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Fitch Affirms Hess Corporation's IDR at 'BBB'; Outlook Stable

HES

Fitch Ratings has affirmed Hess Corporation's (Hess; NYSE: HES) Issuer Default Rating (IDR) and related ratings at 'BBB'. The Rating Outlook is Stable.

Approximately $6.2 billion in debt is affected by today's rating action. A full list of ratings is at the end of this release.

Key Ratings Drivers

Hess' ratings are supported by the company's strong operational metrics, including high exposure to liquids in the upstream (approximately 75% of 2012 production and reserves); decent size and scale as an independent (1.554 billion boe reserves at YE 2012, with core regions in the US [GoM, onshore Bakken and Utica], North Sea, Asia-Pacific, and West Africa); robust full cycle netbacks; and respectable reserve replacement (3-year organic RR 121%).

As calculated by Fitch, Hess' most recent three-year Finding, Development & Acquisition (FD&A) costs rose to $29.94/boe. However, these costs were elevated due to the company's infrastructure spending in the Bakken, which raises long-term profitability of produced barrels but does not necessarily increase current year reserves. Fitch expects FD&A/boe metrics will trend significantly lower as these investments wind down, and as increased drilling efficiencies continue to be realized in the Bakken. The company has also repaid a significant amount of debt with asset sales proceeds, with debt at June 30, 2013 falling to $5.8 billion ($6.2 billion at Sept. 30, 2013) versus a high-water mark of $8.11 billion at YE 2012.

Ratings downsides for Hess include the loss of diversification benefits associated with the downstream and retail assets; some loss of size primarily through upstream asset sales (Q3 production was 310,000 boepd vs. 402,000 boepd a year ago); and the tail risk of further activist shareholder pressure for the company, particularly if Hess were to encounter a period of sustained low oil prices or weak execution in key plays.

Asset Sales to Fill the Gap

Hess has used asset sale proceeds to close its funding gap, and the plan has proceeded at or above targets. Year-to-date, Hess has completed or neared completion on six of its 10 announced divestitures, with proceeds and release of working capital totaling $6.3 billion. Pending sales include the company's oil & gas properties in Indonesia and Thailand, its energy trading operations, and the spin-off or IPO of its retail filling station network on the east coast. If retail is spun-off rather than sold, Fitch anticipates that would count as part of the company's $4.0 billion share buyback program. Hess' publicly stated priority for uses of cash continues to be 1) repayment of debt 2) creation of a $1 billion cash cushion 3) funding 2013 cash flow deficits 4) share repurchases.

Less Negative FCF Trend

Hess' FCF status has improved as it nears the end of a multi-year investment in shale plays. LTM FCF at June 30, 2013 was -$1.67 billion, a reduction from the -$2.31 billion in FCF seen in 2012 as the company's LTM capex fell to $6.92 billion versus approximately $8 billion in 2012. Further improvements are expected in 2014 as the company completes one-time infrastructure spending in the Bakken (Tioga gas plant expansion, rail loading facilities, gathering and transmission lines etc), and capex associated with sold assets rolls off. 2014 capex is expected to decline to below $6 billion. Fitch anticipates the company will be modestly FCF negative in 2014 (approximately -$500 million in our base case). Hess has reasonable levels of capex flexibility in its exploration program of the Utica shale given that its joint venture partner CONSOL holds all of its acreage by production.

Bakken Performance Improving

After an earlier period of flat performance, Bakken metrics have begun to improve. The company has now largely exited its leasehold drilling program and has been doing higher efficiency pad drilling. Well completion costs have declined to $7.8 million/well, down 18% from year ago levels, and production has risen to 71,000 boepd, up 14% from year ago levels. Fitch anticipates additional downspacing opportunities mean the company is likely to exceed its previous 120,000 boepd long term guidance. Strong operational performance in the Bakken is especially important as it would tend to put to rest operational complaints made by shareholder activists in the most recent proxy season.

Financial Performance

Hess' latest financial performance has been good, driven by a very robust oil pricing environment. At September 30, 2013, Hess generated EBITDA of $7.49 billion. Given the company's significant debt pay down ($6.21 billion versus $8.111 billion at YE 2012), debt/EBITDA declined to just 0.83x, while EBITDA/gross interest stood at 16.6x. The company bought back approximately $500 million in shares in the third quarter, funded by an increase in revolver debt. While Hess may allow revolver balances to drift up somewhat over the next few quarters to fund its buyback program, Fitch anticipates that these will quickly be paid down as asset sale proceeds are received.

Liquidity

Hess maintains liquidity through a $4 billion committed bank facility maturing in 2016; a $1 billion ARS facility (cancelled in Q3); approximately $2.4 billion in other committed lines; and cash. Excluding cash and equivalents of $725 million at June 30, 2013, total liquidity across all of Hess' facilities was $6.27 billion. Hess' main financial covenant is a maximum debt-to-capitalization ratio of 62.5% contained in its revolver, vs. an actual ratio of 19.5% at June 30, 2013 (20.7% at Sept. 30, 2013). There are no financial covenants beyond the debt-to-cap covenant contained in the revolver. Other non-financial covenants contained in the bond indentures include restrictions on mergers and asset sales, limitations on sale leasebacks and cross default provisions. Hess' maturity schedule is manageable, and includes $250 million due in 2014, and no other major maturities due until 2019.

Other Obligations

Hess' other obligations are manageable. The company's pension was under-funded by $347 million at YE 2012 versus $373 million at YE 2011, but this gap is manageable when scaled to underlying FFO. Expected pension contributions for 2013 are $140 million. Fitch expects that recent asset sales, including the complete exit from the downstream, are likely to reduce this in the future. Hess has historically carried a large LoC position primarily linked to its energy marketing arm ($593 million outstanding at June 30, 2013). None of the LoCs were drawn from the company's main revolver. Fitch anticipates that this requirement will largely go away once Hess completes its exit from the downstream and energy marketing. At June 30, 2013, if the company were to be downgraded below Investment Grade, it would be required to post an additional $145 million in collateral to satisfy existing derivative positions. Hess' Asset Retirement Obligation (ARO) stood at $1.97 billion at June 30 2013, vs. $2.12 billion at YE 2012.

Ratings Sensitivities

Positive: Future developments that could lead to positive rating actions include:

--Increased size, scale and diversification of Hess' upstream portfolio, accompanied by a managerial commitment to maintaining lower debt levels relative to reserves and production. Positive rating actions are unlikely in the current period given the high capex and restrained reserve and production growth associated with Hess' portfolio repositioning.

Negative: Future developments that could lead to negative rating action include:

--Failure of stated asset sales to close as expected;

--A prolonged period of weak operational performance or low oil prices;

--The sale or spin-off of assets beyond levels originally outlined without offsetting adjustments;

--A major negative reserve revision; or loss at the company's energy trading operations.

Fitch affirms Hess' ratings as follows:

--Long-term IDR at 'BBB';

--Senior unsecured notes/debentures at 'BBB';

--Senior unsecured bank facility at 'BBB'.

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

Applicable Criteria and Relevant Research:

--'Corporate Rating Methodology Including Short-Term Ratings and Parent and Subsidiary Linkage' (Aug. 5, 2013);

--'Crossover Credits in Natural Resources - Migration Catalysts 2003-2013' (Oct. 31, 2013);

--'Full Cycle Cost Survey for E&P Producers-2012 Numbers Up, but Adjustments Tell a Different Story' (May 28, 2013);

--'Investor FAQs--Recent Questions on E&P, Refining, and Drilling and Services Sectors' (Aug. 12, 2013);

--'Updating Fitch's Oil & Gas Price Deck' (July 29, 2013);

--'Energy Handbook--Upstream Oil & Gas' (June 28, 2013);

--'Dividend Policy in the Energy Sector - Low Oil Prices Could Create Cash Flow Stress' (Feb. 29, 2012).

Applicable Criteria and Related Research:

Corporate Rating Methodology: Including Short-Term Ratings and Parent and Subsidiary Linkage

http://www.fitchratings.com/creditdesk/reports/report_frame.cfm?rpt_id=715139

Crossover Credits in Natural Resources -- Migration Catalysts 2003-2013

http://www.fitchratings.com/creditdesk/reports/report_frame.cfm?rpt_id=721741

Full Cycle Cost Survey for E&P Companies (2012 Numbers Up, but Adjustments Tell a Different Story)

http://www.fitchratings.com/creditdesk/reports/report_frame.cfm?rpt_id=708783

Investor FAQs: Recent Questions on the E&P, Refining, and Drilling and Services Sectors

http://www.fitchratings.com/creditdesk/reports/report_frame.cfm?rpt_id=715859

Updating Fitch's Oil and Gas Price Deck

http://www.fitchratings.com/creditdesk/reports/report_frame.cfm?rpt_id=714596

Energy Handbook -- Upstream Oil & Gas

http://www.fitchratings.com/creditdesk/reports/report_frame.cfm?rpt_id=706481

Additional Disclosure

Solicitation Status

http://www.fitchratings.com/gws/en/disclosure/solicitation?pr_id=808397

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.



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