History in the making for Ukraine! Moody’s assigns Aa2 rating to Energoatom transaction supported by OPIC political risk insurance
History in the making for Ukraine! Moody’s assigns Aa2 rating
to Energoatom transaction supported by OPIC political risk insurance
by Alexander Gordin, Broad Street Capital,
Fri, Jan 19, 2018, New York, NY
Moody's assigns Aa2 rating to Energoatom transaction supported by OPIC political risk insurance
Global Credit Research - 18 Jan 2018
London, 18 January 2018 -- Moody's Investors Service, (Moody's) has today assigned a definitive Aa2 rating on the approximately U.S. $250,000,000 of senior secured Notes (the Notes) to be issued by Central Storage Safety Project Trust (the Issuer). The outlook on the rating is stable.
The Issuer will use the proceeds of the Notes for the purpose of funding a senior term loan facility of up to $250,000,000 (the Loan) to State Enterprise National Nuclear Energy Generating Company "Energoatom" (Energoatom or the Borrower), pursuant to a credit agreement between the Issuer and the Borrower (the Credit Agreement), and to fund related reserves. Energoatom will use the proceeds of the Loan to finance a portion of the costs of constructing the first stage of a long-term central spent nuclear fuel storage facility on dedicated land in the Chornobyl exclusionary zone, which will be completed, in part, pursuant to a supply contract with Holtec International. Under the Credit Agreement, the Borrower has an unconditional obligation to pay debt service. The Government of Ukraine (the Guarantor) has issued an irrevocable and unconditional guarantee (the Guarantee) of the Borrower's payment obligations under the Credit Agreement.
Moody's rating of the Notes is based solely upon its view of the credit benefit of a political risk insurance policy provided for the benefit of the Issuer by the Overseas Private Investment Corporation (OPIC), an agency of the government of the United States (Government of United States of America, Aaa stable). The insurance policy covers expropriation (limited to nonpayment of an arbitral award and denial of justice) (the OPIC Policy) in relation to the Credit Agreement and the Guarantee. The OPIC Policy insures the Issuer against nonpayment of an arbitral award by the Borrower and the Guarantor or denial of justice on the part of the Guarantor.
Commenting on the rating action, Christopher Bredholt, a Moody's Vice President and Senior Analyst, said "The Energoatom transaction is one of a number we have seen incorporating credit enhancement from development finance institutions and multilateral development banks, as they seek to crowd-in risk averse private sector capital to support infrastructure investments in more challenging sovereign environments in emerging markets". Mr. Bredholt continued "The underlying transaction structure, with New York law obligations and submission to arbitration, in the context of the Issuer's available reserves, supports our view of the credit benefit of the OPIC policy".
Energoatom is a state enterprise organized under the laws of Ukraine (Government of Ukraine, Caa2 positive), and is the largest electricity producer in the country, with nearly 15 gigawatts of nuclear capacity, contributing approximately 50% of Ukraine's electricity.
Central Storage Safety Project Trust is a State of Delaware statutory trust formed under the Delaware Statutory Trust Act, and operates pursuant to a Trust Agreement. So long as any of the Notes remain outstanding, the Issuer will have no power to engage in any business activity, or to create, assume or incur indebtedness or other liabilities, other than in the performance of its duties and obligations as contemplated in the Trust Agreement. The Issuer is a bankruptcy-remote, limited-purpose financing trust and its activities will generally be limited to making the Loan, acquiring and owning the OPIC Policy, issuing the Notes and making payments thereon, and related activities.
The Aa2 rating on the Notes reflects as strengths: (1) the political risk insurance policy provided by OPIC; (2) the Issuer has access to liquidity adequate to cover approximately 2 years of debt service in the event of instigating a consolidated arbitration process following payment default by Energoatom and the Government of Ukraine, as well as reserves to cover legal and administrative expenses, which Moody's considers appropriate given the deal structure and insurance claims process; (3) the project is a stated policy priority for the U.S. and Ukrainian governments, as the facility will be developed to store spent fuel from three of Ukraine's four nuclear power plants, offering an efficient and secure process that will reduce Ukraine's dependence on Russia; (4) the key transaction documentation is governed by New York law, the obligations of Energoatom are unconditional, corporate obligations (Issuer is not directly exposed to project-related risks), and the Government of Ukraine waives sovereign immunity in respect of the Guarantee; (5) the OPIC Policy requires a valid arbitral award against the Guarantor, but does not require the enforcement of the arbitral award in either a US or a Ukrainian court, and in Moody's view this limits potential sources of delay to a timely recovery under the OPIC Policy; and (6) the transaction parties have contractually agreed to a resolution of disputes by a single, consolidated arbitration process to be conducted under expedited arbitration procedures of Article 30 of the International Chamber of Commerce Rules, located in New York.
The rating does, however, reflect the following challenges: (1) the OPIC policy does not provide a guarantee of payment under the Notes, and is not intended to directly or indirectly transmit an unconditional OPIC guarantee of Energoatom's payment obligations under the Credit Agreement; (2) if the Issuer is unable to obtain a final arbitral award prior to the full depletion of its available liquidity, the Noteholders would not receive scheduled debt service; (3) there is only a limited, relatively untested track record of the International Chamber of Commerce (ICC) expedited arbitration procedures which have only applied to arbitration agreements executed since March 2017; (4) it may be difficult to prove that any efforts by Ukraine to frustrate obtainment of an arbitral award will satisfy the conditions for a valid Denial of Justice claim under the OPIC Policy.
The outlook on the rating is stable.
WHAT COULD CHANGE THE RATING -- UP/DOWN
Moody's does not currently consider there is scope for an upgrade.
Moody's could downgrade the rating on the Notes if: (1) the United States government bond rating were downgraded; (2) in Moody's view, there is a material, detrimental change in the standing of OPIC as a U.S. government agency, or to the full faith and credit of the United States which has been pledged to secure the full payment by OPIC of its obligations under the insurance policy; or (3) Moody's considers there is a non-negligible risk of the arbitration process either (1) taking longer than anticipated and materially eroding the Issuer's available liquidity or (2) returning an unfavourable outcome.
The principal methodology used in this rating was Rating Transactions Based on the Credit Substitution Approach: Letter of Credit-backed, Insured and Guaranteed Debts published in May 2017. Please see the Rating Methodologies page on http://www.moodys.com for a copy of this methodology.
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 http://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.
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