CORRECTED-(OFFICIAL)-S&P on Broadridge Financial
(In April 8 release, S&P corrects financial information.)
(The following statement was released by the rating agency)
April 8 - Standard & Poor's Ratings Services said today that it lowered its
counterparty credit rating on Broadridge Financial Solutions Inc. (BR.N)(Broadridge) to 'BB/B' from 'BBB-/A-3'. The outlook is now negative.
"The downgrade and negative outlook reflect our concerns about management's risk appetite as well as corporate and risk management governance, in particular, at the regulated broker dealer, Ridge Clearing," said Standard & Poor's credit analyst Helene De Luca. In the quarters ended Dec. 31, 2007, and Mar. 31, 2008, management exhibited more aggressive risk appetite at Ridge Clearing (Ridge) than exhibited and articulated previously. In our opinion, the balance-sheet risks taken outsized the capital base at Ridge and consolidated the capital base at Broadridge. They also stressed the firm's liquidity capacity. In our opinion, the risk-management process and risk limit-setting process for evaluating transactions outside of usual limits was not sufficient.
The more aggressive risk appetite and stress on liquidity is evidenced in Broadridge's reported financials. Securities clearing receivables increased by $375 million to $1.7 billion, and demand short-term borrowings under the securities clearing credit facilities at Ridge increased by $317 million to $426 million at Dec. 31, 2007, from the prior quarter end. This short-term rise in borrowings pushed total debt to $949 million, from $683 million at the end of the previous quarter. It pushed leverage (total debt-to-EBITDA) to 2.3x from 1.6x at the end of the prior quarter. Given the short-term nature of the increase in demand borrowings, we expect total debt to return to former levels for the quarter ended March 31, 2008.
Consolidated capital, although improved since the March 2007 spin-off from Automatic Data Processing (ADP), is still weak at $56.6 million at Dec 31, 2007, providing limited cushion against large losses. Financial leverage (adjusted net assets divided by adjusted tangible equity) was high at 39.6x at Dec. 31, 2007, and the total debt-to-capital ratio (total debt divided by total debt + equity) was high at 61%. As Broadridge continues to pay down debt and grow the business, we expect to see reduced leverage and stronger capital.
We recognize management's efforts during the past several weeks to evaluate its risk management framework and the risk appetite at Ridge. Management has articulated initial guidance for a reduction in risk appetite and improvement of risk-management processes. We will continue to evaluate the firm's risk management processes and governance.
Positive factors for the ratings continue to include Broadridge's strong franchise reputation and track record of providing market-leading services for more than 40 years. Additionally, Broadridge's management has a deep knowledge of the business and years of experience working together. Consolidated interest expense coverage and profitability are good for the revised rating. EBITDA margins have improved slightly on a trend basis; however, profitability fluctuates from quarter to quarter, driven by the unique seasonality of Broadridge's business profile, as well as the fact that the company is in an investing/growth stage.
The negative outlook reflects our concerns about the increased risk taking relative to Broadridge and Ridge's liquidity and capital profiles. There could be a further downgrade if risk taking continues to outsize the liquidity and capital adequacy of Ridge or Broadridge. Additionally, there could be negative ratings actions if earnings or interest expense coverage weaken materially or if leverage increases materially.
The outlook could be changed to stable if risk management processes, governance and appetite are brought in line, on a sustainable basis, with Ridge and Broadridge's capital adequacy and liquidity profile. We expect Broadridge to maintain its competitive position and manage industry risk, reduce leverage by paying down debt, and meet its earnings and interest coverage targets.
Complete ratings information is available to subscribers of RatingsDirect, the real-time Web-based source for Standard & Poor's credit ratings, research, and risk analysis, at www.ratingsdirect.com. All ratings affected by this rating action can be found on Standard & Poor's public Web site at www.standardandpoors.com; select your preferred country or region, then Ratings in the left navigation bar, followed by Credit Ratings Search. (New York Ratings Team)
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