November 7, 2012 / 8:00 PM / 5 years ago

TEXT-Fitch: Harbinger Group ratings unaffected by joint venture

Nov 7 - Harbinger Group Inc.'s (HRG) 'B' Issuer Default Rating (IDR)
is unaffected by HRG's recent announcement that it will establish an oil and gas
joint venture with EXCO Resources (EXCO).

HRG will acquire a 75% limited partnership interest and a 50% general
partnership interest in the joint venture, while EXCO will acquire a 25% and 50%
interest, respectively. Under the terms of the transaction HRG will provide $373
million in cash towards the purchase of properties for the joint venture.

Fitch views the transaction as in line with HRG's primary strategy to deploy its
existing parent company cash and short-term investments to acquire and grow
attractive businesses that generate sustainable free cash flow. The joint
venture is expected to start distributing sustainable free cash flow to the
partners shortly after the transaction is completed. HRG believes the
transaction is expected to close in early 2013.

The initial effect on covenant tests related to HRG's senior secured debt and
preferred shares is expected to be minimal.

Key rating triggers that could lead to a downgrade include a reduction in F&G
Life's ordinary statutory dividend capacity to below $40 million, a change in
SPB's strategy to reduce leverage to between 2.5x to 3.5x within 18 to 24
months, an increase in consolidated leverage to the 6x range, an increase in HRG
(parent only) financial leverage ratio to above 70%, and the deployment of
existing cash balances that increases the enterprise's credit risk.

Key rating triggers that could lead to an upgrade include an significant
increase in F&G Life's ordinary statutory dividend capacity from its current
level of approximately $80 million, a reduction in consolidated leverage to the
4x range, a reduction in HRG (parent only) financial leverage ratio below 40%,
and the deployment of existing cash balances that improves the magnitude and
diversity of cash flows to HRG.

HRG is a NYSE-traded holding company that is majority owned by investment funds
affiliated with Harbinger Capital Partners LLC (Harbinger). Harbinger
established HRG as a permanent capital vehicle to obtain controlling equity
interests in established, dividend paying businesses that operate across a
diversified set of industries. The company currently operates in three business
segments: consumer products through its 57.5% ownership in SPB, insurance
through its wholly owned subsidiary F&G Life, and Salus, an asset based lending

Fitch rates Harbinger as follows:

--Long-Term IDR 'B';
--$500 million 10.625% senior secured notes 'B/RR4'.

The Rating Outlook is Stable.

Additional information is available at ''.

Applicable Criteria and Related Research
--'Insurance Rating Methodology' (Oct.ober 18, 2012);
-- 'Corporate Rating Methodology' (Aug.ust 8, 2012).

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