Fitch: Verisk Rating Unaffected by Exploration of Strategic Alternatives for Its Healthcare Unit
Fitch expects that sale proceeds will be used to repay bank debt, accelerating Verisk's efforts to de-lever back to the company's target leverage of 2.5x. As of the last 12 months ended Sept. 30, 2015, Fitch estimates Verisk's pro forma total leverage to be approximately 2.9x (incorporates a full year of Wood Mackenzie [Wood Mac] which closed in May 2015.)
Fitch believes that a Health transaction would improve Verisk's operational profile as exposure to transactional sales would decline and overall margins would improve. Additionally, it would reduce Verisk's overall revenue volatility and its exposure to consolidation in the healthcare market.
Fitch's ratings incorporate the expectation that Verisk will de-lever back to 2.5x by year-end 2016 given strong free cash flow (FCF) generation. Fitch projects annual pro forma FCF of approximately $515 million to $615 million (includes full year of Wood Mac and excludes Health.). Fitch notes that management has a demonstrated track record of de-levering to target levels following debt-funded acquisitions. Although Fitch assumes Verisk would use proceeds from a potential Health transaction to repay bank debt, we do not believe such an action is required for Verisk to de-lever back to 2.5x by year-end 2016.
In May 2015, Verisk completed the acquisition of Wood Mac, a UK-based data analytics company focused on the energy, metals and mining and agricultural spaces, for approximately $2.89 billion. The acquisition was financed by a combination of approximately $721.9 million in net proceeds from a common stock offering, $50 million from cash on hand, and $2.11 billion from the issuance of debt and borrowings under the revolving credit facility (RCF).
As of Sept. 30, 2015 the company had solid liquidity consisting of $168.8 million in cash, and $850 million available under its $1.75 billion RCF due May 2020. Verisk's liquidity position and overall financial flexibility is supported by FCF. Verisk reported $481 million in FCF as of September 2015. Verisk will have no material maturities until 2019 when $250 million in unsecured notes is due.
RATING SENSITIVITIES
Fitch does not anticipate an upgrade within the rating horizon given the elevated leverage and the company's recent increase in its total leverage target from 2.0x to 2.5x. Fitch could upgrade the ratings if the company were to return to its previous leverage target of 2x with a rationale for such target and FCF-to-adjusted debt in the 20%-25% range.
Ratings may be pressured if the company's performance does not materially meet Fitch's expectations and leverage is unable to return to the 2.5x target level. While not expected, material share-buyback activity or additional debt-funded acquisitions that delayed the company's planned leverage reduction may also pressure the ratings.
Fitch currently rates Verisk as follows:
Verisk
--Long-term IDR 'BBB+';
--Short-term IDR 'F2';
--Revolving credit facility 'BBB+';
--Senior unsecured notes 'BBB+'.
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