Lower Oil Price Assumptions Prompt Rating Actions On Six Major European Integrated Oil And Gas Companies Primary Credit Analyst: Simon Redmond, London (44) 20-7176-3683; [email protected] Secondary Contacts: Alexander Griaznov, Moscow (7) 495-783-4109; [email protected] Lucas Sevenin, Paris (33) 1-4420-6661; [email protected] Christophe Boulier, Milan (39) 02-72111-226; [email protected] Edouard Okasmaa, Stockholm (46) 8-440-5936; [email protected] • We updated our oil price assumptions on Jan. 12, revising down Brent prices to $40 per barrel (/bbl) for the remainder of 2016, $45/bbl in 2017, and $50/bbl thereafter. • We now believe many major oil and gas companies' current and prospective core debt coverage metrics are likely to remain below our rating guidelines for two or three years as the industry adjusts to lower prices. • We are therefore taking rating actions on six parent companies of major European oil and gas groups. We are lowering our ratings on Royal Dutch Shell PLC to 'A+/A-1' and placing the long-term rating on Shell and the ratings on five other companies on CreditWatch with negative implications. • We see a significant likelihood of one-notch downgrades for several Europe-based integrated majors when we resolve the CreditWatch placements. We anticipate doing this within about two weeks of companies announcing annual results. LONDON (Standard & Poor's) Feb. 1, 2016--Standard & Poor's Ratings Services said today that it has taken rating actions on six parent companies of major Europe-based integrated oil and gas group as part of our ongoing review of the sector. We lowered our ratings on Royal Dutch Shell PLC to 'A+/A-1' from 'AA-/A-1+' WWW.STANDARDANDPOORS.COM/RATINGSDIRECT FEBRUARY 1, 2016 1 1571482 | 300000444 Lower Oil Price Assumptions Prompt Rating Actions On Six Major European Integrated Oil And Gas Companies and placed the long-term rating on CreditWatch with negative implications. We also placed on CreditWatch negative our ratings on BP PLC, Eni SpA, Repsol S.A., Statoil ASA, Statoil Forsikring AS, Statoil US Holdings Inc., and Total S.A. (see ratings list below for a detailed breakdown of our rating actions). The rating actions reflect our forecast of persistently weak debt coverage measures, particularly over 2015-2017, and sometimes material negative discretionary cash flow (DCF) after capital expenditures (capex) and dividends. Our review of the sector follows the recent revision of our oil and gas price assumptions (see "S&P Lowers Its Hydrocarbon Price Deck Assumptions On Market Oversupply; Recovery Price Deck Assumptions Also Lowered," published Jan. 12, 2016, on RatingsDirect). These price revisions reflect the meaningful declines in futures curves, the result of the ongoing oversupply in the global oil market and the abundant output of natural gas in North America. We also note the continuing global reset of production and development costs at lower levels. We recognize that many companies may provide further updates and guidance on such cash conservation steps and other measures with their annual results. We aim to factor in these updates before resolving the CreditWatch placements. As a direct consequence of these updated price assumptions, we are updating our forecasts on exploration and production (E&P) companies. Actual and forecast financial results in 2015 are typically weak, partly because aggressive cost and capex reductions over the year were generally only phased in. Consequently, credit metrics are likely to be below our guidelines for the ratings. In particular, we anticipate substantial negative DCF for some European oil and gas majors despite working capital releases. Also, our analyses explicitly factor in our projections for 2016 and 2017, and we no longer forecast a meaningful recovery over this period. Our cash flow-based debt coverage metrics, averaged over three or five years, typically result in meaningfully lower headroom compared with companies' balance sheet-based debt leverage targets. Following the sustained fall in Brent and other crude oil benchmarks in 2014, the industry is in a period of cost decline. The magnitude of the oil price drop--52% on average in 2015--will not be matched by most oil majors' cost and capex adjustments over the year. In large part, this delay reflects the contractual nature of field development and offshore drilling and the time required to plan and implement efficiency schemes. In our view, oil majors' decision to cut investment to facilitate generous shareholder distributions is a negative from a credit perspective, because the reduction in investment will affect future cash-generating assets. Our overall base-case assumptions include: • A Brent oil price of $40 per barrel (/bbl) for the remainder of 2016, $45/bbl in 2017, $50/bbl in 2018 and thereafter. • A drop in EBITDA for oil majors as sharp price declines are only partly WWW.STANDARDANDPOORS.COM/RATINGSDIRECT FEBRUARY 1, 2016 2 1571482 | 300000444 Lower Oil Price Assumptions Prompt Rating Actions On Six Major European Integrated Oil And Gas Companies • • • • offset by cost-cutting measures and foreign exchange movements. We assume refining margins could be about one-quarter lower in 2016 than 2015. Lower effective tax rates and payments. Capex in 2016 generally about 15%-25% lower than in 2015, as oil companies renegotiate the cost and timing of projects and cut discretionary spending. We expect most well-advanced projects to be completed, however. Maintenance of cash dividends for most companies, adjusted for any assumed scrip dividend uptake. Contracted asset disposal proceeds and a portion of other indicated disposals. Although the valuations of oil-linked assets have fallen, the majors in particular have midstream and other assets whose values have not markedly declined. ROYAL DUTCH SHELL PLC The one-notch downgrade incorporates our revised oil price deck and excludes Shell's acquisition of BG Group, the rating impact of which we intend to assess by the end of June. The downgrade reflects much weaker forecast credit metrics over 2016-2018 and a slower pace of credit metrics and profit improvements, combined with significantly negative cash flows after dividends and capex until 2017. We assume that funds from operations (FFO) to debt could be about 30%-35% in both 2016 and 2017, edging up to approximately 45% in 2018. Our prior assumptions were approximately 40% in 2016 and 50% in 2017, further expanding in 2018. We now foresee largely negative DCF of at least $10 billion in 2016 and $7 billion in 2017, against our previous forecast of a $6 billion-$7 billion total deficit over 2016-2017. While these 2016-2017 credit metrics and DCF levels are somewhat weak for the 'A+' rating, we take into account our expectation that credit metrics should improve from 2018 and DCF should be moderately positive at worst in that year. The current rating also takes into account Shell's very large, diversified asset base, very long-term assets, and somewhat limited net debt of $27 billion at the end of 2015. The CreditWatch placement reflects our view that the BG transaction is likely to proceed and complete mid-February when BG shares are de-listed. This could result in a further one-notch downgrade given the significant additional debt burden and the uncertainty surrounding this transaction's returns, which heavily depend on industry conditions. One of the major drivers behind Shell's purchase of BG was the opportunity for Shell to expand production of liquefied natural gas (LNG), but given our expectation of significant global expansion of LNG capacity over the next five years, significant demand growth would likely be needed to support prices. The other driver of the BG purchase, in our view, is the opportunity for Shell to expand in Brazil, but development costs are relatively high in off-shore areas. We anticipate resolving the CreditWatch by June once Shell publicly updates the market on its strategy and business plan. In resolving the CreditWatch placement, we will focus on the following factors: WWW.STANDARDANDPOORS.COM/RATINGSDIRECT FEBRUARY 1, 2016 3 1571482 | 300000444 Lower Oil Price Assumptions Prompt Rating Actions On Six Major European Integrated Oil And Gas Companies • The dividend policy and its cash component. We currently assume that Shell will maintain the scrip dividend and $8 billion in cash outlays per year (excluding BG). Any measure the company takes to reduce the cash dividend would be favorable for the rating. Negative DCF is one of the major constraining factors in our rating assessment. • Divestments. Shell targets divestments of $30 billion over 2016-2018 when the BG transaction is complete. Given low oil prices, we believe divestments could be lower over that period or take longer. • Capex cuts. Shell has indicated it will cut its capex again in 2016, but spending is likely to remain substantial while FFO remains depressed by assumed low oil prices. Significant cuts in 2016 and 2017, such that FOCF is neutral in 2016 and largely positive after, would be favorable for the rating. • Operating expenditure (opex) cuts, savings, and related implementation costs. Shell has confirmed it expects further opex cuts in 2016 (excluding synergies from BG) of $3 billion, having cut opex by $4 billion in 2015. Still, these measures cannot offset the much lower oil prices. Several measures require significant implementation costs. Our profit and credit metrics forecasts include restructuring costs. • Synergies from BG. We expect to gain more insights into prospective synergies and contributions from BG once Shell takes control of the company and further reviews these items. LNG will be an important area, as Shell is heavily active in that segment as well. BP PLC The CreditWatch placement on BP reflects our view that its credit metrics will not improve in 2016-2017 as we previously expected. We think that with revised oil price assumptions, weighted-average FFO to debt will drop materially below 30%, which we see as a trigger for a downgrade. To resolve the CreditWatch, we will need to update our forecast with BP's full year results for 2015, which the company plans to publish on Feb. 2, and discuss with the management its response to weak industry conditions. The key items we will assess are BP's ability and willingness to reduce capex and dividends or sell more assets. We will also assess BP's capacity to achieve its cost-cutting targets, particularly in its upstream business, and achieve efficiency improvements in the downstream business, as we expect refining margins to weaken across the sector in 2016. We currently believe any downgrade would likely be limited to one notch, although we cannot completely rule out a two-notch downgrade. We plan to resolve the CreditWatch placement by mid-February. TOTAL S.A. The CreditWatch placement reflects our view that Total's financial leverage and risk profile are unlikely to improve over 2016 and 2017 to the extent we previously forecast. This is largely due to our lower oil price assumptions, particularly from 2017 and 2018. As a result, we see a strong risk that WWW.STANDARDANDPOORS.COM/RATINGSDIRECT FEBRUARY 1, 2016 4 1571482 | 300000444 Lower Oil Price Assumptions Prompt Rating Actions On Six Major European Integrated Oil And Gas Companies Total's forecast metrics will be more in line with an 'A+' rating. To resolve the CreditWatch placement, we will update our forecast with actual year-end 2015 results and also any updated plans for cost savings, capex reductions, disposals, and other actions that management communicates. We aim to resolve the CreditWatch a week or so after Total publishes results on Feb. 11, 2016. We currently forecast FFO to debt to be at the lower end of the 45%-60% range over the next two years. Unless we revise our forecast to about 55% or above by 2018, we are likely to lower the long- and short-term ratings on Total. We acknowledge the effectiveness of the steps that Total has taken to date. In particular, disposals have prevented a material debt increase in 2015 in spite of negative discretionary cash flow. As noted in September 2015, its efforts include a higher target for operating cost-cutting of $3 billion by 2017; further reductions in capital investment, falling by about $2.5 billion (10%) annually over 2015-2017, under our estimates; the issuance of €5 billion in hybrid capital; and cash dividends roughly halving following the take-up of the scrip scheme. Other important drivers of operating cash flow include the exceptional refining margins captured in 2015, although these are likely to moderate, and generally higher cash returns from barrels now coming into production (after sizable investment). Cash flow will also benefit from mid-single-digit production growth spurred by existing developments over 2015-2017, supported by production sharing contracts, and a positive shift in the effective tax rate. ENI SPA The CreditWatch placement reflects our view of the effect on Eni of the sharp decline in oil prices, which could result in us lowering the 'A-' rating by one notch. This is despite the company's planned deconsolidation of Saipem SpA, as we proportionately consolidate this entity. We anticipate that Eni's cash flow generation and credit metrics will be hampered by the low oil prices. We forecast that FFO to debt is likely to stay below 40% in 2016-2017, even considering potential material asset disposals and capex reductions. Moreover, under our revised Brent oil price assumptions of $40-$45 per barrel over the near term, we foresee continued sizable negative DCF after dividends, which constrains the rating. We intend to resolve the CreditWatch most likely by mid-March. During that period, we will assess management's updated business plan in detail, notably with respect to the company's adjustments to capital spending and the implementation of cost reductions in view of low oil prices. We will also look to gain more visibility on the company's intentions regarding asset disposals and dividends. REPSOL S.A. WWW.STANDARDANDPOORS.COM/RATINGSDIRECT FEBRUARY 1, 2016 5 1571482 | 300000444 Lower Oil Price Assumptions Prompt Rating Actions On Six Major European Integrated Oil And Gas Companies The CreditWatch placement reflects our view of the increased risk of a downgrade to 'BB+' as a result of the decline in our oil price assumptions since September. We believe that Repsol could retain a 'BBB-' rating if we consider that a timely recovery in credit metrics, with FFO to debt rising to 30% or more, is realistic. As part of the review, we will meet with management and update our assessment of Repsol's production profile, cost savings, synergies with Talisman Energy (acquired by Repsol last year), capex reductions, disposal plans, and other measures. We will also focus on the extent to which Repsol's downstream businesses may continue to offset the material pressures on the upstream exploration and production division. We anticipate that we will resolve the CreditWatch in the fortnight following the publication of Repsol's preliminary annual results on Feb. 25, 2016. STATOIL ASA The CreditWatch placement reflects the potential for Statoil's FFO to debt and unadjusted DCF to be weaker over 2016-2018 than we had assumed, falling to levels no longer commensurate with the rating. We previously forecast FFO to debt to average above 60% over the five-year period 2013-2017, but it could now fall to about 50%-55%, based on our forecast of about 40%-45% FFO to debt in 2016 and 2017. This reflects much weaker oil prices, with capex and cash dividends still relatively high. To resolve the CreditWatch placement, we will update our forecast with actual year-end 2015 results and also any updated plans for dividend cuts, cost savings, reductions to capex and exploration expenses, divestments, and other actions that management communicates. We aim to resolve the CreditWatch a week or so after Statoil publishes results and its updated strategy on Feb. 4, 2016. We believe we may lower the rating by one notch if we do not see FFO to debt rebounding markedly by 2018 from our current forecast of 40% in 2016. STATOIL FORSIKRING AS The CreditWatch placement on Statoil Forsikring AS reflects that on the parent Statoil ASA (Statoil) and our unchanged view that Statoil Forsikring qualifies as a core captive subsidiary under our criteria. This core captive status implies that we would equalize its rating with that on the parent. We regard Statoil Forsikring as an integral part of Statoil's risk management strategy because it only insures business coming from the group. We consider parent company Statoil to be a government-related entity, and our ratings on the company include a one-notch uplift for extraordinary state support from Norway. In our view, Statoil Forsikring would not receive direct support from the government. For this reason, we rate it at the level of Statoil ASA's stand-alone credit profile (SACP), which we assess at 'a+'. WWW.STANDARDANDPOORS.COM/RATINGSDIRECT FEBRUARY 1, 2016 6 1571482 | 300000444 Lower Oil Price Assumptions Prompt Rating Actions On Six Major European Integrated Oil And Gas Companies We will resolve the CreditWatch on Statoil Forsikring at the same time we resolve that on its parent. Any affirmation or lowering of the rating on Statoil ASA will likely result in us taking the same action on Statoil Forsikring. STATOIL US HOLDINGS INC. The CreditWatch placement on Statoil US Holdings Inc. (SUSHI) reflects the similar action on the parent, Statoil ASA, due to our unchanged assessment of SUSHI's highly strategic importance to Statoil ASA. Under our criteria, the corporate credit rating on a highly strategic subsidiary is generally one notch below the group credit profile (GCP), unless the subsidiary's SACP is equal to or higher than the GCP. This is not the case for SUSHI, since we currently assess its SACP at 'bbb' and we evaluate Statoil ASA's unsupported group credit profile (GCP) at 'a+', in line with our assessment of its SACP. We will nevertheless review the SACP of SUSHI given the current oil prices and the potential impact on its operations and business risk profile. SUSHI's concentration in one region, the U.S., may be a weakness in the context of our long-term price assumptions of $50 per barrel. We will resolve the CreditWatch on SUSHI at the same time we resolve that on its parent. Any affirmation or lowering of the rating on Statoil ASA will likely result in us taking the same action on SUSHI. RELATED CRITERIA AND RESEARCH Related Criteria • Standard & Poor's National And Regional Scale Mapping Tables, Jan. 19, 2016 • Rating Government-Related Entities: Methodology And Assumptions, March 25, 2015 • Methodology And Assumptions: Liquidity Descriptors For Global Corporate Issuers, Dec. 16, 2014 • National And Regional Scale Credit Ratings, Sept. 22, 2014 • Key Credit Factors For The Oilfield Services And Equipment Industry, April 16, 2014 • Key Credit Factors For The Oil Refining And Marketing Industry, March 27, 2014 • Key Credit Factors For The Oil And Gas Exploration And Production Industry , Dec. 12, 2013 • Methodology For Crude Oil And Natural Gas Price Assumptions For Corporates And Sovereigns, Nov. 19, 2013 • Corporate Methodology: Ratios And Adjustments, Nov. 19, 2013 • Methodology: Industry Risk, Nov. 19, 2013 • Group Rating Methodology, Nov. 19, 2013 • Corporate Methodology, Nov. 19, 2013 • Methodology For Linking Short-Term And Long-Term Ratings For Corporate, Insurance, And Sovereign Issuers, May 7, 2013 WWW.STANDARDANDPOORS.COM/RATINGSDIRECT FEBRUARY 1, 2016 7 1571482 | 300000444 Lower Oil Price Assumptions Prompt Rating Actions On Six Major European Integrated Oil And Gas Companies • Methodology And Assumptions: Assigning Equity Content To Corporate Entity And North American Insurance Holding Company Hybrid Capital Instruments, April 1, 2013 • Methodology: Management And Governance Credit Factors For Corporate Entities And Insurers, Nov. 13, 2012 • Country Risk Assessment Methodology And Assumptions, Nov. 19, 2013 • Criteria Clarification On Hybrid Capital Step-Ups, Call Options, And Replacement Provisions, Oct. 22, 2012 • Use Of CreditWatch And Outlooks, Sept. 14, 2009 • Hybrid Capital Handbook: September 2008 Edition, Sept. 15, 2008 • 2008 Corporate Criteria: Rating Each Issue, April 15, 2008 Related Research • S&P Lowers Its Hydrocarbon Price Deck Assumptions On Market Oversupply; Recovery Price Deck Assumptions Also Lowered, Jan. 12, 2016 RATINGS LIST Downgraded; CreditWatch Action Royal Dutch Shell PLC Long-Term Corporate Credit Rating Short-Term Corporate Credit Rating To From A+/Watch Neg A-1 AA-/Negative A-1+ CreditWatch Action To From BP PLC Corporate Credit Rating A/Watch Neg/A-1 A/Negative /A-1 Eni SpA Long-Term Corporate Credit Rating A-/Watch Neg A-/Negative Eni Lasmo PLC Corporate Credit Rating A-/Watch Neg/-- A-/Negative/-- Eni U.S. Inc. Corporate Credit Rating A-/Watch Neg/-- A-/Negative/-- Repsol S.A. Corporate Credit Rating BBB-/Watch Neg/A-3 BBB-/Negative /A-3 Statoil ASA Corporate Credit Rating AA-/Watch Neg/A-1+ AA-/Negative/A-1+ Statoil Forsikring AS Financial Strength Rating Issuer Credit Rating A+/Watch Neg/-A+/Watch Neg/-- A+/Negative/-A+/Negative/-- Statoil US Holdings Inc. Corporate Credit Rating A/Watch Neg/A-1 A/Negative/A-1 WWW.STANDARDANDPOORS.COM/RATINGSDIRECT FEBRUARY 1, 2016 8 1571482 | 300000444 Lower Oil Price Assumptions Prompt Rating Actions On Six Major European Integrated Oil And Gas Companies Total S.A. Corporate Credit Rating AA-/Watch Neg/A-1+ AA-/Negative/A-1+ Ratings Affirmed Eni SpA Short-Term Corporate Credit Rating A-2 N.B. This list does not include all ratings affected. Additional Contact: Industrial Ratings Europe; [email protected] Certain terms used in this report, particularly certain adjectives used to express our view on rating relevant factors, have specific meanings ascribed to them in our criteria, and should therefore be read in conjunction with such criteria. Please see Ratings Criteria at www.standardandpoors.com for further information. Complete ratings information is available to subscribers of RatingsDirect at www.globalcreditportal.com and at spcapitaliq.com. All ratings affected by this rating action can be found on Standard & Poor's public Web site at www.standardandpoors.com. Use the Ratings search box located in the left column. Alternatively, call one of the following Standard & Poor's numbers: Client Support Europe (44) 20-7176-7176; London Press Office (44) 20-7176-3605; Paris (33) 1-4420-6708; Frankfurt (49) 69-33-999-225; Stockholm (46) 8-440-5914; or Moscow 7 (495) 783-4009. 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