Moodys.com
Close
Please Note
We brought you to this page based on your search query. If this isn't what you are looking for, you can continue to Search Results for ""
The maximum number of items you can export is 3,000. Please reduce your list by using the filtering tool to the left.
Close
Close
Email Research
Recipient email addresses will not be used in mailing lists or redistributed.
Recipient's
Email

Use semicolon to separate each address, limit to 20 addresses.
Enter the
characters you see
Close
Email Research
Thank you for your interest in sharing Moody's Research. You have reached the daily limit of Research email sharings.
Close
Thank you!
You have successfully sent the research.
Please note: some research requires a paid subscription in order to access.
Already a customer?
LOG IN
Don't want to see this again?
REGISTER
OR
Accept our Terms of Use to continue to Moodys.com:

PLEASE READ AND SCROLL DOWN!

By clicking “I AGREE” [at the end of this document], you indicate that you understand and intend these terms and conditions to be the legal equivalent of a signed, written contract and equally binding, and that you accept such terms and conditions as a condition of viewing any and all Moody’s inform​ation that becomes accessible to you [after clicking “I AGREE”] (the “Information”).   References herein to “Moody’s” include Moody’s Corporation, Inc. and each of its subsidiaries and affiliates.

Terms of One-Time Website Use

1.            Unless you have entered into an express written contract with Moody’s to the contrary, you agree that you have no right to use the Information in a commercial or public setting and no right to copy it, save it, print it, sell it, or publish or distribute any portion of it in any form.               

2.            You acknowledge and agree that Moody’s credit ratings: (i) are current opinions of the future relative creditworthiness of securities and address no other risk; and (ii) are not statements of current or historical fact or recommendations to purchase, hold or sell particular securities.  Moody’s credit ratings and publications are not intended for retail investors, and it would be reckless and inappropriate for retail investors to use Moody’s credit ratings and publications when making an investment decision.  No warranty, express or implied, as the accuracy, timeliness, completeness, merchantability or fitness for any particular purpose of any Moody’s credit rating is given or made by Moody’s in any form whatsoever.          

3.            To the extent permitted by law, Moody’s and its directors, officers, employees, representatives, licensors and suppliers disclaim liability for: (i) any indirect, special, consequential, or incidental losses or damages whatsoever arising from or in connection with use of the Information; and (ii) any direct or compensatory damages caused to any person or entity, including but not limited to by any negligence (but excluding fraud or any other type of liability that by law cannot be excluded) on the part of Moody’s or any of its directors, officers, employees, agents, representatives, licensors or suppliers, arising from or in connection with use of the Information.

4.            You agree to read [and be bound by] the more detailed disclosures regarding Moody’s ratings and the limitations of Moody’s liability included in the Information.     

5.            You agree that any disputes relating to this agreement or your use of the Information, whether sounding in contract, tort, statute or otherwise, shall be governed by the laws of the State of New York and shall be subject to the exclusive jurisdiction of the courts of the State of New York located in the City and County of New York, Borough of Manhattan.​​​

I AGREE
Rating Action:

Moody's affirms ETP's Baa3 rating, stable outlook

12 Oct 2012

Moody's takes rating actions on ETE, SUN, Sunoco Logistics, Southern Union, Regency

New York, October 12, 2012 -- Moody's Investors Service affirmed the Baa3 rating for Energy Transfer Partners, L.P. (ETP) with a stable outlook. This affirmation follows the October 5, 2012 closing of ETP's $5.3 billion acquisition of Sunoco, Inc. (SUN) together with the March 26, 2012 closing of the acquisition of Southern Union Company (SUG) by ETP's general partner (GP) Energy Transfer Equity, L.P. (ETE), and the various transactions among these entities intended to accommodate these acquisitions.

Also as a consequence of these transactions, Moody's downgraded ETE's Corporate Family Rating (CFR) to Ba2 from Ba1 while confirming its Ba2 senior secured term loan and notes ratings. ETE's outlook is stable. This action concludes the review that was initiated on June 16, 2011. Moody's affirmed SUG's Baa3 rating with a stable outlook. In conjunction with the closing of ETP's acquisition of SUN, Moody's upgraded SUN's senior unsecured notes rating to Baa3 from Ba2 with a stable outlook, and has withdrawn SUN's Ba1 CFR and Probability of Default Rating (PDR). Concurrent with closing on SUN, ETP became a co-obligor on approximately $965 million of SUN's existing senior notes and debentures. Also concurrent with the closing of the SUN acquisition, SUN contributed its GP interest, 32.4% limited partner (LP) interest and incentive distribution rights (IDRs) in Sunoco Logistics Partners, L.P. (SXL) to ETP. Moody's downgraded the senior unsecured notes rating of Sunoco Logistics Partners Operations L.P., who issues debt on behalf of SXL under an SXL guarantee, to Baa3 from Baa2. SXL's outlook is stable. This action concludes the review that was initiated on April 30, 2012. Moody's affirmed Regency Energy Partners LP's (RGP) Ba3 CFR and its senior unsecured notes rating of B1. The outlook is stable. ETE holds the 1.8% GP and a 16.7% LP interest in RGP.

A complete list of Moody's rating actions is as follows:

Energy Transfer Partners, L.P.

Senior Unsecured Debt -- Affirmed Baa3

Senior Unsecured Shelf -- Affirmed (P) Baa3

Outlook -- Changed to stable from negative

Energy Transfer Equity, L.P.

Corporate Family Rating -- Downgraded to Ba2 from Ba1

Outlook -- Changed to stable from review down

Senior Secured Debt -- Confirmed Ba2 - changed to LGD4-50% from LGD6-92%

Speculative Grade Liquidity Rating -- assigned SGL3

Senior Unsecured Shelf - (P)Ba2 withdrawn

Sunoco, Inc.

Senior Unsecured Debt -- Upgraded to Baa3 from Ba2

Outlook -- Changed to stable from developing

Corporate Family Rating -- Ba1 withdrawn

Probability of Default Rating -- Ba1 withdrawn

Senior Unsecured MTN -- Upgraded to (P) Baa3 from (P) Ba2

Subordinate Shelf - (P)Ba3 withdrawn

Preference Shelf - (P)Ba3 withdrawn

Sunoco Capital Trust I

Backed Preference Shelf - (P)Ba3 withdrawn

Sunoco Capital Trust II

Backed Preference Shelf - (P)Ba3 withdrawn

Sunoco Logistics Partners Operations L.P.

Senior Unsecured Debt -- Downgraded to Baa3 from Baa2

Outlook -- Changed to stable from review down

Senior Shelf - Downgraded (P) Baa2 to (P) Baa3

Subordinate Shelf - (P)Baa3 withdrawn

Southern Union Company

Senior Unsecured Debt -- Affirmed Baa3

Outlook -- Changed to stable from negative

Junior Subordinated Debt -- Affirmed Ba1

Regency Energy Partners LP

Corporate Family Rating -- Affirmed Ba3

Senior Unsecured Debt -- Affirmed B1

Outlook - Affirmed stable

Backed Senior Unsecured -- Affirmed B1

Senior Unsecured Shelf -- Affirmed (P)B1

LGD Senior Unsecured -- Changed to LGD3-44% from LGD4-66%

"The ETE group of affiliated entities controls and operates a sizable, diversified collection of attractive midstream energy infrastructure assets that generate for the most part a stable, largely fee-based cash flow stream, a consolidated enterprise that will further benefit from the inclusion of SXL's liquids-dominated logistics assets," commented Andrew Brooks, Moody's Vice President. "However, elevated financial leverage across the system, exacerbated by the recent acquisition spree and heavy growth capital spending, and the structural complexity of the organization all remain a concern to Moody's."

RATINGS RATIONALE

Energy Transfer Partners - ETP ranks among the largest of the midstream master limited partnerships (MLPs) in terms of asset size, geographical reach, the operational diversification of its businesses and its growing cash flow. With the contribution of SXL's GP, LP and IDRs to ETP concurrent with the closing of its acquisition of SUN, ETP's largely natural gas-oriented infrastructure asset base will be supplemented by the inclusion of SXL's liquids-dominated logistics assets over which ETP will have operational control. SXL's crude and refined products businesses could contribute 25%-30% of ETP's consolidated EBITDA on a pro forma basis. Incremental EBITDA derived from SXL, ETP's 40% indirect stake in SUG and growth capital spending across its businesses will further dilute ETP's relative exposure to its low-growth Texas intrastate legacy operating segment.

Notwithstanding the 50% equity financing of its SUN acquisition, ETP remains aggressively leveraged, approaching 4.8x debt/EBITDA, and is burdened by the complexity of its organizational structure. As an MLP, ETP is wholly dependent on external sources of financing to fund its ambitious growth capital requirements and it remains under pressure to generate cash for distribution to ETE, which has its own debt service and partnership distributions to support. ETP's stable outlook reflects the quality of its midstream asset base and its record of equity issuance to support growth projects and acquisitions. In addition, we believe that there is reduced near term pressure and financing requirements to further reconfigure its asset base through other asset dropdowns from affiliated entities or additional acquisitions. ETP's ratings could be downgraded if it fails to sustain debt leverage below 4.5x, the prospects for which are less clear because of recent acquisitions and the weaker natural gas processing environment. Additionally, should ETP embark on another sizable acquisition in the near future, its Baa3 could be placed in jeopardy, as would increased pressure from ETE for cash distributions. While an upgrade is considered unlikely, reducing debt leverage to the 4.0x area could prompt such consideration.

Energy Transfer Equity - ETE, also a publicly traded MLP, sits atop a highly complex organizational structure in which it holds GP and LP interests, and IDRs, in ETP and RGP, and indirect equity interests in SUN and SUG. Its debt is structurally subordinated to these affiliated entities, whose cash distributions to ETE are residual to their own operating and debt service requirements. While the increased scale and scope of the combined ETE family's operating footprint is positive, ETE's debt leverage increased with its acquisition of SUG, and now exceeds 5.5x EBITDA on a fully consolidated basis. ETE's $1.8 billion senior notes due 2020 are secured on a pari passu basis with its $2.0 billion secured term loan.

ETE's stable outlook reflects the increasingly diversified distribution streams derived from its subsidiary interests, and the quality of their respective assets. ETE's ratings could be downgraded should it further increase consolidated leverage on a permanent basis to over 6x EBITDA . Furthermore, should cash distributions to ETE be compromised through higher leverage or weakness in distributable cash flows at partnership and subsidiary levels, ratings could be downgraded. A ratings upgrade is limited by the absence of readily apparent sources of cash for debt reduction now that SUG in particular has been dropped into a new intermediate holding company controlled by ETP in exchange for an equity stake in that entity rather than cash consideration. However, 60% of the net proceeds from any asset sales at ETP Holdco could be distributed to ETE for debt reduction.

Southern Union Company - ETE closed on its $9.4 billion acquisition of SUG effective March 26, 2012; concurrent with the closing of ETP's acquisition of SUN both SUG and SUN were contributed to a newly formed intermediate holding company -- ETP Holdco Corporation (ETP Holdco, NR) -- in which ETP and ETE hold 40% and 60% interests, respectively. SUG is both a holding company of pipeline and natural gas midstream assets as well as gas utility divisions in Missouri and Massachusetts. Through its wholly-owned subsidiary, Panhandle Eastern Pipe Line Company, LP (PEPL, Baa3 stable), SUG owns and operates regulated, interstate gas pipelines that transport natural gas from coastal Gulf of Mexico, South Texas and Oklahoma to major domestic markets in the Midwest, and a liquefied natural gas (LNG) import terminal on the Louisiana Gulf Coast. SUG also owns a gas gathering and processing business -- Southern Union Gas Services - in the Permian Basin of Texas and New Mexico. SUG's previously held 50% indirect interest in Florida Gas Transmission Company, LLC (FGT, Baa2 stable) was dropped into ETP for $2.0 billion, including $1.9 billion in cash. Cash proceeds were used for debt reduction at ETE and SUG.

SUG's Baa3 rating reflects the low business risk of its regulated pipeline assets, offset by its relatively high debt leverage and the overhang of complex corporate structure and leverage. The stable outlook reflects our expectation that any additional asset sales or dropdowns will be accompanied by a commensurate level of debt reduction at SUG. While a ratings upgrade is considered unlikely given the operating control ETP exercises over SUG through its control of ETP Holdco, material de-leveraging could warrant an upgrade. Conversely, should leverage metrics deteriorate from current June 30 approximation of 5.0x debt to EBITDA, or should its business mix trend more towards gas gathering and processing and away from interstate pipes, a downgrade could be considered. Furthermore, a downgrade at ETP or ETE would likely result in a downgrade of SUG's ratings.

Sunoco - With SUN's GP and LP interests, and IDRs in SXL contributed to ETP, SUN's principal remaining assets consist of its network of 4,900 retail service stations, and 90.7 million Class F units received from ETP for SUN's interest in SXL and SUN's cash balances. Most of this cash balance, approximating $2 billion, was used to fund the cash portion of the SUN acquisition. Also concurrent with closing, ETP became a co-obligor on SUN's existing senior unsecured notes and debentures. As a result, Moody's views SUN as equivalent to the credit of ETP, and any subsequent movement in ETP's credit rating or outlook will be reflected in SUN's Baa3 rating.

Sunoco Logistics - SXL is a publicly traded MLP formed in 2002, principally engaged in the transport, terminalling and storage of crude oil, and to a lesser extent refined products, as well as natural gas liquids (NGLs) and crude oil marketing. SXL guarantees the debt of Sunoco Logistics Partners Operations L.P., a 100%-owned operating subsidiary that issues debt on behalf of SXL. Its Baa3 rating reflects SXL's relatively low business risk profile, a sound operating strategy focused on fee-based businesses, and strong financial metrics. Its midstream operations are somewhat smaller than its investment grade peers and are subject to the generic risks of the MLP business model, including a high distribution payout and the need for ongoing access to the capital markets to support expanding operations and growth capital investments. Now under the operating control of ETP through its GP holding, we expect SXL to use debt leverage more aggressively, likely increasing debt to EBITDA above its June 30 level approximating 2.5x, and to payout higher ratios of distributable cash flow. Its stable outlook and ratings will continue to reflect those of ETP unless SXL's financial metrics or business risk materially deviate on the downside from ETP.

Regency -- Also a publicly traded MLP, RGP's Ba3 CFR reflects its growing size and scale, its business and geographic diversification and increased fee-based income derived from recent expansions and acquisitions. The ratings also recognize RGP's rapid growth and evolving business mix profile, the execution risks associated with its growth projects, increased structural complexity and elevated leverage. Growth capital spending could cause leverage to exceed 5.5x EBITDA in 2012, although debt leverage will likely moderate in 2013 as projects reach completion. The rating is supported by RGP's track record of issuing equity and its commitment to the balanced funding of growth capital spending. Moody's also takes into account ETE's control of RGP through its GP interest, recognizing that ETE also looks to RGP to help fund its own distributions and debt service obligations.

RGP's stable outlook reflects our expectation that increased debt leverage will stabilize as new growth projects begin to generate incremental EBITDA. Presuming RGP successfully executes on its growth initiatives and restores debt to EBITDA to 5x or below, while maintaining operating margins from fee-based sources in the 80% range, its rating could be upgraded. Ratings could be downgraded should peak leverage not begin to trend down. Additionally, should the credit of ETE materially diminish from its current Ba2 CFR, or should ETE aggressively pressure RGP for a higher distribution payout, a negative rating action could be considered.

Energy Transfer Equity, L.P. and Energy Transfer Partners, L.P. are publicly traded master limited partnerships headquartered in Dallas, Texas.

The principal methodology used in rating ETP was the Global Midstream Energy Industry Methodology published in July 2010 and the Natual Gas Pipeline Industry Methodology published in December 2009. Other methodologies used include Loss Given Default for Speculative-Grade Non-Financial Companies in the U.S., Canada and EMEA published in June 2009. Please see the Credit Policy page on www.moodys.com for a copy of these methodologies.

REGULATORY DISCLOSURES

The Global Scale Credit Ratings on this press release that are issued by one of Moody's affiliates outside the EU are endorsed by Moody's Investors Service Ltd., One Canada Square, Canary Wharf, London E 14 5FA, UK, 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 has issued a particular Credit Rating is available on www.moodys.com.

For ratings issued on a program, series or category/class of debt, this announcement provides relevant regulatory disclosures in relation to each rating of a subsequently issued bond or note of the same series or category/class of debt or pursuant to a program for which the ratings are derived exclusively from existing ratings in accordance with Moody's rating practices. For ratings issued on a support provider, this announcement provides relevant regulatory disclosures in relation to the rating action on the support provider and in relation to each particular rating action for securities that derive their credit ratings from the support provider's credit rating. For provisional ratings, this announcement provides relevant regulatory disclosures in relation to the provisional rating assigned, and in relation to a definitive rating that may be assigned subsequent to the final issuance of the debt, in each case where the transaction structure and terms have not changed prior to the assignment of the definitive rating in a manner that would have affected the rating. For further information please see the ratings tab on the issuer/entity page for the respective issuer on www.moodys.com.

Information sources used to prepare the rating are the following : parties involved in the ratings, parties not involved in the ratings, public information, and confidential and proprietary Moody's Investors Service information.

Moody's considers the quality of information available on the rated entity, obligation or credit satisfactory for the purposes of issuing a rating.

Moody's adopts all necessary measures so that the information it uses in assigning a rating is of sufficient quality and from sources Moody's considers to be reliable including, when appropriate, independent third-party sources. However, Moody's is not an auditor and cannot in every instance independently verify or validate information received in the rating process.

Please see the ratings disclosure page on www.moodys.com for general disclosure on potential conflicts of interests.

Please see the ratings disclosure page on www.moodys.com for information on (A) MCO's major shareholders (above 5%) and for (B) further information regarding certain affiliations that may exist between directors of MCO and rated entities as well as (C) the names of entities that hold ratings from MIS that have also publicly reported to the SEC an ownership interest in MCO of more than 5%. A member of the board of directors of this rated entity may also be a member of the board of directors of a shareholder of Moody's Corporation; however, Moody's has not independently verified this matter.

Please see Moody's Rating Symbols and Definitions on the Rating Process page on www.moodys.com for further information on the meaning of each rating category and the definition of default and recovery.

Please see ratings tab on the issuer/entity page on www.moodys.com for the last rating action and the rating history.

The date on which some ratings were first released goes back to a time before Moody's ratings were fully digitized and accurate data may not be available. Consequently, Moody's provides a date that it believes is the most reliable and accurate based on the information that is available to it. Please see the ratings disclosure page on our website www.moodys.com for further information.

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.

Andrew Brooks
Vice President - Senior Analyst
Corporate Finance Group
Moody's Investors Service, Inc.
250 Greenwich Street
New York, NY 10007
U.S.A.
JOURNALISTS: 212-553-0376
SUBSCRIBERS: 212-553-1653

Steven Wood
MD - Corporate Finance
Corporate Finance Group
JOURNALISTS: 212-553-0376
SUBSCRIBERS: 212-553-1653

Releasing Office:
Moody's Investors Service, Inc.
250 Greenwich Street
New York, NY 10007
U.S.A.
JOURNALISTS: 212-553-0376
SUBSCRIBERS: 212-553-1653

Moody's affirms ETP's Baa3 rating, stable outlook
No Related Data.
© 2019 Moody’s Corporation, Moody’s Investors Service, Inc., Moody’s Analytics, Inc. and/or their licensors and affiliates (collectively, “MOODY’S”). All rights reserved.

CREDIT RATINGS ISSUED BY MOODY'S INVESTORS SERVICE, INC. AND ITS RATINGS AFFILIATES (“MIS”) ARE MOODY’S CURRENT OPINIONS OF THE RELATIVE FUTURE CREDIT RISK OF ENTITIES, CREDIT COMMITMENTS, OR DEBT OR DEBT-LIKE SECURITIES, AND MOODY’S PUBLICATIONS MAY INCLUDE MOODY’S CURRENT OPINIONS OF THE RELATIVE FUTURE CREDIT RISK OF ENTITIES, CREDIT COMMITMENTS, OR DEBT OR DEBT-LIKE SECURITIES. MOODY’S DEFINES CREDIT RISK AS THE RISK THAT AN ENTITY MAY NOT MEET ITS CONTRACTUAL FINANCIAL OBLIGATIONS AS THEY COME DUE AND ANY ESTIMATED FINANCIAL LOSS IN THE EVENT OF DEFAULT OR IMPAIRMENT. SEE MOODY’S RATING SYMBOLS AND DEFINITIONS PUBLICATION FOR INFORMATION ON THE TYPES OF CONTRACTUAL FINANCIAL OBLIGATIONS ADDRESSED BY MOODY’S RATINGS. CREDIT RATINGS DO NOT ADDRESS ANY OTHER RISK, INCLUDING BUT NOT LIMITED TO: LIQUIDITY RISK, MARKET VALUE RISK, OR PRICE VOLATILITY. CREDIT RATINGS AND MOODY’S OPINIONS INCLUDED IN MOODY’S PUBLICATIONS ARE NOT STATEMENTS OF CURRENT OR HISTORICAL FACT. MOODY’S PUBLICATIONS MAY ALSO INCLUDE QUANTITATIVE MODEL-BASED ESTIMATES OF CREDIT RISK AND RELATED OPINIONS OR COMMENTARY PUBLISHED BY MOODY’S ANALYTICS, INC. CREDIT RATINGS AND MOODY’S PUBLICATIONS DO NOT CONSTITUTE OR PROVIDE INVESTMENT OR FINANCIAL ADVICE, AND CREDIT RATINGS AND MOODY’S PUBLICATIONS ARE NOT AND DO NOT PROVIDE RECOMMENDATIONS TO PURCHASE, SELL, OR HOLD PARTICULAR SECURITIES. NEITHER CREDIT RATINGS NOR MOODY’S PUBLICATIONS COMMENT ON THE SUITABILITY OF AN INVESTMENT FOR ANY PARTICULAR INVESTOR. MOODY’S ISSUES ITS CREDIT RATINGS AND PUBLISHES MOODY’S PUBLICATIONS WITH THE EXPECTATION AND UNDERSTANDING THAT EACH INVESTOR WILL, WITH DUE CARE, MAKE ITS OWN STUDY AND EVALUATION OF EACH SECURITY THAT IS UNDER CONSIDERATION FOR PURCHASE, HOLDING, OR SALE.

MOODY’S CREDIT RATINGS AND MOODY’S PUBLICATIONS ARE NOT INTENDED FOR USE BY RETAIL INVESTORS AND IT WOULD BE RECKLESS AND INAPPROPRIATE FOR RETAIL INVESTORS TO USE MOODY’S CREDIT RATINGS OR MOODY’S PUBLICATIONS WHEN MAKING AN INVESTMENT DECISION. IF IN DOUBT YOU SHOULD CONTACT YOUR FINANCIAL OR OTHER PROFESSIONAL ADVISER.

ALL INFORMATION CONTAINED HEREIN IS PROTECTED BY LAW, INCLUDING BUT NOT LIMITED TO, COPYRIGHT LAW, AND NONE OF SUCH INFORMATION MAY BE COPIED OR OTHERWISE REPRODUCED, REPACKAGED, FURTHER TRANSMITTED, TRANSFERRED, DISSEMINATED, REDISTRIBUTED OR RESOLD, OR STORED FOR SUBSEQUENT USE FOR ANY SUCH PURPOSE, IN WHOLE OR IN PART, IN ANY FORM OR MANNER OR BY ANY MEANS WHATSOEVER, BY ANY PERSON WITHOUT MOODY’S PRIOR WRITTEN CONSENT.

CREDIT RATINGS AND MOODY’S PUBLICATIONS ARE NOT INTENDED FOR USE BY ANY PERSON AS A BENCHMARK AS THAT TERM IS DEFINED FOR REGULATORY PURPOSES AND MUST NOT BE USED IN ANY WAY THAT COULD RESULT IN THEM BEING CONSIDERED A BENCHMARK.

All information contained herein is obtained by MOODY’S from sources believed by it to be accurate and reliable. Because of the possibility of human or mechanical error as well as other factors, however, all information contained herein is provided “AS IS” without warranty of any kind. MOODY'S adopts all necessary measures so that the information it uses in assigning a credit rating is of sufficient quality and from sources MOODY'S considers to be reliable including, when appropriate, independent third-party sources. However, MOODY’S is not an auditor and cannot in every instance independently verify or validate information received in the rating process or in preparing the Moody’s publications.

To the extent permitted by law, MOODY’S and its directors, officers, employees, agents, representatives, licensors and suppliers disclaim liability to any person or entity for any indirect, special, consequential, or incidental losses or damages whatsoever arising from or in connection with the information contained herein or the use of or inability to use any such information, even if MOODY’S or any of its directors, officers, employees, agents, representatives, licensors or suppliers is advised in advance of the possibility of such losses or damages, including but not limited to: (a) any loss of present or prospective profits or (b) any loss or damage arising where the relevant financial instrument is not the subject of a particular credit rating assigned by MOODY’S.

To the extent permitted by law, MOODY’S and its directors, officers, employees, agents, representatives, licensors and suppliers disclaim liability for any direct or compensatory losses or damages caused to any person or entity, including but not limited to by any negligence (but excluding fraud, willful misconduct or any other type of liability that, for the avoidance of doubt, by law cannot be excluded) on the part of, or any contingency within or beyond the control of, MOODY’S or any of its directors, officers, employees, agents, representatives, licensors or suppliers, arising from or in connection with the information contained herein or the use of or inability to use any such information.

NO WARRANTY, EXPRESS OR IMPLIED, AS TO THE ACCURACY, TIMELINESS, COMPLETENESS, MERCHANTABILITY OR FITNESS FOR ANY PARTICULAR PURPOSE OF ANY CREDIT RATING OR OTHER OPINION OR INFORMATION IS GIVEN OR MADE BY MOODY’S IN ANY FORM OR MANNER WHATSOEVER.

Moody’s Investors Service, Inc., a wholly-owned credit rating agency subsidiary of Moody’s Corporation (“MCO”), hereby discloses that most issuers of debt securities (including corporate and municipal bonds, debentures, notes and commercial paper) and preferred stock rated by Moody’s Investors Service, Inc. have, prior to assignment of any rating, agreed to pay to Moody’s Investors Service, Inc. for ratings opinions and services rendered by it fees ranging from $1,000 to approximately $2,700,000. MCO and MIS also maintain policies and procedures to address the independence of MIS’s ratings and rating processes. Information regarding certain affiliations that may exist between directors of MCO and rated entities, and between entities who hold ratings from MIS and have also publicly reported to the SEC an ownership interest in MCO of more than 5%, is posted annually at www.moodys.com under the heading “Investor Relations — Corporate Governance — Director and Shareholder Affiliation Policy.”

Additional terms for Australia only: Any publication into Australia of this document is pursuant to the Australian Financial Services License of MOODY’S affiliate, Moody’s Investors Service Pty Limited ABN 61 003 399 657AFSL 336969 and/or Moody’s Analytics Australia Pty Ltd ABN 94 105 136 972 AFSL 383569 (as applicable). This document is intended to be provided only to “wholesale clients” within the meaning of section 761G of the Corporations Act 2001. By continuing to access this document from within Australia, you represent to MOODY’S that you are, or are accessing the document as a representative of, a “wholesale client” and that neither you nor the entity you represent will directly or indirectly disseminate this document or its contents to “retail clients” within the meaning of section 761G of the Corporations Act 2001. MOODY’S credit rating is an opinion as to the creditworthiness of a debt obligation of the issuer, not on the equity securities of the issuer or any form of security that is available to retail investors.

Additional terms for Japan only: Moody's Japan K.K. (“MJKK”) is a wholly-owned credit rating agency subsidiary of Moody's Group Japan G.K., which is wholly-owned by Moody’s Overseas Holdings Inc., a wholly-owned subsidiary of MCO. Moody’s SF Japan K.K. (“MSFJ”) is a wholly-owned credit rating agency subsidiary of MJKK. MSFJ is not a Nationally Recognized Statistical Rating Organization (“NRSRO”). Therefore, credit ratings assigned by MSFJ are Non-NRSRO Credit Ratings. Non-NRSRO Credit Ratings are assigned by an entity that is not a NRSRO and, consequently, the rated obligation will not qualify for certain types of treatment under U.S. laws. MJKK and MSFJ are credit rating agencies registered with the Japan Financial Services Agency and their registration numbers are FSA Commissioner (Ratings) No. 2 and 3 respectively.

MJKK or MSFJ (as applicable) hereby disclose that most issuers of debt securities (including corporate and municipal bonds, debentures, notes and commercial paper) and preferred stock rated by MJKK or MSFJ (as applicable) have, prior to assignment of any rating, agreed to pay to MJKK or MSFJ (as applicable) for ratings opinions and services rendered by it fees ranging from JPY125,000 to approximately JPY250,000,000.

MJKK and MSFJ also maintain policies and procedures to address Japanese regulatory requirements.

​​​​
Moodys.com