Rating Action: Moody's assigns B2 CFR to AHF Products, first lien term loan rated B2; outlook stableGlobal Credit Research - 16 Dec 2021New York, December 16, 2021 -- Moody's Investors Service ("Moody's") assigned ratings to AHF Parent Holding, Inc. (AHF), including a B2 Corporate Family Rating and a B2-PD Probability of Default Rating. Concurrently, Moody's assigned a B2 rating to the company's proposed $215 senior secured first lien term loan due 2028. The outlook is stable.Proceeds from the proposed $215 million first lien term loan, along with a new common equity contribution by affiliates of Paceline Equity Partners (Paceline) will fund Paceline's leveraged buyout (LBO) of AHF, including the repayment of AHF's existing debt. Concurrent with the transaction, AHF is expected to enter into a new $50 million asset-based lending (ABL) revolving facility due 2026, and the company expects to draw $8 million to help pay transaction related fees and expenses.The following ratings/assessments are affected by today's action:New Assignments:..Issuer: AHF Parent Holding, Inc..... Corporate Family Rating, Assigned B2.... Probability of Default Rating, Assigned B2-PD....Senior Secured 1st Lien Term Loan, Assigned B2 (LGD4)Outlook Actions:..Issuer: AHF Parent Holding, Inc.....Outlook, Assigned StableRATINGS RATIONALEAHF's B2 CFR broadly reflects its good market position in the US hardwood flooring market, aided by its strong market leading position in the solid wood flooring (SWF) segment, and #2 position in engineered wood flooring (EWF). The company's large domestic manufacturing footprint and differentiated brand portfolio are competitive advantages, with the ability to better service national accounts relative to smaller competitors and service distribution partners without channel conflict. Demand for the company's products has been high over the past 18 months, as consumers are spending more on their homes and new home construction has been high to meet increased housing demand starting in the second half of 2020. AHF's financial leverage is moderate with debt/EBITDA at 4.2x pro forma for the proposed transaction and its EBIT margin is relatively strong in the low teens as of the last twelve months (LTM) ending 30 September 2021. Moody's projects debt/EBITDA leverage will remain at or below 4.0x supported by solid US housing market trends, particularly in the home repair and remodel segment. AHF's good liquidity reflects Moody's expectations for free cash flow of around $30 million over the next 12-18 months, and access to a largely undrawn $50 million revolving facility due 2026 and lack of meaningful debt maturities until the revolver expiration.AHF's credit profile also reflects its relatively small scale with revenue around $500 million and narrow product focus in the mature hardwood flooring industry, with SWF and EWF products representing 90% of sales. The SWF category, which represents about 57% of AHF's sales, continues to experience gradual declines in market penetration, as resilient luxury vinyl tile (LVT) products continue to gain share. The company recently entered the LVT category, but AHF's market position in this segment is smaller and SWF and EWF products will continue to generate the majority of revenue. Hardwood flooring products are non-discretionary and demand is largely driven by the highly cyclical US housing market. AHF has increased earnings meaningfully in the last few years subsequent to the spin-out from Armstrong Flooring Inc. in 2018. The improvement reflects cost reductions and increased market share due to competitors shutting hardwood flooring production capacity that Moody's believes was motivated in part by declining hardwood share of the flooring market. However, Moody's anticipates some of the elevated consumer spending in home related products to gradually shift toward other spending such as travel as the coronavirus moderates, but to a level that still supports AHF's financial leverage and free cash flow remaining within the projected range. High lumber costs could also lead to increased product costs and consumers further shifting away from hardwood flooring. Free cash flow has been negative in recent years, but Moody's projects a much smaller working capital investment will support positive free cash flow in 2022. The company has high customer concentration with its top 5 customers representing about 60% of sales.The company relies on natural resources, primarily wood, and uses chemicals and other raw materials as part of its manufacturing process, and is subject to various regulations regarding wood sourcing, emissions and waste management. AHF has a long history of compliance with the applicable environmental laws, but a failure to adhere to these regulations could result in financial penalties, remediation costs, and negative effect to its brand image.The coronavirus outbreak and the government measures put in place to contain it continue to disrupt economies and credit markets across sectors and regions. Although an economic recovery is underway, its continuation will be closely tied to containment of the virus. As a result, there is uncertainty around our forecasts. We regard the coronavirus outbreak as a social risk under our ESG framework, given the substantial implications for public health and safety. The company is exposed to health and safety risks common in a manufacturing environment.Governance risks primarily relate to the company's majority ownership by private equity sponsors, and the inherent risk of shareholder friendly financial policies including debt financed dividend distribution and high financial leverage.The B2 rating assigned to the proposed $215 million first lien term loan due 2028 is the same as the B2 CFR and reflects that the first lien term loan represents the preponderance of the capital structure.FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGSThe stable outlook reflects Moody's expectations that continued good consumer demand for the company's products will support stable revenue and earnings over the next 12-18 months, resulting in AHF's debt/EBITDA leverage remaining around 4.0x. Lower working capital investment will contribute to improved free cash flow generation that Moody's projects in the $30 million annual range. The stable outlook also reflects Moody's expectations that the company will maintain at least good liquidity.Ratings could be upgraded if the company meaningfully increases it revenue scale and product diversification, while demonstrating a track record of consistent organic revenue growth with a stable EBITDA margin. A ratings upgrade would also require the company to sustain debt/EBITDA below 3.5x and free cash flow to debt above 7.5%. The company would also need to maintain at least good liquidity, and Moody's would need to expect balanced financial policies that support credit metrics at those levels.Ratings could be downgraded if revenue or the EBITDA margin deteriorates, or if debt/EBITDA is sustained above 4.5x. Ratings could also be downgraded if liquidity deteriorates highlighted by negative to modest free cash flow generation on an annual basis or increased reliance on the revolver facility, or if the company completes a debt financed acquisition or shareholder distribution that materially increases leverage.As proposed, the new first lien credit facilities are expected to provide covenant flexibility that if utilized could negatively impact creditors. Notable terms include the following: incremental debt capacity up to the sum of the greater of $49 million and 75% of pro forma trailing four quarter consolidated EBITDA, plus unlimited amounts subject to first lien net leverage ratio not to exceed closing date ratio (if pari passu secured). A to be determined amount of incremental credit facility debt may be incurred with an earlier maturity date than the initial term loan subject to inside maturity basket limitations. Non-wholly-owned subsidiaries are not required to provide guarantees; dividends or transfers resulting in partial ownership of subsidiary guarantors could jeopardize guarantees, subject to protective provisions which only permit guarantee releases if such transfer is for fair market value or pursuant to a bona fide joint venture with a non-affiliate and not for the purpose of causing such guarantor to cease to be a guarantor. The credit agreement permits the transfer of assets to unrestricted subsidiaries, up to the carve-out capacities, subject to "blocker" provisions preventing unrestricted subsidiaries from owning, licensing, contributing or transferring intellectual property that is material to the borrower and its restricted subsidiaries, taken as a whole. There are no express protective provisions prohibiting an up-tiering transaction that weakens the term loan's collateral position. The above are proposed terms and the final terms of the credit agreement may be materially different.The principal methodology used in these ratings was Consumer Durables published in September 2021 and available at https://www.moodys.com/researchdocumentcontentpage.aspx?docid=PBC_1276767. Alternatively, please see the Rating Methodologies page on www.moodys.com for a copy of this methodology.AHF Products manufactures and distributes hard surface flooring in North America primarily in the solid wood flooring ("SWF") and engineered wood flooring ("EWF") categories, as well as vinyl and stone polymer core (SPC). The company is headquartered in Mountville, PA, and has 7 manufacturing plants in the US and 1 in Cambodia. Pro forma for the proposed LBO, the company is owned by Paceline Equity. Revenue as of the LTM period ending 30 September 2021 was $446 million.REGULATORY DISCLOSURESFor 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.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. 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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 http://www.moodys.com/researchdocumentcontentpage.aspx?docid=PBC_1288235.At least one ESG consideration was material to the credit rating action(s) announced and described above.The Global Scale Credit Rating on this Credit Rating Announcement was issued by one of Moody's affiliates outside the EU and is endorsed by Moody's Deutschland GmbH, An der Welle 5, Frankfurt am Main 60322, Germany, in accordance with Art.4 paragraph 3 of the Regulation (EC) No 1060/2009 on Credit Rating Agencies. Further information on the EU endorsement status and on the Moody's office that issued the credit rating is available on www.moodys.com.The Global Scale Credit Rating on this Credit Rating Announcement was issued by one of Moody's affiliates outside the UK and is endorsed by Moody's Investors Service Limited, One Canada Square, Canary Wharf, London E14 5FA under the law applicable to credit rating agencies in the UK. Further information on the UK endorsement status and on the Moody's office that issued the credit rating is available on www.moodys.com.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. Oliver Alcantara Asst Vice President - Analyst Corporate Finance Group Moody's Investors Service, Inc. 250 Greenwich Street New York, NY 10007 U.S.A. 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