Partner Communications Company Ltd.
August 7, 2022
Primary Credit Analyst:
Tom Dar, 972-3-7539722 tom.dar@spglobal.com
Secondary Contact:
Sivan Mesilati, 972-3-7539735 sivan.mesilati@spglobal.com
Please note that this translation was made for convenience purposes and for the company's use only and under no circumstances shall obligate S&P Global Ratings Maalot Ltd. The translation has no legal status and S&P Global Ratings Maalot Ltd. does not assume any responsibility whatsoever as to its accuracy and is not bound by its contents. In the case of any discrepancy with the official Hebrew version published on August 7, 2022, the Hebrew version shall apply. |
Partner Communications Company Ltd.
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Key Strengths | Key Risks |
• Maintaining a leading competitive position in the Israeli communications market. • Diversified mix of operations in the various communication segments. • Access to a variety of funding sources. | • Exposure to regulatory changes. • High competition in the areas of activity. |
Partner Communications Company Ltd. ("Partner" or "the Company”)’s revenues increased by about 5.5% in 2021 to about NIS 3.36 million, after a 1.4% decrease in 2020. Most of the increase in revenues was due to new subscribers to the Company's fiber optic internet service and to an increase in mobile device sales as a result of the reopening of retail outlets post the covid-19 pandemic. The increase in the number of the Company's mobile subscribers also contributed to the increase in revenues, but intense competition in the sector largely offset this increase. The increase in the Company's expenses was smaller than this increase in revenues, after the Company’s cost-cutting measures in 2020 to reduce the effects of the covid-19 pandemic. As a result, the Company's adjusted EBITDA grew to about NIS 795 million in 2021 compared to about NIS 679 million in 2020. We estimate that in 2022 the Company's revenues and profitability will grow moderately, mainly due to an increase in the number of fiber optic internet subscribers. Although we also expect an increase in mobile segment revenues, we believe competition in this segment will remain fierce and exert negative pressure on prices.
While the Company's operating cash flow remained similar compared to last year, adjusted free cash flow decreased to about NIS 40 million in 2021 from about NIS 151 million in 2020. This decrease was due to a sharp increase in capital expenditure (capex) for the deployment of the Company's fiber optic infrastructure. We estimate that the Company's free cash flow will remain low in 2022, although slightly higher in light of the improvement in the Company's results as a result of the continued accelerated deployment of its fiber optic infrastructure. However, Partner is expected to complete most of its investments in the fiber optic infrastructure this year, and we expect its free cash flow to increase in 2023, assuming it does not enter into new capital-intensive projects.
Partner’s stable outlook reflects our assessment that in the next 12 months the Company will present coverage ratios commensurate with the current rating, i.e. an adjusted debt to EBITDA ratio of 3.0x- 3.5x, despite expected decrease in cash flows due to continued high capital expenditures, especially in fiberoptics, and the challenging competitive environment in the communications market. The stable outlook also reflects our assessment that The Company’s adjusted EBITDA margin will be above 20% and that its revenue base from fiber optic internet subscribers will continue growing and preserve its competitive position. We expect Partner to present an improvement in its free cash flow and maintain a strong liquidity profile.
We may downgrade the Company if its adjusted debt to EBITDA ratio exceeds 4x or if its EBITDA margin is materially lower than 20% over time, or if its liquidity profile significantly deteriorates. We may also consider a downgrade if the Company’s free operating cash flow is materially lower than our base case assumptions as a result of high capex, or if its business risk profile weakens, due, for example, to a recession which includes high unemployment rates and high company default rates, or to intense competition in the communications market. Aggressive dividend distributions may also exert negative pressure on the rating.
We may consider an upgrade if Partner presents materially better operating performance than we assumed in our base case scenario, to be reflected in adjusted debt to EBITDA consistently below 3x, adjusted free cash flow to debt consistently above 20% and an EBITDA margin materially above 25%, alongside continued revenue growth in the fiber optic internet segment, which would compensate for lower revenues in the TV segment and relative stagnation in mobile services.
• | 1%-3% revenue growth in 2022 and 2023. |
• | A moderate increase in revenues from the cellular services segment following a recovery in roaming revenues and a slight increase in 5G subscribers at a higher rate. |
Key Metrics | | | |
Financial Metric | 2021A | 2022E | 2023E |
EBITDA margin | 23.6% | 24%-26% | 24%-26% |
Debt/EBITDA | 2.5x | 2.0x-2.5x | 2.0x-2.5x |
FFO/debt | 35.5% | 40%-45% | 42%-47% |
A - actual. E – Estimate. FFO – funds from operations.
1%-3% revenue growth in 2022 and 2023
We estimate that despite the fierce competition in the communications market, the Company’s revenues will grow by 1%-3%. This growth is expected due to an increase in the number of subscribers to the Company’s fiber optic internet infrastructure, which is more profitable than the copper infrastructure leased from Bezeq, an increase in the number of mobile phone subscribers as a result of population growth and assuming churn rates remain stable. We also expect a slight increase in the number of 5G subscribers who are charged higher rates. Under our base case scenario, we believe mobile price levels will stable, at least in the short term.
Completion of the main part of the investment program in 2022 and an increase in free cash flow in 2023
We anticipate that by the end of 2022, Partner will have completed most of its investments in the deployment of its independent fiber optic network, and therefore the Company's free flow is expected to increase by about NIS 150 million. However, the cash flow that will be freed up or part of it may be directed to new projects that will maintain the Company's competitive position in the market as one of the four largest communication companies, or to dividend distribution.
Partner Communications Company Ltd. is one of the four largest communication companies in Israel. The Company operates in two major segments: cellular communication and fixed-line communication. The mobile communication segment generates most of the Company’s revenues, and includes all services provided on the cellular network: airtime, roaming, content services and sale and leasing of related equipment. The fixed-line communication segment includes providing internet services, business client communication services, Partner TV, international communication and network end solutions. This segment also includes the sale of international communication routers and phones. In the internet services segment, the Company began the deployment and marketing of an independent fiber optic network in the second half of 2017. In April 2022, control of the Company (about 27% of its shares) was acquired by Amphissa Holdings, a limited partnership whose general partners are the Israel Litherage & Supply Coo. Ltd. (held equally by Mr. Shlomo Rodev and by Mr. Roni Gat and his family), and since June 2022, Zela Holdings Ltd., a company wholly owned by Partner CEO, Mr. Avi Gabbai. The limited partners are institutional investors, M. Arkin Ltd. and Zela Investments Ltd. controlled by Mr. Avi Gabai. The remaining shares are held by institutional investors and the public.
Partner's business risk profile is underpinned by its long-lasting leading position as one of the four largest communications companies in Israel with diverse activities in the mobile, TV and internet segments. On the other hand, the communications market and all its segments are under increased regulation. The opening of the market to new competitors in recent years has led to intense and ongoing competition and instability, that still characterize the communications market. As a result, churn rates increased the mobile segment and are pressuring prices offered to customers. Mobile prices began to stabilize in the past year, among other things following the acquisition of Golan Telecom by Cellcom Israel Ltd. and the ownership change in Xphone 018 Ltd. It should be noted that Partner has been posting a consistent decrease in mobile phone churn rates for several years, from about 35% in 2018 to about 28% in 2021, and a further decrease Q1/2022, excluding limited period subscribers following an agreement with the Ministry of Education. Although the number of the Company's mobile subscribers continues to grow, its ARPU has not yet returned to its pre-pandemic level, as a result of a significant loss of revenue from roaming services. We estimate that despite the growth in outbound and inbound tourism and therefore in revenues from roaming services, it will take time for the ARPU to return to its pre-pandemic level.
In the fixed line segment, revenue growth continued due to the Company's growth in the internet segment. The effect of this increase was mitigated by a decrease in the number of TV subscribers due to increasing competition as a result of new competitors such as Disney+ in June 2022 and FREETV which is expected to start operating in Q4/2022. In Q1/2022, the Company posted about 2.5% revenue growth compared to the corresponding quarter last year. At the same time, its adjusted EBITDA increased by about 14%, mainly due to an increase in the number of internet subscribers (fiber optics and infrastructure), higher revenues from roaming services and a slight decrease in operating expenses.
Looking forward, we estimate that the Company will post 1%-3% revenue growth annually in 2022 and 2023, mainly as a result of an increase in the number of subscribers to the Company's fiber optic infrastructure, but also as a result of a gradual but slow transition to 5G cellular services, which are sold at a higher price.
The Company’s EBITDA margin improved in 2021 to 23.6% from 22.6% in 2019, before the pandemic. Although the EBITDA margin exceeds 20%, it is lower than the communications industry average. We expect this margin to increase moderately in the next two years and remain commensurate with the current rating, as the number of subscribers to the Company's fiber optic service increases and tourism volumes rebound to their pre-pandemic level and support revenues from roaming services.
In 2021, the Company posted adjusted debt-to-EBITDA of 2.5x, compared with 2.7x in 2020, as a result of 17% growth in adjusted EBITDA, mainly due to the increase in the number of the Company's internet subscribers. In our base case scenario we estimate that in 2022 the Company’s leverage may improve, as reflected, among other things, in adjusted debt to EBITDA of 2.0x-2.5x.
While the Company's operating cash flow remained similar to last year’s, adjusted free cash flow decreased to about NIS 40 million in 2021 from about NIS 151 million in 2020 as a result of the acceleration of the Company’s investment plan. In our base case scenario we assume an improvement in free cash flow in 2022 as a result of the completion of the main phase of the fiber optic infrastructure investment plan. We note that most of the Company’s capex is in growth engines, and the Company can spread them over time if necessary, but we believe they are material for maintaining Partner's position as one of the four leading communications companies in Israel. In our base case scenario, we do not assume any dividend distribution in 2022.
Table 1.
Partner Communications Co. Ltd. -- Financial Summary (Mil. NIS) |
Industry Sector: Diversified Telecom | | | | | |
| 2021 | 2020 | 2019 | 2018 | 2017 |
Revenue | 3,363.0 | 3,189.0 | 3,234.0 | 3,259.0 | 3,268.0 |
EBITDA | 795.0 | 679.0 | 732.0 | 744.0 | 927.5 |
Funds from operations (FFO) | 712.0 | 611.0 | 674.0 | 640.7 | 699.6 |
Interest expense | 69.0 | 73.0 | 77.0 | 81.3 | 206.9 |
Cash interest paid | 66.0 | 67.0 | 57.0 | 101.3 | 198.9 |
Cash flow from operations | 613.0 | 609.0 | 686.0 | 573.7 | 995.6 |
Capital expenditure | 573.0 | 458.0 | 534.0 | 411.0 | 376.0 |
Free operating cash flow (FOCF) | 40.0 | 151.0 | 152.0 | 162.7 | 619.6 |
Discretionary cash flow (DCF) | 40.0 | 151.0 | 150.0 | 62.7 | 619.6 |
Cash and short-term investments | 652.0 | 787.0 | 851.0 | 416.0 | 1,017.0 |
Gross available cash | 652.0 | 787.0 | 851.0 | 416.0 | 1,017.0 |
Debt | 2,004.3 | 1,845.3 | 1,951.6 | 1,680.0 | 1,755.2 |
| 2021 | 2020 | 2019 | 2018 | 2017 |
Equity | 1,859.0 | 1,723.0 | 1,417.0 | 1,406.0 | 1,434.0 |
Adjusted ratios | | | | | |
EBITDA margin (%) | 23.6 | 21.3 | 22.6 | 22.8 | 28.4 |
Return on capital (%) | 4.6 | 2.4 | (1.0) | 1.1 | 6.3 |
EBITDA interest coverage (x) | 11.5 | 9.3 | 9.5 | 9.2 | 4.5 |
FFO cash interest coverage (x) | 11.8 | 10.1 | 12.8 | 7.3 | 4.5 |
Debt/EBITDA (x) | 2.5 | 2.7 | 2.7 | 2.3 | 1.9 |
FFO/debt (%) | 35.5 | 33.1 | 34.5 | 38.1 | 39.9 |
Cash flow from operations/debt (%) | 30.6 | 33.0 | 35.2 | 34.2 | 56.7 |
FOCF/debt (%) | 2.0 | 8.2 | 7.8 | 9.7 | 35.3 |
DCF/debt (%) | 2.0 | 8.2 | 7.7 | 3.7 | 35.3 |
We assess Partner’s liquidity as strong. We expect the ratio between the Company's sources and uses to exceed 1.5x in the 12 months starting April 1, 2021. This assessment is based on the current cash balance and on the Company’s cash generation capability. We believe the Company has good access to various funding sources in the local capital market.
Following are the Company’s main sources and uses for the 12 months starting April 1, 2022:
Principal Liquidity Sources | Principal Liquidity Uses |
• About NIS 942 million in cash and cash equivalents. • Cash FFO (funds from operations) of about NIS 700 million - NIS 780 million. | • Ongoing maturities of long term loans and bonds of about NIS 260 million. • Capital expenditure of about NIS 700 million - NIS 730 million. • Working capital needs of about NIS 60 million. |
|
Year | 2022 | 2023 | 2024 | 2025 | 2026 onwards |
Maturities (Mil. NIS) | 265 | 236 | 224 | 155 | 789 |
The Company has several covenants vis-a-vis banks and bond holders. We understand that, as of March 31, 2022, the Company had sufficient headroom on its financial covenants. We expect the Company to maintain sufficient headroom on all covenants in the near future.
Diversification/portfolio effect: Neutral
Capital structure: Neutral
Liquidity: Neutral
Financial policy: Neutral
Management and governance: Neutral
Comparable ratings analysis: Neutral
Environmental, Social, And Governance
ESG Credit Indicator | E-2 | S-2 | G-2 |
ESG factor | Not relevant | Not relevant | Not relevant |
ESG credit indicators provide additional disclosure and transparency at the issuer level, and reflect our assessment of the impact of environmental, social and corporate governance factors on our credit rating analysis. ESG indicators are not a credit rating, a sustainability rating or an ESG Evaluation.
The factors’ effect is expressed on a scale of 1 to 5, where 1 = positive effect, 2 = neutral, 3 = moderately negative effect, 4 = negative effect, and 5 = very negative effect. For additional information see ESG Credit Indicator Definitions And Application, published on October 13, 2021.
ESG factors have an overall neutral influence on our credit analysis of Partner Communication Company Ltd.
• | We are affirming our ‘ilA+’ rating, identical to the issuer rating, on Partner’s unsecured bond series (Series F, G, H). The recovery rating for these series is ‘3', reflecting our assessment that in the hypothetical default scenario, the recovery rate would be 50%-70%. |
• | Our recovery prospect assessment is constrained to the 50%-70% range despite the simplified waterfall, due to our assessment that on the path to default the Company will exchange unsecured debt for secured or senior debt. |
Simulated default assumptions
• | EBITDA at emergence: about NIS 235 million |
• | Industry EBITDA multiple: 6.0x |
• | Gross enterprise value as going concern: about NIS 1,410 million |
• | Administrative costs: 5% |
• | Net value available to unsecured creditors: about NIS 1,340 million |
• | Total unsecured debt: about NIS 907 million |
• | Recovery expectations for unsecured debt: 50%-70% |
• | Recovery rating for unsecured debt (1 to 6): 3 (constrained as mentioned above) |
• | All debt amounts include six months' prepetition interest. |
Mapping Recovery Percentages To Recovery Ratings |
Recovery expectations (%) | Description | Recovery rating | Notching above/below issuer rating |
100% | Full recovery | 1+ | +3 notches |
90%-100% | Very high recovery | 1 | +2 notches |
70%-90% | Substantial recovery | 2 | +1 notch |
50%-70% | Meaningful recovery | 3 | 0 notches |
30%-50% | Average recovery | 4 | 0 notches |
10%-30% | Modest recovery | 5 | -1 notch |
0%-10% | Negligible recovery | 6 | -2 notches |
Recovery ratings are capped in certain countries to adjust for reduced creditor recovery prospects in these jurisdictions. Recovery ratings on unsecured debt issues are generally also subject to caps (see Step 6, paragraphs 90-98 of Recovery Rating Criteria For Speculative-Grade Corporate Issuers, December 7, 2016, for further detail). ICR--Issuer credit rating.
In order to create a basis for comparison with other rated companies, we adjust the data reported in the financial statements which we use to calculate financial ratios. The main adjustments we made to Partner Communications Company Ltd. data for 2021 are as follows:
• | Deducting available cash and cash equivalents, as we define them, from reported financial debt. |
• | Capitalization of customer acquisition costs and their reduction from EBITDA, operating cash flow and capital expenditure. |
• | Adding guarantees to financial debt. |
Table 3.
Partner Communications Co. Ltd.--Reconciliation Of Reported Amounts With S&P Global Ratings' Adjusted Amounts (Mil. NIS) for the Fiscal Year Ended Dec 31, 2021 |
| Debt |
EBITDA |
Interest expense | S&P Global Ratings' adjusted EBITDA | Cash flow from operations | Capital expenditure |
Reported Amounts | 1,676.0 | 907.0 | 68.0 | 795.0 | 774.0 | 672.0 |
S&P Global Ratings adjustments | | | | | | |
Cash taxes paid | -- | -- | -- | (17.0) | -- | -- |
Cash interest paid | -- | -- | -- | (66.0) | -- | -- |
Trade receivables securitizations | -- | -- | -- | -- | 1.0 | -- |
Reported lease liabilities | 720.0 | -- | -- | -- | -- | -- |
Postretirement benefit obligations/deferred compensation | 21.0 | -- | 1.0 | -- | -- | -- |
Accessible cash and liquid investments | (502.0) | -- | -- | -- | -- | -- |
Capitalized development costs | -- | (99.0) | -- | -- | (99.0) | (99.0) |
Share-based compensation expense | -- | 15.0 | -- | -- | -- | -- |
Asset-retirement obligations | 16.9 | -- | -- | -- | -- | -- |
Nonoperating income (expense) | -- | -- | -- | -- | -- | -- |
Reclassification of interest and dividend cash flows | -- | -- | -- | -- | (63.0) | -- |
Debt: Guarantees | 57.0 | -- | -- | -- | -- | -- |
Debt: Litigation | 15.4 | -- | -- | -- | -- | -- |
EBITDA: Other | -- | (28.0) | -- | -- | -- | -- |
Total adjustments | 328.3 | (112.0) | 1.0 | (83.0) | (161.0) | (99.0) |
S&P Global Ratings adjusted amounts
| Debt | EBITDA | Interest expense | Funds from operations | Cash flow from operations | Capital expenditure |
Adjusted | 2,004.3 | 795.0 | 69.0 | 712.0 | 613.0 | 573.0 |
Related Criteria And Research
• | Principles Of Credit Ratings, February 16, 2011 |
• | Methodology: Management And Governance Credit Factors For Corporate Entities And Insurers, November 13, 2012 |
• | Methodology: Industry Risk, November 19, 2013 |
• | Country Risk Assessment Methodology And Assumptions, November 19, 2013 |
• | Corporate Methodology, November 19, 2013 |
• | Key Credit Factors For The Telecommunications And Cable Industry, June 23, 2014 |
• | Methodology And Assumptions: Liquidity Descriptors For Global Corporate Issuers, December 16, 2014 |
• | Recovery Rating Criteria For Speculative-Grade Corporate Issuers, December 7, 2016 |
• | Methodology For National And Regional Scale Credit Ratings, June 25, 2018 |
• | Corporate Methodology: Ratios And Adjustments, April 1, 2019 |
• | Group Rating Methodology, July 1, 2019 |
• | Environmental, Social, And Governance Principles In Credit Ratings, October 10, 2021 |
• | S&P Global Ratings Definitions, November 10, 2021 |
Partner Communications Company Ltd. | Rating | Date when the rating was first published | Last date when the rating was updated |
Issuer rating(s) | | | |
Long term | ilA+/Stable | 01/08/2003 | 11/08/2021 |
| | | |
Issue rating(s) | | | |
Senior Unsecured Debt | | | |
Series F | ilA+ | 02/07/2017 | 11/08/2021 |
Series G | ilA+ | 09/12/2018 | 11/08/2021 |
Series H | ilA+ | 29/11/2021 | 29/11/2021 |
| | | |
Issuer Credit Rating history | | | |
Long term | | | |
August 10, 2020 | ilA+/Stable | | |
August 05, 2019 | ilA+/Negative | | |
July 29, 2015 | ilA+/Stable | | |
June 20, 2013 | ilAA-/Stable | | |
December 06, 2012 | ilAA-/Negative | | |
September 10, 2012 | ilAA-/Watch Neg | | |
October 19, 2010 | ilAA-/Negative | | |
October 05, 2009 | ilAA-/Stable | | |
September 17, 2009 | ilAA- | | |
July 14, 2009 | ilAA-/Watch Dev | | |
May 24 ,2009 | ilAA-/Watch Pos | | |
October 28, 2008 | ilAA-/Stable | | |
September 25, 2007 | ilAA-/Positive | | |
May 20 ,2007 | ilAA-/Stable | | |
August 03, 2004 | ilA | | |
July 28, 2004 | ilAA- | | |
February 16, 2004 | ilA+ | | |
| | | |
Additional details | | | |
Time of the event | 07/08/2022 15:31 | | |
Time when the event was learned of | 07/08/2022 15:31 | | |
Rating requested by | Issuer | | |
Partner Communications Company Ltd. |
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