Rating Action Commentary
ֳ Affirms OGE Energy at 'A', Places Enogex on Watch Negative on JV Announcement
Tue 23 Sep, 2008 - 3:32 PM ET
ֳ-New York-23 September 2008: ֳ has affirmed the Issuer Default Ratings (IDRs) and outstanding debt ratings of OGE Energy (OGE) and placed Enogex LLC (Enogex) on Rating Watch Negative as follows:
OGE Energy Corp. (OGE)
--Long-term IDR affirmed at 'A';
--Senior unsecured affirmed at 'A'.
--Short-term IDR affirmed at 'F1'.
--Commercial paper (CP) affirmed at 'F1'.
Enogex LLC (Enogex)
--Long-term IDR 'BBB';
--Senior unsecured debt 'BBB'.
ֳ's rating actions follow the announcement that OGE will contribute 100% of its ownership in Enogex to a newly formed joint venture with Energy Transfer Partners L.P. (ETP; IDR: BBB-), to form ETP Enogex Partners LLC (JVCo).
The Rating Outlook on OGE is Stable, while resolution of the Negative Rating Watch could result in either an affirmation or downgrade of Enogex's current ratings.
As part of the proposed transaction, OGE will contribute to JVCo 100% of its ownership interest in Enogex and ETP will contribute 100% of its ownership interests in Transwestern Pipeline Company, LLC (TWP) and ETC Canyon Pipeline, LLC, along with its 50% interest in Midcontinent Express Pipeline, LLC (MEP). OGE and ETP will each become 50% owners of JVCo. An IPO of JVCo master limited partnership (MLP) units is planned for 2009.
The Rating Watch Negative for Enogex factors in the corporate restructuring that will occur as a result of the transaction, the eventual formation of an MLP at JVCo and the associated risk profiles of JVCo and Enogex's other affiliates.
Enogex's current ratings are in part reflective of the implicit parental support of Enogex's debt provided by the higher rated OGE. If JVCo were capitalized at an investment grade level, Enogex would likely be investment grade. However, ֳ does not believe based on the proposed transaction that Enogex will be rated any higher than its current ratings. OGE and ETP expect to complete the formation of the joint venture after obtaining satisfactory financing, customary regulatory approvals and various third-party consents. ֳ notes that delays in consummating the transaction and changes in interest rates, market conditions or other external events could result in changes in ֳ's ratings, or outlook. As the contribution of Enogex to JVCo is completed and JVCo's financing plan is put in place, ֳ will update its Rating Watch on Enogex.
OGE's ratings reflect the strong and stable cash flow from the company's regulated operations and its unregulated subsidiaries and the low degree of consolidated financial leverage at the parent company. Based on a preliminary assessment of the effect of JVCo on OGE's operating and financial profile is not expected to be substantially different than those considered with Enogex's former plans to convert to a standalone MLP.
Enogex is engaged in natural gas gathering, processing, transportation, storage and marketing. The system includes about 7,800 miles of pipe, six processing plants, and 23 billion cubic feet of storage capacity with operations based in Oklahoma City. OGE Energy also is the parent company of Oklahoma Gas and Electric Company (OG&E), a regulated electric utility serving more than 758,000 customers in a service territory spanning 30,000 square miles in Oklahoma and western Arkansas. ֳ has not taken any action on the ratings of OG&E as a result of this transaction at this time.
Contact: Peter Molica +1-212 908-0288 or Ralph Pellecchia +1-212 908-0586, New York.
Media Relations: Cindy Stoller, New York, Tel: +1 212 908 0526.
PARTICIPATION STATUS
The rated entity (and/or its agents) or, in the case of structured finance, one or more of the transaction parties participated in the rating process except that the following issuer(s), if any, did not participate in the rating process, or provide additional information, beyond the issuer’s available public disclosure.