Press Releases MARC ANNOUNCES THE FIRST RENTAL RECEIVABLE-BACKED SECURITIES FACILITY RATINGS FOR MIDCITI RESOURCES SDN BHD

Wednesday, Nov 03, 1999

MARC has assigned a rating of MARC-1ID / AAAID to Midciti Resources Sdn Bhd’s 7-year, RM1,000 million Bai Al-Dayn commercial paper/ medium term notes financing programme; AAAID to its 8 to 12–year, RM1,605 million Bai Al-Dayn serial bonds; and AAA(s) to its 13-year, RM1,315 million conventional bonds.

The ratings are supported by the credit strength of PETRONAS, the principal tenant of the PETRONAS Twin Towers, which will bear the rental payments for both the towers. The rental stream will form the primary source of repayment of the debt securities. PETRONAS has also granted a put option to the holders of the 13-year conventional bonds to redeem the principal portion of the bonds and to honour the coupon payment which fall due after the expiry of the lease. PETRONAS’ superior credit strength is drawn from its robust cash flow generation which is supported by a favourable production profile, strong profitability measures, sound capital structure, significant role in the Malaysian economy and full ownership by the Government of Malaysia.

Midciti Resources was established to own and develop the PETRONAS Twin Towers, presently the tallest buildings in the world. PETRONAS is the major shareholder with an effective 73.8% shareholding in the company. The two 88- storey towers cost an estimated RM2.86 billion and is completed except for minor rectification works.
Under a 15-year irrevocable Head of Lease Agreement on a triple net basis between Midciti and PETRONAS, PETRONAS is the lessee for both the Towers on a shell and core basis. PETRONAS, therefore, directly bears the fit out, operating and maintenance costs. The arrangement also eliminates the risks of vacancy and rent default in respect of the Towers. A step-up rental provision has also been included in the Agreement, ensuring increasing rental stream over the life of the lease. The company is, therefore, not subject to the risk of rental decline due to market forces.

The risk of adverse movements in the cost of funds under the commercial paper (CP) programme is mitigated by the availability of a facility to convert the CP into a medium term note and vice versa. The 13-year bonds carry a refinancing risk associated with the lump sum payment of principal after the expiry of the lease. This risk is eliminated by the put option that will be granted by PETRONAS to the bondholders.

Midciti’s strong debt service capacity is underpinned by the stability and predictability of its cash flow. The primary source of income is rental while the major outflows comprise payments under the Islamic debt securities and conventional bonds. Dividends can only be declared under strict conditions including a minimum credit balance in the sinking fund of an aggregate amount equal to the principal due and profit/coupon payable for the next twelve months.