National Rural Utilities Cooperative Finance Corporation Fiscal Year 2015 Third-Quarter Investor Conference Call Transcript.

Transcription

1 Page 1 National Rural Utilities Cooperative Finance Corporation Fiscal Year 2015 Third-Quarter Investor Conference Call Transcript Operator: Greetings, and welcome to the National Rural Utilities Third Quarter Investor call. At this time, all participants are in a listen-only mode. A brief question-and-answer session will follow the formal presentation. If anyone should require operator assistance during the conference, please press star zero on your telephone keypad. I would now like to turn the conference over to your host, Ling Wang. Thank you. Please go ahead. Ling Wang: Hi. Good morning. This is Ling Wang, Vice President of Capital Markets Relations at National Rural Utilities Cooperative Finance Corporation. Thank you for joining us today to review our third quarter financial results. For today's call, Andrew Don, our Senior Vice President and Chief Financial Officer, will cover our third quarter financial and operating results. During today's call, we will make forward-looking statements which are based on certain assumptions and describe our future plans, strategies and expectations, and are generally identified by our use of words such as intend, plan, may, should, will, project, estimate, anticipate, believe, expect, continue, potential, opportunity, and similar expressions, whether in the negative or affirmative. All statements about future expectations or projections are forward-looking statements. Although we believe that expectations reflected in our forward-looking statements are based on reasonable assumptions, actual results and performance could materially differ. Factors that could cause future results to vary from current expectations are included in our annual and quarterly periodic reports previously filed with the SEC. Except as required by law, we undertake no obligation to update or publicly release any revision to forward-looking statements to reflect events, circumstances, or changes in expectations after the date on which the statement is made. We will have a Q&A session at the end of this presentation. You can ask questions via phone, or submit your questions online, if you are participating in this event via webcast. We encourage you to take this opportunity to ask any questions you may have. In addition, all materials for this event, including the presentation slides and financial reports, are available on our website at

2 Page 2 A replay and co-transcript will be made available on our website after the event. With that, I'd like to turn the call over to Andrew. Thank you, Ling. Good morning. And thank you again for joining us today for National Rural Utilities Cooperative Finance Corporation's call to review our financial performance for our third quarter ended February 28, 2015, which is the first nine months of our fiscal year During parts of this discussion, I'll refer to certain financial measures that are calculated based on amounts that include adjustments to amounts determined under Generally Accepted Accounting Principles, and are therefore referred to as adjusted. The primary adjusted metrics include adjusted net income, adjusted net interest income, adjusted times interest earned ratio or TIER, and adjusted debt-to-equity ratio. It is important to note that we use our adjusted measures to manage our business, and evaluate our results of operations. Additionally, the financial covenants and revolving credit agreements and debt indentures are based on our adjusted measures, rather than the comparable GAAP measures. We therefore believe these adjusted measures are useful to investors in evaluating our performance. For the nine months ended February 28, 2015, CFC generated an adjusted TIER of 1.21, compared to 1.2 for the same prior-year period. Adjusted net income totaled $110 million, as compared to $113 million in the same period in fiscal The following factors represent the key drivers to our adjusted net income compared to the same prior-year period. Adjusted net interest income increased by $8.6 million or 5%, as there was a greater reduction in our average cost of debt than the yield on our loan portfolio. On a net basis, we were able to increase the adjusted net yield on our interest-earning assets by 5 basis points, to 110 basis points for the nine months ended February 28, 2015, from 105 basis points during the same prior-year period. Although our interest income decreased by $8 million due to the lower average yield on our loans, our adjusted interest expense, which includes derivative cash settlements, decreased by $16 million. Specifically, our adjusted average cost of funds decreased by 11 basis points to 3.48% for the first nine months of fiscal 2015, from 3.59% for the same prior-year period, which more than offset the decrease in the average yield on our interest-bearing assets of 7 basis points, or 4.43% at February 28, 2015, from 4.5% for the same prior-year period. The decrease in our adjusted cost of funds primarily reflects the benefit from the call and redemption of $387 million of 7.5% member capital securities, which we initiated during fiscal year 2014, and the refinancing of higher-cost debt that matured in fiscal 2014 with lower cost debt. CFC recorded a benefit for loan losses of $3 million during the first nine months of fiscal 2015, compared with a provision for loans losses of $3 million in the same prior-year period. The benefit recorded for the nine-month period ended February 28, 2015 was due to a modest improvement of the credit quality and overall credit risk profile of our loan portfolio.

3 Page 3 CFC recorded a non-interest loss of $14 million for the nine months ended February 28, 2015, compared with non-interest income of $6.5 million for the same prior-year period. The $20 million variance in this income item was primarily attributable to a noncash impairment charge of $27 million recorded in the prior quarter for goodwill and other intangible assets related to our investment in the Caribbean Asset Holdings subsidiary, or CAH, partially offset by a $4 million increase in fee income. As previously disclosed, CAH holds CFC's investment in telecommunications and cable operating entities in the US Virgin Islands, British Virgin Islands and Saint Maarten. CFC's investment in CAH is reported on our balance sheet in foreclosed assets, and is subject to an impairment assessment at least on an annual basis, or when we believe there is a triggering event indicating our investment may be impaired. During the second quarter of fiscal 2015, CFC's management concluded that a triggering event had occurred due to slower than expected recovery in the local economy, lower subscriber growth, and slower customer migration rates to the new network. After taking these items into consideration, management estimated that its forecast of future operating results and cash flows was lower than previously projected. As a result, we recognized an impairment on goodwill and other intangible assets of $27 million during the second quarter of fiscal CFC completed the transfer of control of these assets in October of 2010 to March Our strategic plan since the transfer of control has been to upgrade and sell the operating businesses of CAH. CFC has engaged a financial advisor to manage the sales process. Timing of the sale and the amount of sales proceeds we expect to receive are uncertain at this time. CFC reported $160 million derivative forward value loss for the nine months of fiscal 2015, compared with a $99 million gain for the same-period prior year. As a reminder, the derivative forward value reflects the change in the estimated fair value of our interest rate swaps at the end of the reporting period, based on the projected movement of interest rates through the maturity of the swap agreements in place at the end of the reporting period. As such, these amounts do not represent current period realized cash gains or losses. For purposes of non-gaap analysis and covenant compliance, we therefore exclude derivative forward value gains and losses in our calculation of adjusted net income. Turning to the balance sheet, total assets increased by $416 million from the May 31, 2014 fiscal year end, primarily due to a $735 million increase in loans to members, which was partially offset by a $205 million decrease in cash and time deposits. The $735 million increase in loans to members was driven by a $740 million increase in CFC distribution loans, and $162 million increase in CFC power supply loans, offset by a decrease of $112 million in National Cooperative Service Corporations loans, and a decrease of $48 million in Rural Telephone Finance Cooperative loans. The increase in loans outstanding in the electric portfolio is attributable to members refinancing other lenders' loans with CFC, and advances for capital investments. Specifically excluding the regular loan amortization and repayments, CFC term loan advances to electric borrowers for the nine months ended February 28, 2015 totaled $2 billion. Approximately 38% of those new advances were made to refinance other lenders' loans, and 56% were for capital expenditures.

4 Page 4 During the quarter ended February 28, 2015, total debt outstanding increased by $376 million to fund the new loan growth. Short-term debt decreased by $885 million, due the refinancing of a significant portion of our dealer commercial paper by a long-term debt issuance. Specifically, since May 31, 2014, long-term debt has increased by $1.3 billion, consisting primarily of a $300 million collateral trust bond issuance in November 2014, and $900 million of collateral trust bond issuance in January The proceeds from the January issuance were utilized to pay down our dealer commercial paper by a like amount. Adjusted total equity decreased by $11 million, primarily due to the $40 million payout to patronage capital members, and an $86 million decrease in the outstanding balance of our member subordinated certificates, partially offset by $110 million in adjusted net income. Our adjusted debt-to-equity ratio increased to 6.1 to1 at February 28, 2015, from 5.9 to 1 at May 31, 2014, primarily due to an increase in adjusted liabilities, and a decrease in adjusted equity. CFC's loan portfolio, which remains one of the key credit fundamentals for our financial strength, is comprised primarily of secured long-term fixed-rate notes to electric distribution cooperatives. Our electric cooperative borrowers have demonstrated stable operating performance and strong financial ratios because the majority of electric cooperative customers are residential, for whom electricity is an essential service. Our electric cooperative members experience limited competition, as they generally operate in exclusive territories, the majority of which are not rate regulated. In our 46- year history, we have experienced $19 million in net write-offs from distribution borrowers, and $67 million in net write-offs from power supply borrowers. There have not been any significant changes at quarter end February 28, 2015 from May 31, 2014 in the overall composition of our loan portfolio, with $21 billion, or 98% of our portfolio consisting of loans to rural electric systems, and $402 million or 2% of loans to the telecommunications sector. The percentage of long-term fixed rate loans was at a level of 90% at February 28, 2015, compared with 89% at May 31, As we have historically reported, we typically lend to our members on a senior-secured basis, with 90% of our loans being on a seniorsecured basis at February 28, 2015, the same level at May 31, CFC has consistently focused on the development of a wide variety of funding sources, so as never to be dependent on any one source. In particular, CFC has also looked to source through a variety of channels, both public and private, so that ready access to capital is available. The amount of private and government-based funding CFC has accessed has been at very attractive spreads. At February 28, 2015, the private and federal government-based funding increased to 30% of our total funding. I will discuss the specific funding issuances later. In addition to the wide diversity of sources developed over time, our funding and liquidity position is further enhanced by the level of support that we get from our members, with investments that range in maturity from overnight out to 35 years. The 19% level of investment from our members at February 28, 2015 is very reliable, offering

5 Page 5 CFC funding with little reinvestment risk, as members consistently invest a large portion of their excess funds with CFC. Overall our member investments remained unchanged at February 28, 2015, compared with the fiscal 2014 yearend date. The primary change in our capital market related funding sources during the nine-month period was a $789 million decrease in our dealer commercial paper outstanding, and a $799 million increase on our collateral trust bonds outstanding balance. This slide presents CFC's long-term debt maturities over the next 12 months. Our total long-term debt maturities over the next 12 months total $2 billion, which is consistent with our previously-stated funding strategy of reducing large debt maturity towers. As indicated, the primary maturities over the next 12 months includes $325 million of medium-term notes due May 2015, and various maturities of collateral trust bonds totaling $955 million, as indicated, in September of 2015, November 2015, and March We also have a total of $500 million of member medium-term notes due over the next 12 months. Historically our members have chosen to rollover their investments at maturity. We believe we have ample sources of liquidity to meet each of the maturities, as will be highlighted in the next slide. The issuance of debt to meet the funding requirements to repay the upcoming maturities will be determined in due course, taking into account the maturity schedule of our assets, and the most cost-effective source of funding. This slide depicts the various sources of liquidity that CFC had in place at February 28, 2015, which in the aggregate totaled $8.5 billion. As reflected by the two red bars on the right-hand portion of the slide, CFC has a total of $4.7 billion of scheduled debt maturities over the next 12 months, which results in CFC having access to $3.8 billion or 1.8 times of defined liquidity greater than scheduled debt maturity needs. The $4.7 billion of debt maturities includes $2.3 billion of short-term investments that our members have with CFC. As mentioned earlier, our member investments are stable and reliable funding sources. If we were to exclude short-term debt maturities related to our member investments, we would have access to $6.1 billion, or 3.6 times as defined liquidity greater than our non-member scheduled debt maturity needs. In addition to issuing debt in the capital market, our other sources of liquidity for meeting cash needs are cash on hand and time deposits; investments from our members, advances under the Guaranteed Underwriter Program, and borrowings under the Farmer Mac facility. As mentioned in our public filings and on prior calls, we intend to maintain our dealer commercial paper outstanding balance within the $1 billion to $1.25 billion range. By refinancing approximately $900 million of dealer commercial paper with collateral trust bonds issuance in January 2015, we were able to improve our liquidity coverage ratio to 1.8 times at February 28, 2015, from 1.5 times at November 30, This slide presents CFC's projected sources and uses of cash over the next 18 months from February 28, As indicated, our total projected cash needs over this time

6 Page 6 period are $4.9 billion, with 52% of this amount expected to satisfy projected new loan advances, and 48% to meet maturities and long-term debt. As indicated, for the remaining three months of fiscal 2015, after netting long-term loan amortization and other loan repayments, we expect to grow our loan portfolio by $569 million. Sources of cash are expected to be primarily generated from the ongoing amortization of the loans extended to our members, with the balance to be provided by the variety of funding vehicles CFC has established. The timing and size of issuance will be dependent on the maturity of the loans we extend to our members, as well as the most attractive cost of funds. This slide summarized our fiscal 2015 major financing activities, with many of these having been discussed on prior quarterly calls. During the third quarter of fiscal 2015, we redeemed in December 2014 a $400 million 1% collateral trust bond due February In January 2015, we issued a $400 million five-year collateral trust bond at 2%, and a $500 million 10-year collateral trust bond at 2.8%. As mentioned earlier, the proceeds from the January 2015 issuance were used to pay down dealer commercial paper. In addition, yesterday we issued $200 million of 3-year unsecured floating rates notes at 3-month LIBOR, plus 35 basis points. This issuance was driven by several reverse inquiries we received from certain investors. As for our government-related funding sources, in February 2015 we advanced $124 million under the Guaranteed Underwriter Program for 20 years at a very attractive rate, and submitted a new application for an additional $500 million commitment. With respect to our note purchase agreement with Farmer Mac, in December 2014 we issued a $200 million 6-year note at 3-month LIBOR plus 40 basis points. In January 2015, we executed an amendment with Farmer Mac to increase the commitment amount under the note purchase agreement by $600 million, to $4.5 billion, and extended the maturity date by an additional four years to January In February 2015 we issued another $200 million 30-year amortizing note with Farmer Mac at 3-month LIBOR plus 75 basis points. CFC will continue to look to balance secured and unsecured financings, while always looking to access the most attractive cost of funds for our member borrowers. In terms of issuance size, CFC will continue to access the market more frequently, with smaller but indexed eligible tranches to avoid larger refinancing risks. To conclude our call, I'd like to leave you with a few key takeaways when you consider CFC as an investment opportunity. These items are areas that CFC is consistently focused on, and represent key credit strengths when viewing CFC as an investment. With regard to ratings, on January 20, 2015, S&P revised CFC's outlook back to stable, and reaffirmed our A rating. There are no changes in ratings from Moody's, as they reaffirmed our ratings and outlook in November CFC's ratings remain robust, and as discussed on prior calls, CFC's management and all staff has a certain amount of its annual compensation tied to the levels of CFC's credit ratings. CFC's Board of Directors and management remain highly focused and vigilant to the long-term strategy of maintaining and improving our credit ratings. CFC's Board of Directors strongly believes that this incentive structure will align investor interest and management interest to maintaining strong credit fundamentals. As

7 Page 7 previously highlighted on this call, the mainstay of CFC's financial strength is the quality of our portfolio. Similar to CFC, our members are focused on meeting the needs of their customers, not generating sales or earnings growth to meet shareholder requirements. The loan portfolio is well-diversified, with 98% of our assets to financially sound, strong cash flow generating rural electric systems that have limited rate regulation, and are geographically dispersed across the United States. CFC has a long history of low nonperforming loans in its portfolio, reflective of the strong financial condition of our borrowers. In addition, 90% of our loans are secured with utility assets and our members' revenues on a senior-secured basis. At February 28, 2015, only 0.01% or $1 million of loans in our $21 billion loan portfolio were classified as nonperforming. We have developed numerous sources of funding from both private and public market providers, so that we will have ready access to capital at attractive rates. CFC's mission is to a low-cost provider of funding to its members and we have diligently sought to develop new sources of capital. In particular, our members have made significant investments in CFC, both in the form of short-term investments, as well as long-term capital. We view these short-tointermediate term investments to have limited reinvestment risk, and thus providing a stable funding source for CFC. Over the last five years, CFC has been growing its member investments. Our member investments have grown from $3.7 billion at fiscal year-end May 31, 2009, to $3.9 billion at February 28, 2015, representing 19% of our funding. CFC continues to have more than adequate liquidity from a variety of sources to meet member needs, as well as service all of our debt obligations. Most recently we have reduced our dealer commercial paper balance to $1.2 billion at February 28, 2015, from $2 billion at May 31, Our goal is to maintain our dealer commercial paper balance between a $1 billion to $1.25 billion level for the foreseeable future. Over the past few years, we have proactively sought to reduce maturity towers, increase cash and liquid short-term investments, and maintain a variety of committed financing alternatives from both our relationship banks and other sources of financing, most notably from the $3.4 billion committed revolving credit facilities from our banks, the existing $750 million committed availability in the Guaranteed Underwriter Program, and the $2.6 billion revolving credit capacity via the Farmer Mac note placement program. Those sources, together with cash and cash equivalent, short-term investments and scheduled loan amortization and other repayments from our members resulted in CFC having $8.5 billion of liquidity available at February 28, 2015 to meet the next 12 months of all debt maturities of $4.7 billion, a 1.8 times liquidity coverage ratio. Excluding debt maturities related to our member investments, our liquidity coverage ratio would be 3.6 times. Lastly, as part of our ongoing business strategy to increase equity retention, we've been able to grow our total GAAP equity from $519 million at May 31, 2009, to $885 million at February 28, 2015, a 70% increase over the five-year period.

8 Page 8 In addition, there have been two actions taken by the CFC Board of Directors who have largely driven this increase, one being the establishment of a member's capital reserve in 2000, with an annual allocation of a portion of our earnings each year to this reserve. With the second being the change to reduce the patronage capital retirement level to 50% of the prior year's allocation from a level of 70%, and extending the hold period for the remaining 50% of the allocation from 15 years to 25 years. Thank you once again for joining us today to review our results for the nine-month period ended February 28, We appreciate your interest in CFC, and look forward to discussing our financial performance and funding plans in the future. I'd like to ask the operator to open the lines for questions, and also suggest that you submit your questions via the web service so that we may respond to those as well. Thank you. Operator: Thank you. Ladies and gentlemen, if you would like to ask a question over the phone at this time, please press star one on your telephone keypad. A confirmation tone will indicate that your line is in the question queue. And you may press star two if you would like to remove your question from the queue. For participants using speaker equipment, it may be necessary to pick up your handset before pressing the star keys. Once again that is star one if you'd like to ask a question at this time. Our first question over the phone comes from Chris Haberlin with Agincourt Capital Management. Please go ahead with your questions. Chris Haberlin: Hi. Thanks for taking the question. I think last quarter you all had talked about wanting to increase your credit ratings at S&P back to A+, I guess getting the whole corporate family rating back to A+. I just wanted to see what kind of steps you're planning on taking in order to do that, and if you have any kind of timeframe in which you would take those steps. Sure. Just to be clear, I think we probably-- I think on our last quarterly call, I think we said we were going to take steps to remove the negative outlook, as opposed to the moving the senior-secured rating back to A+. Because as you have probably seen, one of the two-- I'll call new criteria that Standard & Poor's released was what I'll call the equalization of our senior-secured and unsecured rating. So I mean that's-- they are not differentiating between senior-secured and secured. Moody's Investor Services does continue to differentiate between the unsecured and secured rating. But so to be clear-- that's just a reality of the new ratings methodology that S&P has applied to non-bank financial institutions. So we will continue to work at improving-- continuing improving metrics for improving our overall credit ratings. But specifically as it relates to S&P, I mean that was really the change. And we're left to monitor that, and deal with that going forward. Chris Haberlin: Okay. And then in terms of CAH, just an update on the sales process. I think last quarter you had said that you had signed 25 non-disclosure agreements. Have you made any progress there? And how's all that progressing?

9 Page 9 Chris Haberlin: Operator: Yes. We have made progress from that list of 25 non-disclosures. We did receive bids from numerous interested parties, what I'll call a first-round bid process. From that firstround bid process, we narrowed it down to a more select group, and have had management presentations with that smaller select group over the last 30 days. And we expect to have kind of a second-round bid process concluding in the next 30 days or so. Okay, great. Thanks very much. I appreciate it. Thank you. Thank you. And once again as a reminder, you may press star one on your telephone keypad if you'd like to ask to a question at this time. We'll hold for one more moment to see if there are any further questions over the phone. And it seems we have no questions over the phone at this time. Operator: Okay, great. Thank you very much. Thanks for joining us today. We'll talk to you later. Thank you, ladies and gentlemen. This does conclude today's conference. You may disconnect.