TEXT-Fitch raises NOVA Chemicals rating to 'BB'

June 15 - Fitch Ratings has upgraded NOVA Chemical Corporation's
(NOVA) Issuer Default Rating (IDR) and its senior unsecured debt ratings to 'BB'
from 'BB-'. The ratings for the senior secured bank credit facility have been
affirmed at 'BB+'. The Rating Outlook is Positive. A full rating list is shown
at the end of this press release.

The ratings are based on NOVA's strong operating performance over the past
several quarters and its significantly improved credit profile following its
acquisition by Abu Dhabi-based international Petroleum Investment Company (IPIC;
Fitch IDR 'AA/F1+') in 2009.

NOVA benefits from robust demand and tight supply in its core
Olefins/Polyolefins segment, which mainly produces ethylene and polyethylene.
The resulting favorable pricing environment coupled with low costs for light,
natural gas-based feedstock has resulted in high operating profits and margins.
In the last 12 months (LTM) to March 31, 2012, NOVA had operating EBITDA of
approximately $1.3 billion, corresponding to a margin of 24.8%, based on $5.3
billion revenues from continued operations.

The company's performance resulted in significant LTM free cash flow of $885
million, based on $1,149 million of cash flow from operations and $252 million
of capital expenditures. Fitch expects NOVA to continue to generate meaningful
free cash flow in 2012.

In January 2012, NOVA repaid its $400 million 6.5% notes. Repayment and stronger
operating performance reduced the company's gross balance sheet debt to EBITDA
leverage to 1.1x. Gross balance sheet debt of $1.4 billion includes $219 million
outstanding balance under the company's accounts receivables securitization
program, which the company now reports on balance sheet.

The strengthening of the company's credit profile partially mitigates the key
ratings concerns, the underlying price volatility and the demand and supply
cyclicality of commodity chemicals. Prices for the company's commodity products
sold to third party customers (ethylene, polyethylene, polystyrene and
by-products) are volatile as they follow the cyclicality of the industry, which
is not only influenced by the economic demand cycle but also by the industry's
supply dynamics.

NOVA has minimal short-term debt maturities, but in November 2013 $400 million
of floating rate notes mature. Long-term maturities include the $350 million
notes due 2016, $350 million notes due 2019 and $100 million notes due 2025.
Fitch expects NOVA to opportunistically address the 2013 maturity either by
refinancing or repaying the notes with cash on-hand.

The Positive Outlook is based on Fitch's expectation that the favorable ethylene
and polyethylene industry dynamics in North America will remain in place at
least over the next several quarters. Costs for light feedstock are expected to
remain low and, despite the announced capacity additions, ethylene supply should
remain tight. Fitch expects that NOVA will continue to generate meaningful
profits and cash flows over these quarters as announced industry capacity
additions will come online only gradually and over an extended period of time.

NOVA has robust liquidity that will enable the company to fund working capital
and capital expenditure requirements and to withstand less favorable industry
conditions, if a reversal of the positive dynamics were to occur. At March 31,
2012, NOVA had liquidity of $1,242 million, consisting of $694 million cash
on-hand and $548 million available under its syndicated and bilateral credit
facilities.

NOVA's main $425 million senior secured credit facility, which matures in
December 2015, is governed by a senior-debt-to-cash-flow covenant of max. 3x and
a debt-to- capitalization covenant of max. 60%. NOVA had ample room under these
covenants at March 31, 2012. Fitch expects the company to remain in compliance
throughout the lifetime of the facility. The facility is secured by the net book
value of assets in Canada, including NOVA's interest in the Joffre, Alberta
chemical complex and the Corunna, Ontario facility. The value of the collateral
justifies one notch rating differential over the IDR and the senior unsecured
debt.

In addition, NOVA has $140 million senior unsecured bilateral revolving credit
facilities, which are not governed by the financial covenants described above.
Of these facilities, $40 million expires in September 2013 and $100 million in
September 2015. Additional liquidity comes from the company's $225 million A/R
securitization programs, which is governed by the same set of financial
covenants as the $425 million secured facility, and a $125 million bilateral LC
facility.

Catalysts for positive rating actions include continued strong operating profits
and cash flows over the next several quarters as well as further reductions in
leverage levels. Positive rating actions could also stem from hard (legally
enforceable) credit support from IPIC.

Catalysts for negative rating actions include a dramatic deterioration of
supply/demand balances, particularly against the backdrop of additional capacity
coming online in North America, or a return to recessionary economic concession,
which would reverse the company's recent operating and financial performance.

Fitch upgrades the following ratings for NOVA:

--Long-term IDR to 'BB' from 'BB-';

--Senior unsecured revolving credit facilities to 'BB' from 'BB-';

--Senior unsecured notes and debentures to 'BB' from 'BB-'.

Fitch affirms the following rating for NOVA:

--Senior secured revolving credit facility at 'BB+'.

The Rating Outlook is Positive.