Fitch Rates Archer Daniels Midland Co.'s EUR1B Unsecured Notes 'A'; Outlook Stable

CHICAGO--()--Fitch Ratings has assigned an 'A' rating to Archer Daniels Midland Co.'s (ADM) EUR1 billion senior unsecured notes comprising floating rate notes due June 2019 and fixed rate notes due June 2023. ADM intends to use net proceeds from the new debt issuances to pay unsecured notes purchased in the tender offers announced on June 1, 2015 and for general corporate purposes. The Rating Outlook is Stable.

See a full list of ratings at the end of this release.

KEY RATING DRIVERS

--EBITDA margin significantly increased to 5.4% for the latest 12 months (LTM) ending March 31, 2015 from 3.4% in 2013 concomitant with a 37% increase in EBITDA as ADM successfully executed upon its operating strategy. Fitch sees EBITDA margin sustained at more than 5% in 2015 with continuation of the current commodity-pricing environment backstopped by consecutive bumper harvests in South America and North America, integration of Wild Flavors and Specialty Commodities, and sustained cost reduction efforts.

--Gross leverage dropped to 1.52 times (x) for the LTM as of March 31, 2015 from 2.23x in 2013 as ADM repaid maturing convertible notes in early 2014. ADM demonstrated financial discipline during 2014 with the use of cash on hand and foregoing long-term borrowings to fund heavy business development. Fitch sees relatively steady leverage at the present level over the next two years given no long-term debt maturities until 2017, and Fitch's expectations that EBITDA will continue to improve.

--Shareholder returns may take precedence in ADM's typically balanced capital plan this year given a 17% increase in dividends, and a publicly stated target of share repurchases in the range of $1.5 billion to $2 billion. Fitch sees the heavier shareholder returns as well as increased capital spending as manageable within expected cash flow generation, coupled with expected proceeds from near-term business divestments.

--ADM has significant sources of internal and external liquidity, arising from free cash flow (FCF) of $3.7 billion for the LTM at the end of the first quarter as well as access to $5.5 billion in unused lines of credit at March 31, 2015. The company has no long-term debt due over the next two years with the next debt maturities being $300 million and $700 million maturing in 2017 and 2018, respectively.

Profitability Increasing: EBITDA significantly increased more than 37% since the end of 2013 to $4.2 billion as ADM executes upon its operational strategy that calls for improved returns via cost reduction, capital discipline, and portfolio optimization, to name a few. Accordingly, EBITDA margin expanded to 5.3% for the LTM as of March 31, 2015 from 3.4% in 2013 with achievement or more than $400 million in cost savings coupled with divestment of the non-core South American fertilizer business and intention to sell its underperforming cocoa and chocolate businesses. Fitch sees EBITDA margin sustained at more than 5% in 2015 with continuation of the current commodity-pricing environment backstopped by consecutive bumper harvests in South America and North America. In addition, annualization of the recently acquired value-added ingredients businesses, Wild Flavors and Specialty Commodities, and continued cost initiatives of $550 million over the next five years further support margin expansion.

Leverage Improvement: Gross leverage dropped to 1.52x for the LTM at the end of the first quarter from 2.23x in 2013 concomitant with the payment of convertible notes in early 2014. ADM demonstrated financial discipline during 2014 with the use of cash on hand and foregoing long-term borrowings to fund heavy business development, notably the $3.3 billion acquisition of Wild Flavors in December. Fitch sees relatively steady leverage over the next two years given no long-term debt maturities until 2017, and Fitch's expectations that EBITDA will continue to improve in the current commodity pricing environment. The expected leverage measure is below Fitch's comfort level in the 2.0x to 2.5x range; however, ADM remains vulnerable to often volatile agricultural commodity pricing swings stemming from periodic supply/demand imbalances that may quickly revert leverage to within the range.

Abundant Harvests Sustain Lower Pricing: ADM along with other agricultural processors are subject to variation of commodity pricing affected by a range of unpredictable macro environmental conditions, including weather, crop disease outbreaks, and government agricultural policy changes. Agricultural commodity pricing has moderated from highs experienced in 2012 due to severe drought as seed and grain supplies have increased following consecutive record harvests in 2013 and 2014. With less strain on working capital, FCF significantly increased to $3.8 billion, $3.4 billion, and $3.7 billion in 2013, 2014, and the LTM as of March 31, 2015, respectively, from $631 million for fiscal 2012. Fitch sees adequate FCF, averaging a historical margin around 1%, continuing over the next two years that incorporates the higher dividend and an increase in capital spending, supported by a beneficial pricing environment.

Balanced Capital Plan: Fitch sees capital deployment balanced between capital spending and shareholder-friendly activities during 2015. Shareholder returns may take precedence this year as ADM increased dividends by 17% to achieve a higher payout ratio, and declared a target of share repurchases in the range of $1.5 billion to $2 billion. Capital expenditure including value-generating projects will also rise to between $1.1 billion and $1.3 billion in 2015 to help drive ADM's operational strategy. These amounts compare to share repurchases of $1.1 billion and capital spending of $894 million in 2014, when ADM devoted the majority of its capital to acquisitions. Fitch sees the heavier shareholder returns and capital spending as manageable within expected cash flow generation, and expected proceeds from the near-term divestment of the company's cocoa and chocolate businesses. However, Fitch is concerned about rising dividends in light of inherently volatile cash flow linked to uncertainties surrounding commodity pricing, although a significant increase in contributions from less susceptible value-added businesses may offset this risk in the long term.

RMI Supports Ratings: In addition to evaluating traditional leverage metrics, Fitch also considers leverage ratios that exclude debt used to finance readily marketable inventories (RMI). RMI is hedged and very liquid. Including Fitch's discretionary 10% haircut to reported RMI, RMI adjusted leverage was 0.5x for the LTM as of March 31, 2015. Since RMI adjusted metrics are generally strong around 1.0x or below for the rating level even when the company has stress on its operating earnings and cash flow, Fitch places more emphasis on gross leverage.

KEY ASSUMPTIONS

Key assumptions within Fitch's rating case for ADM include:

--EBITDA margins increasing to more than 5% over the next two years in a steady-state low pricing environment;

--Gross debt leverage remaining consistent with current levels supported by no long-term debt maturities in 2015 and 2016 and Fitch's expectation for EBITDA improvement;

--Capital spending to increase to a more traditional amount though 2016 after successive years of capital discipline in 2013 and 2014;

--FCF margin around historical levels incorporating a growing dividend and heavier capital spending;

--Share repurchases at the top-end of the publicly stated range in 2015;

--Modest acquisition activity focused on manageable, tuck-in purchases.

RATING SENSITIVITIES

Future developments that may individually or collectively, lead to a negative rating action:

--Fitch is comfortable with ADM operating with gross debt leverage in the range of 2.0x to 2.5x. However, rating pressure will arise if EBITDA compression and/or a higher debt load leads to sustained unadjusted leverage exceeding 2.5x;

--Sustained lack of FCF generation lasting over two crop seasons;

--A material increase in leverage from a significant debt financed transaction, most likely a large acquisition.

Fitch sees a positive rating action as unlikely over the intermediate term given ADM's historically high gross debt leverage for the rating category, periodic negative FCF, and vulnerability to significant periodic supply/demand imbalances.

LIQUIDITY

ADM has abundant sources of external liquidity for use in financing its operations worldwide. The company maintains revolving credit agreements totaling $4 billion to provide short-term funding across the globe comprising two $1.5 billion five-year agreements due in December 2019 and a $1 billion 364-day facility expiring in December 2015. In December 2014, the company extended all of the revolvers by one year. The facilities act as a backstop to a $4 billion U.S. commercial paper program. The company had full capacity under the facilities and outstanding CP borrowings of $700 million at the end of the first quarter. Including the revolvers, ADM had unused lines of credit that totaled $5.5 billion on March 31, 2015.

In addition, ADM has domestic and European accounts receivable securitization programs that permit the sale of up to $1.5 billion in receivables. The company fully utilized the capacity of the programs at the end of 2014 to fund the acquisitions of Wild Flavors and Specialty Commodities; but, has wound down the outstanding balance to $1.3 billion at the end of the first quarter. Finally, Fitch sees additional support to ADM's already strong liquidity from RMI of agricultural commodities including corn, soybeans, and oilseeds that totaled $4.6 billion on March 31, 2015, including Fitch's discretionary 10% haircut.

FULL LIST OF RATING ACTIONS

Fitch currently rates ADM as follows:

--Long-term IDR 'A';

--Senior unsecured bank facility 'A';

--Senior unsecured notes 'A';

--Short-term IDR 'F1';

--Commercial paper rating 'F1'.

Date of Relevant Rating Committee: April 17, 2015.

Additional information is available at 'www.fitchratings.com'.

Applicable Criteria

Corporate Rating Methodology - Including Short-Term Ratings and Parent and Subsidiary Linkage (pub. 28 May 2014)

https://www.fitchratings.com/creditdesk/reports/report_frame.cfm?rpt_id=749393

Additional Disclosures

Dodd-Frank Rating Information Disclosure Form

https://www.fitchratings.com/creditdesk/press_releases/content/ridf_frame.cfm?pr_id=986548

Solicitation Status

https://www.fitchratings.com/gws/en/disclosure/solicitation?pr_id=986548

Endorsement Policy

https://www.fitchratings.com/jsp/creditdesk/PolicyRegulation.faces?context=2&detail=31

ALL FITCH CREDIT RATINGS ARE SUBJECT TO CERTAIN LIMITATIONS AND DISCLAIMERS. PLEASE READ THESE LIMITATIONS AND DISCLAIMERS BY FOLLOWING THIS LINK: HTTP://FITCHRATINGS.COM/UNDERSTANDINGCREDITRATINGS. IN ADDITION, RATING DEFINITIONS AND THE TERMS OF USE OF SUCH RATINGS ARE AVAILABLE ON THE AGENCY'S PUBLIC WEBSITE 'WWW.FITCHRATINGS.COM'. PUBLISHED RATINGS, CRITERIA AND METHODOLOGIES ARE AVAILABLE FROM THIS SITE AT ALL TIMES. FITCH'S CODE OF CONDUCT, CONFIDENTIALITY, CONFLICTS OF INTEREST, AFFILIATE FIREWALL, COMPLIANCE AND OTHER RELEVANT POLICIES AND PROCEDURES ARE ALSO AVAILABLE FROM THE 'CODE OF CONDUCT' SECTION OF THIS SITE. FITCH MAY HAVE PROVIDED ANOTHER PERMISSIBLE SERVICE TO THE RATED ENTITY OR ITS RELATED THIRD PARTIES. DETAILS OF THIS SERVICE FOR RATINGS FOR WHICH THE LEAD ANALYST IS BASED IN AN EU-REGISTERED ENTITY CAN BE FOUND ON THE ENTITY SUMMARY PAGE FOR THIS ISSUER ON THE FITCH WEBSITE.

Contacts

Fitch Ratings
Primary Analyst
Michael Zbinovec
Senior Director
+1-312-368-3164
Fitch Ratings, Inc.
70 W. Madison St.
Chicago, IL 60602
or
Secondary Analyst
Judi Rossetti, CFA, CPA
Senior Director
+1-312-368-2077
or
Committee Chairperson
Megan Neuburger, CFA
Managing Director
+1-212-908-0501
or
Media Relations:
Alyssa Castelli, +1 212-908-0540
alyssa.castelli@fitchratings.com

Contacts

Fitch Ratings
Primary Analyst
Michael Zbinovec
Senior Director
+1-312-368-3164
Fitch Ratings, Inc.
70 W. Madison St.
Chicago, IL 60602
or
Secondary Analyst
Judi Rossetti, CFA, CPA
Senior Director
+1-312-368-2077
or
Committee Chairperson
Megan Neuburger, CFA
Managing Director
+1-212-908-0501
or
Media Relations:
Alyssa Castelli, +1 212-908-0540
alyssa.castelli@fitchratings.com