffic growth reduction and still fully pay off all debt service obligations. Fitch considered a second breakeven analysis that showed traffic in each projected year could be cut by a severe 44% and then grown annually at the base case revenue growth rate and still pay off all debt service obligations. The atypically strong breakevens stem in part from the project's revenue sharing scheme, which mitigates toll revenue losses, and also the large portion of revenues derived from APs. From a cost perspective, all O&M and life cycle costs could rise 93%, resulting in a 34x breakeven as a multiple of the ROC. If the ROC had been a more typical 7.5% for a midrange project, then the multiple would have been a still-high 12x, which is viewed as being quite strong. Security The bonds will be secured by a first priority lien on net project revenues. Project revenues consist of availability payments and toll revenues net of operating costs and revenue sharing. Contact: Primary Analyst Scott Monroe Director +1-415-732-5618 Fitch Ratings, Inc. 650 California St. San Francisco, CA 94108 Secondary Analyst Mark Lazarus Director +1-312-368-3219 Committee Chairperson Scott Zuchorski Senior Director +1-212-908-0659 Media Relations: Sandro Scenga, New York, Tel: +1 212-908-0278, Email: sandro.scenga@fitchratings.com. Additional information is available on www.fitchratings.com Applicable Criteria Availability-Based Projects Rating Criteria (pub. 20 Jul 2017) https://www.fitchratings.com/site/re/900661 Public-Sector Counterparty Obligations in PPP Transactions Rating Criteria: Effective 12/13/17 to 5/17/18 (pub. 13 Dec 2017) https://www.fitchratings.com/site/re/907362 Rating Criteria for Infrastructure and Project Finance (pub. 24 Aug 2017) https://www.fitchratings.com/site/re/902689 Toll Roads, Bridges and Tunnels Rating Criteria (pub. 22 Feb 2018) https://www.fitchratings.com/site/re/10021263 Additional Disclosures Solicitation Status https://www.fitchratings.com/site/pr/10031726#solicitation Endorsement Policy https://www.fitchratings.com/regulatory

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