Rating Action: Moody's assigns provisional ratings to RMBS Notes to be issued by Cheshire 2020-1 plc
Global Credit Research - 11 Aug 2020
London, 11 August 2020 -- Moody's Investors Service ("Moody's") has assigned the following provisional ratings to notes to be issued by Cheshire 2020-1 plc:
....GBP 190.1M Class A Notes due August 2045, Assigned (P)Aaa (sf)
....GBP 10.6M Class B Notes due August 2045, Assigned (P)Aa3 (sf)
....GBP 5.9M Class C Notes due August 2045, Assigned (P)A3 (sf)
....GBP 5.9M Class D Notes due August 2045, Assigned (P)Baa3 (sf)
....GBP 8.2M Class E Notes due August 2045, Assigned (P)B1 (sf)
....GBP 8.2M Class F Notes due August 2045, Assigned (P)Caa3 (sf)
The GBP 5.9M Class Z Notes due August 2045, the GBP 12.4M VRR Loan Note due August 2045, the Class S1 Certificate due 2045, the Class S2 Certificate due 2045 and the Class Y Certificate due 2045 have not been rated by Moody's.
The Notes are backed by a pool of UK non-conforming residential mortgage loans primarily originated by Future Mortgages Limited (NR). The pool will be acquired at closing from Dukinfield PLC prior to its August 2020 Optional Redemption Date by Citibank N.A., London Branch (Aa3/P-1; Aa3 (cr)). As of 31 May 2020, the securitised portfolio consists of 2,440 mortgage loans with a current balance of GBP 252.5 million. The VRR Loan Note is a risk retention Note which receives 5% of all available receipts, while the remaining Notes and certificates receive 95% of the available receipts.
RATINGS RATIONALE
The ratings of the Notes are based on an analysis of the characteristics of the underlying mortgage pool, sector wide and originator specific performance data, protection provided by credit enhancement, the roles of external counterparties and the structural features of the transaction.
Moody's determined the MILAN Credit Enhancement (CE) of 20% and the portfolio expected loss of 5.5% as input parameters for Moody's cash flow model, which is based on a probabilistic lognormal distribution.
Portfolio expected loss of 5.5%: This is in line with UK non-conforming sector average and is based on Moody's assessment of the lifetime loss expectation for the pool taking into account: (i) the collateral performance of Dukinfield PLC to date; (ii) 27.8% of loans that were previously restructured and 12.6% of loans in arrears in the portfolio; (iii) the current macroeconomic environment in the UK and the potential impact of future interest rate rises on the performance of the mortgage loans; and (iv) benchmarking with comparable transactions in the UK market.
MILAN CE of 20%: This is in line with UK non-conforming sector average and follows Moody's assessment of the loan-by-loan information taking into account the following key drivers: (i) the weighted average current loan-to-value of 77.76%, which is higher than the average seen in the sector; (ii) 27.8% of loans that were previously restructured and 12.6% of loans in arrears in the portfolio; and (iii) the historical performance of the loans.
The rapid spread of the coronavirus outbreak, the government measures put in place to contain it and the deteriorating global economic outlook, have created a severe and extensive credit shock across sectors, regions and markets. Our analysis has considered the effect on the performance of consumer assets from the collapse in UK economic activity in the second quarter and a gradual recovery in the second half of the year. However, that outcome depends on whether governments can reopen their economies while also safeguarding public health and avoiding a further surge in infections. As a result, the degree of uncertainty around our forecasts is unusually high. We regard the coronavirus outbreak as a social risk under our ESG framework, given the substantial implications for public health and safety.
The seller in this transaction, Cheshire Seller Ltd (NR), will not be required to indemnify the issuer for breaches in R&W, given that it is a Special Purpose Vehicle with no assets. In turn, any loss incurred as a result of breach of R&W will first be cured by a special reserve dedicated for this purpose, sized at 0.1% of the pool at closing. Any such subsequent losses after this reserve fund is depleted will increase the PDL and trap any available excess spread. We have taken this weakness into account in our quantitative analysis. In mitigation to any uncertainty surrounding enforceability of the mortgage loans, performance from Dukinfield PLC shows a track record of successful property repossessions and sales.
INTEREST RATE MISMATCH
The loans are primarily linked to three-month LIBOR, while the notes are linked to SONIA, and there is no hedge to mitigate a potential mismatch in the two floating rates. Therefore, our yield assumption incorporated a portfolio yield haircut to account for this risk, as well as an additional haircut to account for the risk that higher-yielding loans will prepay faster.
OPERATIONAL RISK
Pepper (UK) Limited (not rated) acts as a servicer. To mitigate servicing disruption risk, there is a servicer facilitator, CSC Capital Markets UK Limited (not rated), and an independent cash manager Citibank, N.A., London Branch (Aa3/P-1; Aa3(cr)/P-1(cr)). To ensure payment continuity over the transaction's lifetime, the transaction documents incorporate estimation language whereby the cash manager can use the three most recent servicer reports to determine the cash allocation in case no servicer report is available. The transaction also benefits from principal to pay interest for the Class A Notes and for Classes B to F Notes, subject to certain conditions being met.
PRINCIPAL METHODOLOGY
The principal methodology used in these ratings was "Moody's Approach to Rating RMBS Using the MILAN Framework" published in May 2020 and available at https://www.moodys.com/researchdocumentcontentpage.aspx?docid=PBS_1228742. Alternatively, please see the Rating Methodologies page on www.moodys.com for a copy of this methodology.
The analysis undertaken by Moody's at the initial assignment of ratings for RMBS securities may focus on aspects that become less relevant or typically remain unchanged during the surveillance stage. Please see "Moody's Approach to Rating RMBS Using the MILAN Framework" for further information on Moody's analysis at the initial rating assignment and the on-going surveillance in RMBS.
Factors that would lead to an upgrade or downgrade of the ratings:
Factors that may cause an upgrade of the ratings of the Notes include: significantly better than expected performance of the pool together with an increase in credit enhancement of Notes.
Factors that would lead to a downgrade of the ratings include: economic conditions being worse than forecast resulting in worse-than-expected performance of the underlying collateral, deterioration in the credit quality of the counterparties and unforeseen legal or regulatory changes.
REGULATORY DISCLOSURES
For further specification of Moody's key rating assumptions and sensitivity analysis, see the sections Methodology Assumptions and Sensitivity to Assumptions in the disclosure form. Moody's Rating Symbols and Definitions can be found at: https://www.moodys.com/researchdocumentcontentpage.aspx?docid=PBC_79004.
The analysis relies on an assessment of collateral characteristics to determine the collateral loss distribution, that is, the function that correlates to an assumption about the likelihood of occurrence to each level of possible losses in the collateral. As a second step, Moody's evaluates each possible collateral loss scenario using a model that replicates the relevant structural features to derive payments and therefore the ultimate potential losses for each rated instrument. The loss a rated instrument incurs in each collateral loss scenario, weighted by assumptions about the likelihood of events in that scenario occurring, results in the expected loss of the rated instrument.
Moody's quantitative analysis entails an evaluation of scenarios that stress factors contributing to sensitivity of ratings and take into account the likelihood of severe collateral losses or impaired cash flows. Moody's weights the impact on the rated instruments based on its assumptions of the likelihood of the events in such scenarios occurring.
For ratings issued on a program, series, category/class of debt or security this announcement provides certain regulatory disclosures in relation to each rating of a subsequently issued bond or note of the same series, category/class of debt, security or pursuant to a program for which the ratings are derived exclusively from existing ratings in accordance with Moody's rating practices. For ratings issued on a support provider, this announcement provides certain regulatory disclosures in relation to the credit rating action on the support provider and in relation to each particular credit rating action for securities that derive their credit ratings from the support provider's credit rating. For provisional ratings, this announcement provides certain regulatory disclosures in relation to the provisional rating assigned, and in relation to a definitive rating that may be assigned subsequent to the final issuance of the debt, in each case where the transaction structure and terms have not changed prior to the assignment of the definitive rating in a manner that would have affected the rating. For further information please see the ratings tab on the issuer/entity page for the respective issuer on www.moodys.com.
For any affected securities or rated entities receiving direct credit support from the primary entity(ies) of this credit rating action, and whose ratings may change as a result of this credit rating action, the associated regulatory disclosures will be those of the guarantor entity. Exceptions to this approach exist for the following disclosures, if applicable to jurisdiction: Ancillary Services, Disclosure to rated entity, Disclosure from rated entity.
The ratings have been disclosed to the rated entity or its designated agent(s) and issued with no amendment resulting from that disclosure.
These ratings are solicited. Please refer to Moody's Policy for Designating and Assigning Unsolicited Credit Ratings available on its website www.moodys.com.
Regulatory disclosures contained in this press release apply to the credit rating and, if applicable, the related rating outlook or rating review.
Moody's general principles for assessing environmental, social and governance (ESG) risks in our credit analysis can be found at https://www.moodys.com/researchdocumentcontentpage.aspx?docid=PBC_1133569.
At least one ESG consideration was material to one of the credit rating outcomes announced and described above.
Please see www.moodys.com for any updates on changes to the lead rating analyst and to the Moody's legal entity that has issued the rating.
Please see the ratings tab on the issuer/entity page on www.moodys.com for additional regulatory disclosures for each credit rating.
Frank Medrisch Asst Vice President - Analyst Structured Finance Group Moody's Investors Service Ltd. One Canada Square Canary Wharf London E14 5FA United Kingdom JOURNALISTS: 44 20 7772 5456 Client Service: 44 20 7772 5454 Anthony Parry Senior Vice President/Manager Structured Finance Group JOURNALISTS: 44 20 7772 5456 Client Service: 44 20 7772 5454 Releasing Office: Moody's Investors Service Ltd. One Canada Square Canary Wharf London E14 5FA United Kingdom JOURNALISTS: 44 20 7772 5456 Client Service: 44 20 7772 5454
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