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Rating Action:

MOODY'S COMMENTS ON THE STATUS OF MERGER AGREEMENT BETWEEN NORTHEAST UTILITIES AND CONSOLIDATED EDISON, INC.

07 Mar 2001
MOODY'S COMMENTS ON THE STATUS OF MERGER AGREEMENT BETWEEN NORTHEAST UTILITIES AND CONSOLIDATED EDISON, INC. Moody's Investors Service is continuing its review of ratings of Consolidated Edison, Inc. (CEI - Prime-1 for short-term debt), as well as the ratings of its utility subsidiaries, Consolidated Edison Company of New York, Inc. (CECONY - A1 senior unsecured debt), Orange and Rockland Utilities, Inc. (O&R - A1 senior unsecured debt), and Rockland Electric Company (REC - A1 senior secured debt) for possible downgrade. At the same time, Moody's is maintaining its review of the ratings of Northeast Utilities (NU - Baa3 senior unsecured debt) and its principal subsidiaries for possible upgrade. The review of the aforementioned ratings continues to be in effect following NU's announcement on March 5, 2001, that its merger agreement with CEI has effectively been terminated by actions taken by CEI and that NU would sue CEI to recover value of the merger for NU's shareholders. In turn, CEI has responded that it has continually been, and remains in compliance with the terms and conditions of its merger agreement with NU. Furthermore, CEI has filed suit in the Federal District Court in the Southern District of New York seeking a declaratory judgment that NU has failed to satisfy conditions precedent under the merger agreement.
Since October 13, 1999, CEI's ratings, as well as those of its utility subsidiaries have been under review for possible downgrade while Moody's was assessing the potential risks and benefits of the merger. In particular, the concerns related to how much debt CEI might add to acquire NU and whether that action would unduly increase the demand on cash flow from the company's utility subsidiaries. In the event that the merger with NU does not go forward, Moody's would likely confirm the ratings of CEI and its utility subsidiaries. This opinion reflects the belief that CEI and its utility subsidiaries, absent the additional burden of servicing acquisition-related debt, would continue to generate ample cash flow to provide protection for fixed income investors appropriate for the current ratings. Furthermore, Moody's notes that CEI is continuing to pursue a relatively low-risk energy distribution strategy, which is being supported by state regulators, and will be receiving sizable cash proceeds in the near-term, once it closes on the sale of its interests in nuclear generating assets and certain real estate in New York City. Although we would likely confirm the ratings under this scenario, a negative rating outlook would be highly likely, reflecting uncertainties surrounding the utilities' future roles as providers of last resort in a more volatile wholesale electricity market, as well as what the final disposition of pending litigation relating to the merger agreement might be.
Since June 1999, the ratings of NU and its various subsidiaries have been under review for possible upgrade to reflect the potential for improved operating performance resulting from industry restructuring. With the announcement of a possible merger with CEI, these reviews were expanded to include all of the company's operating utilities. While NU may no longer realize any benefits from the CEI merger, individual company operating performance has substantially strengthened in the past year. In addition, the company is well on the way to securitizing its stranded costs and completing the divestitures of its generating assets. Moody's review will continue to focus on NU's prospects for continued progress on these issues, as well as further strengthening of its credit profile going forward.

Ratings under review for downgrade include:
Consolidated Edison, Inc.'s Prime-1 short-term debt rating for commercial paper;
Consolidated Edison Company of New York, Inc.'s A1 senior unsecured and issuer ratings, its A2 subordinated debt rating, its "a1" preferred stock rating; its "a2" preference stock rating, its (P)A1 and (P)A2 shelf registration ratings for senior unsecured and subordinated debt, and its Prime-1 short-term debt rating for commercial paper;
Orange and Rockland Utilities' A1 senior unsecured and issuer ratings, its (P)A1 shelf registration rating for senior unsecured debt, and its Prime-1 short-term debt rating for commercial paper;
Rockland Electric Company's A1 senior secured debt rating.

Ratings under review for upgrade include:
NU's long-term issuer rating and senior unsecured debt at Baa3;
Connecticut Light and Power Company's senior secured debt at Baa1, long-term issuer rating at Baa2, and preferred stock at "baa3";
CL&P Capital, L.P.'s preferred stock and preferred shelf at "baa3" and (P)"baa3" respectively;
Western Massachusetts Electric Company's senior secured debt at Baa1, long-term issuer rating at Baa2, preferred stock at "baa3", senior secured shelf at (P)Baa1, and preferred shelf at (P)"baa3";
Public Service Company of New Hampshire's senior secured debt at Baa3, its long-term issuer rating at Ba1 and preferred stock at "ba2";
North Atlantic Energy Company's senior secured debt at Baa3.
Consolidated Edison , Inc., the parent of Consolidated Edison Company of New York, Inc., Orange and Rockland Utilities, Inc., Rockland Electric Company, as well as other nonregulated subsidiaries, is headquartered in New York, New York.
Northeast Utilities, the parent for Connecticut Light and Power Company, CL&P Capital, L.P., Western Massachusetts Electric Company, Public Service Company of New Hampshire, North Atlantic Energy Corporation, as well as other nonregulated subsidiaries, is headquartered in Berlin, Connecticut.
No Related Data.
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