Published on 15 Sep 2020.
RAM Ratings has assigned a final rating of AAA/Stable to the proposed RM595 mil Senior Notes to be issued under Swirl Assets Berhad’s (Swirl Assets or the Issuer) RM700 mil Asset-backed Medium-term Notes Facility (2020/2028) (the MTN Facility). The proposed issuance involves eight tranches of Senior Notes, with yearly repayments, which rank above the RM28.90 mil unrated tranche of Junior Notes (collectively, the Notes).
The MTN Facility was set up by Syarikat Pengeluar Air Selangor Holdings Berhad (SPLASH Holdings or the Originator) to monetise the balance of receivables due from Pengurusan Air Selangor Sdn Bhd (Air Selangor or the Obligor) under the Share Purchase Agreement1 (SPA). Dated 28 September 2018, the SPA relates to the purchase of SPLASH Holdings’ entire stake in Syarikat Pengeluar Air Sungai Selangor Sdn Bhd (SPLASH) by Air Selangor for RM2.55 bil. Air Selangor’s acquisition of SPLASH forms a key part of the long-drawn-out resolution of the state of Selangor’s water restructuring exercise. Given that Swirl Assets’ only source of cashflow is the Obligor’s Annual Instalments under the SPA, the assigned rating reflects Air Selangor’s credit profile which in turn mirrors that of the Selangor State Government.
In assigning the final rating, we have reviewed all relevant transaction documents as well as assumptions applied in the transaction’s cashflow model. We find these to be in line with our expectations when we assigned the preliminary rating on 15 July 2020. The Senior Notes will be backed by a balance of eight yearly instalments from the Obligor totalling RM577.78 mil, with interest charges of 5.25% per annum (Annual Instalments), to be sold to the Issuer by way of absolute legal assignment.
RAM will monitor the transaction’s performance on a regular basis via semi-annual reports on designated account balances, including details on amounts held in permitted investments. We will keep the rating under surveillance as long as the Senior Notes remain outstanding.
1 As amended and supplemented by the Supplemental Share Purchase Agreement dated 18 May 2020.
Tan Han Nee
(603) 3385 2529
Chong Van Nee
(603) 3385 2482
(603) 3385 2577
The credit rating is not a recommendation to purchase, sell or hold a security, inasmuch as it does not comment on the security’s market price or its suitability for a particular investor, nor does it involve any audit by RAM Ratings. The credit rating also does not reflect the legality and enforceability of financial obligations.
RAM Ratings receives compensation for its rating services, normally paid by the issuers of such securities or the rated entity, and sometimes third parties participating in marketing the securities, insurers, guarantors, other obligors, underwriters, etc. The receipt of this compensation has no influence on RAM Ratings’ credit opinions or other analytical processes. In all instances, RAM Ratings is committed to preserving the objectivity, integrity and independence of its ratings. Rating fees are communicated to clients prior to the issuance of rating opinions. While RAM Ratings reserves the right to disseminate the ratings, it receives no payment for doing so, except for subscriptions to its publications.
Similarly, the disclaimers above also apply to RAM Ratings’ credit-related analyses and commentaries, where relevant.
Published by RAM Rating Services Berhad
© Copyright 2020 by RAM Rating Services Berhad
Ratings on Swirl Assets Berhad