Fitch Ratings has assigned a 'BBB-' rating to the following obligations of Guam Waterworks Authority (GWA, or the authority):

--$143.3 million water and wastewater system revenue bonds, series 2016.

The bonds are expected to sell the week of February 8 via negotiation. The bonds will fund GWA's capital needs through fiscal 2018 (September 30 fiscal year end), provide for capitalized interest through fiscal 2017, and fund an incremental deposit to the common bond reserve fund equal to maximum annual debt service on all outstanding bonds.

In addition, Fitch affirms its 'BBB-' rating on the following outstanding obligations of the authority:

--$373.1 million water and wastewater system revenue bonds.

The Rating Outlook is Stable.

SECURITY

The bonds are secured by a senior lien on the authority's gross water and wastewater system (the system) revenues excluding development charges.

KEY RATING DRIVERS

POSITIVE FINANCIAL PERFORMANCE: The authority exhibits sustained positive financial performance and forecast expectations point to continued favorable results.

POLITICAL AND REGULATORY RATE SUPPORT: The five-year rate package through fiscal 2018 to support the authority's substantial capital needs demonstrates continued political willingness to raise rates. The regulatory approval process through the Guam Public Utility Commission (PUC) has been supportive of timely cost recovery. Ongoing political and regulatory support for significant additional rate hikes will be necessary, which may ultimately pressure rate affordability.

ELEVATED DEBT AND CAPITAL MANDATES: Debt levels are high and are expected to continue to escalate, since additional debt is the principal funding source for significant capital needs as required by a federal court order. Heavy capital spending extends out beyond the current five-year capital improvement plan.

POSITIVE OPERATIONS BUT CHALLENGES: Water supplies on the island are adequate but a high approximately 60% water loss rate reflects aging water distribution lines and presents operational challenges for the system. Favorably, GWA continues to make substantial progress in complying with all regulatory requirements.

MILITARY BUILD-UP DELAY CONTINUES: Additional capital projects will ultimately be needed to meet expected military build-up demands, the scope of which has been reduced and timing delayed. However, GWA expects capital costs incurred as a result of the eventual build up will be funded by the U.S. Department of Defense (DOD), including a recent $106 million appropriation.

LIMITED ECONOMIC PROFILE: The service territory is isolated and limited and has had a geographic disposition toward natural disasters. However, tourism has continued to diversify and recover from the economic downturn, reaching near peak levels the last two years. System rates rely heavily on revenues captured from the commercial/tourism sector.

RATING SENSITIVITIES

CONSISTENT COMPLIANCE AND FINANCIAL PERFORMANCE: The rating is based upon the Guam Waterworks Authority's continued compliance with regulatory requirements as well as its ability to meet its financial forecast.

CREDIT PROFILE

The authority operates and maintains the system for approximately 42,000 water customers and 29,000 wastewater customers on the island of Guam. It is governed by the five-member Consolidated Commission on Utilities (CCU), which also governs the Guam Power Authority. Rates are subject to regulatory approval by the PUC. Bond issuance requires approval from the PUC, the governor and the Guam legislature.

CONTINUED COMPLIANCE ACTIONS

The system has taken a number of actions to bring it into regulatory compliance and ensure stable operations and finances. Structural changes, which began in 2002 when the authority's governance was changed from an appointed to an elected governing board, led to the system's full compliance to date with the 2011 U.S. Environmental Protection Agency (USEPA) Court Order (the order) and the recent compliance of its two largest wastewater treatment plants for the first time since enactment of the Clean Water Act (CWA) in 1972. Nevertheless, significant operational issues and capital needs persist which will challenge utility operations over the long term.

FAVORABLE FINANCIAL RESULTS AND FORECAST

GWA has achieved sustained improvement in financial results over the past five years and projections point to continued solid performance. Fiscal 2014 ended better than expected with Fitch-calculated senior lien debt service coverage (DSC), based on audited results and including accruals, of 2.1x and total DSC of 1.5x. Operating margins were aided by a 10% rate increase effective November 2013, which was followed by a December 2014 increase of 17.4% (14.5% on an annualized basis), as well as a 2.8% decline in operating expenses due to lower power purchases and salaries and wages. The increased operating margin was mostly offset by increased debt service payments as the 2010 bonds rolled on. As such, days of operations in cash remained virtually unchanged for the year at a moderate 180.

Fiscal 2015 unaudited results are significantly better than expected with senior DSC at 3x (unaudited) and all-in DSC at 2.3x (unaudited) compared to 2x and 1.6x, respectively. The favorable variance from prior estimates is due in part to lower than expected power costs.

For the forecast period that ends in fiscal 2020, estimated senior debt service payments nearly triple and all-in debt service payments more than double. Consequently, DSC is estimated to be weaker than recent results but is still projected to equal at least 1.5x on a senior basis and 1.3x on an all-in basis. These estimates are moderately lower than prior estimates but adequate for the rating level.

The PUC's policy is to set rates to achieve senior DSC of 1.75x with the inclusion of the $4.6 million working capital reserve. Including the working capital reserve projections show DSC just meeting this level through the forecast period assuming additional rate increases of 2% in fiscal 2019 and 13.4% in fiscal 2020, as well as debt service payments from an expected 2018 borrowing.

STRONG HISTORY OF COMMITMENT TO RAISING RATES CONTINUES

Overall, the CCU and the PUC have demonstrated a commitment to cost recovery needed to stabilize system financial performance, approving cumulative increases of over 100% since fiscal 2007. Residential charges currently exceed Fitch's affordability threshold with combined water and wastewater rates of $88.54 per month at 7,500 gallons of usage, equal to about 2.5% of median household income (MHI).

GWA's five-year rate proposal covering fiscals 2014-2018 was approved by the PUC on Oct. 29, 2013. As expected, base rates were raised 16.5% Oct. 1, 2015 and remaining base rate increases are 7% in fiscal 2017 and 4% in fiscal 2018 along with additional surcharges. Thus, rates based on usage of 7,500 gallons per month will increase to about 2.6% of MHI by fiscal 2018, which is well above Fitch's affordability threshold, assuming an increase in income of 2% per year from 2010 levels. Despite GWA's ratemaking bodies' continued commitment to necessary rate recovery, the level of service charges could limit the future rate flexibility that will be needed to address ongoing capital needs.

SIGNIFICANT IMPROVEMENT IN REGULATORY COMPLIANCE; CONTINUED CAPITAL NEEDS SEVERELY WEAKEN DEBT PROFILE

In 2003 the authority negotiated a stipulated order (SO) with the USEPA as a result of violations to the CWA and Safe Drinking Water Act (SDWA). To cure system-wide deficiencies, the SO was subsequently amended and superseded by the order, which added several major projects to be constructed. Such projects are expected to cost $234 million over the next five years. To date, GWA has completed or has programmed into the fiscal 2015-2020 CIP all but one of the 100 required projects.

The USEPA also issued a notice of Findings of Significant Deficiencies for the water system in 2012 and for the wastewater system in 2013. Notably, the authority has addressed 36 of the 40 items identified for water, and four are long-term continuing actions. The authority has addressed 86 of the 89 items identified for wastewater and is on track to address the remaining within the allowed timeframe.

GWA's progress in addressing regulatory requirements is a positive development, but the authority faces significant capital needs to meet remaining requirements. The fiscal 2015-2020 CIP totals $404 million, with the order accounting for 58% of expected expenditures. Funding will be derived largely from additional debt, consisting of this 2016 issuance of $143.3 million and an estimated $72.3 million in fiscal 2018, along with approximately $103.5 million in remaining 2013 bond proceeds (77% of sources).

With the additional debt incurred in fiscal 2014, GWA's debt-to-net plant increased to 118%, as compared to Fitch's median of 43%. GWA's currently high debt ratios will rise even higher, to nearly $7,000 per customer, or about 4x Fitch's median for investment-grade credits. GWA's financial flexibility will decrease as debt service accounts for an increasing percentage of system revenues (22% in fiscal 2014 and expected to climb to 32% by 2020). A similar level of capital needs and debt funding extends beyond the five-year CIP, indicating further escalation of the system's leverage position.

SECONDARY TREATMENT NOT ADDRESSED IN CIP

The authority's two largest wastewater treatment plants (WWTPs) have historically operated under secondary treatment variances issued by the USEPA under the CWA, allowing the authority to discharge primary effluent into the Philippine Sea. As part of their June 1, 2013 renewals, the discharge permits for both WWTPs include increased secondary treatment requirements.

The authority estimates the cost of upgrading both treatment plants at $279 million and is currently negotiating a schedule for compliance with the USEPA. The authority expects to receive approval to delay implementation until after completion of projects required under the current order and notes that other agencies have negotiated extended compliance schedules of 20-25 years. However, if a shorter timeframe is required, there would likely be significant pressure on the system. The CIP through fiscal 2020 does not include the secondary treatment upgrade projects or the appropriations from the federal government.

MILITARY BUILD-UP DELAYED

Currently, the U.S. Department of Defense build-up is expected to result in an increase of 7,000 military and civilian personnel in 2021. This compares to previous estimates of an ultimate increase to the island's permanent population of around 32,000 (approximately a 20% increase from the current level) as part of its relocation of troops from the nation of Japan.

Positively, the federal government has appropriated $106.4 million for civilian water and sewer improvements on the island associated with an expected military build-up, the first time the federal government has actually appropriated money toward such action. Receipt of the monies is uncertain, but GWA expects to use the monies to bring one of the WWTPs up to secondary treatment. GWA continues to expect that any additional costs incurred as a result of the build-up will be borne by the military.

LIMITED ECONOMY

The island's economy is driven by the military and tourism sectors. Most tourists are Japanese citizens, although there has been an increasing percentage of South Koreans visiting the island. The year 2015 surpassed 1997 as peak year for visitors to the island after a series of setbacks from the Asian economic decline throughout the last decade and various natural disasters, continuing through the worldwide economic downturn. Visitor arrivals reached 1.4 million in 2015 and hotel occupancy rates 80%, the highest in more than a decade.

Unemployment on the island is mixed depending on the source, ranging from historically very high (in excess of 20%) to only moderately above average (6.9% as of March 2015). Wealth levels are low, with estimated MHI around 75% of the U.S. average.

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

In addition to the sources of information identified in Fitch's Revenue-Supported Rating Criteria, this action was additionally informed by information from Creditscope.

Applicable Criteria

Revenue-Supported Rating Criteria (pub. 16 Jun 2014)

https://www.fitchratings.com/creditdesk/reports/report_frame.cfm?rpt_id=750012

U.S. Water and Sewer Revenue Bond Rating Criteria (pub. 03 Sep 2015)

https://www.fitchratings.com/creditdesk/reports/report_frame.cfm?rpt_id=869223

Additional Disclosures

Dodd-Frank Rating Information Disclosure Form

https://www.fitchratings.com/creditdesk/press_releases/content/ridf_frame.cfm?pr_id=998263

Solicitation Status

https://www.fitchratings.com/gws/en/disclosure/solicitation?pr_id=998263

Endorsement Policy

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

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