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Rating Action:

Moody's affirms Mizuho Securities' long- and short-term ratings

 The document has been translated in other languages

03 Apr 2013

Tokyo, April 03, 2013 -- Moody's Japan K.K. has affirmed the (P) A2 long-term ratings and the (P) Prime-1 short-term ratings of the Medium-term note program of: 1) Mizuho Securities Co., Ltd, 2) Mizuho International plc, and 3) Mizuho Securities USA Inc.

The outlook on the ratings is stable.

RATINGS RATIONALE

The affirmation of the ratings is in response to the re-organization of the ownership structure of Mizuho Securities Co., Ltd. (MHSC), which is a securities business subsidiary of Mizuho Financial Group, Inc. (Mizuho, Prime-1).

As of 1 April 2013, Mizuho has taken over the ownership portion (approximately 95% of total shares) in MHSC from Mizuho Corporate Bank, Ltd. (MHCB, A1/C-/baa1/stable) and Mizuho Bank, Ltd. (A1/C-/baa1/stable)

The ownership relationship between MHSC and Mizuho International plc (MHI), and Mizuho Securities USA Inc. (MSUSA) will be unaffected, and MHI and MSUSA remain directly majority owned by MHSC, and indirectly owned by Mizuho.

In addition, the affirmation of the A2/Prime-1 ratings of MHSC, MHI and MSUSA reflects the unchanged strategic importance of the securities business to Mizuho and MHCB. This strategic importance is evident in the keepwell agreement entered into between Mizuho and MHCB, and the three securities subsidiaries.

As a consequence of MHSC's ownership change, the keepwell provisions will be revised to include Mizuho as a party to the agreement and a provider of support, in addition to MHCB.

Moody's believes the ownership change will not have a negative impact on MHSC's credit profile, as the keepwell letter continues to include commitments by MHCB and Mizuho in relation to the maintenance of: 1) majority share ownership, 2) liquidity support, and 3) positive tangible net worth.

The ratings of MHI and MSUSA -- MHSC's overseas operating entities -- reflect their important and comprehensive roles in the global value chain network for MHSC and MHCB in the provision to customers of a full range of services, as well as the very high probability of parental support, including credit enhancement from the keepwell letter. Moody's considers these two overseas subsidiaries as highly integrated with MHSC.

Moody's also views the recent merger between MHSC and Mizuho Investors Securities Co. Ltd., as credit positive because the combined entity's domestic retail business will have an increased market share and customer base, and will therefore be stronger than the standalone business of the pre-merger MHSC. In addition, the deal will help reduce overall operating expenses by streamlining overlapping operations.

The stable ratings outlook reflects Moody's expectation that Mizuho and MHCB will continue to provide a high level of parent support over the medium term, in case of need. The outlook is also in line with the stable rating outlook of Mizuho and MHCB.

Positive ratings pressure could arise in the event of: 1) an upgrade of MHCB's rating, 2) stronger credit support from MHCB in the form of a guarantee, or 3) an improvement in MHSC's standalone credit profile, particularly in its earnings.

Conversely, negative ratings pressure could emerge if: 1) there is a reduction in the strategic importance of MHSC, MHI and MSUSA to Mizuho and MHCB, 2) the keepwell agreement is terminated, or an amendment to the agreement is made such that the terms are no longer favorable to MHSC, 3) there is a downgrade of MHCB's ratings, 4) there is a deterioration in MHSC's standalone credit profile due to persistent and unexpected losses, and 5) MHI or MSUSA record large and unexpected losses.

The principal methodology used in these ratings was Global Securities Industry Methodology published in December 2006. Please see the Credit Policy page on www.moodys.com for a copy of this methodology.

Mizuho Securities Co., Ltd., headquartered in Tokyo, is one of the core entities of Mizuho Financial Group, Inc., which is one of the largest banking groups in Japan. Its major subsidiaries include Mizuho International plc and Mizuho Securities USA Inc.

REGULATORY DISCLOSURES

For ratings issued on a program, series or category/class of debt, this announcement provides certain 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 certain 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 certain 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.

For any affected securities or rated entities receiving direct credit support from the primary entity(ies) of this rating action, and whose ratings may change as a result of this rating action, the associated regulatory disclosures will be those of the guarantor entity. Exceptions to this approach exist for the following disclosures, if applicable to jurisdiction: Ancillary Services, Disclosure to rated entity, Disclosure from rated entity.

Moody's Japan K.K. is a credit rating agency registered with the Japan Financial Services Agency and its registration number is FSA Commissioner (Ratings) No. 2. The Financial Services Agency has not imposed any supervisory measures on Moody's Japan K.K. in the past year.

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.

Mutsuo Suzuki
Senior Vice President
Financial Institutions Group
Moody's Japan K.K.
Atago Green Hills Mori Tower 20fl
2-5-1 Atago, Minato-ku
Tokyo 105-6220
Japan
JOURNALISTS: (03) 5408-4110
SUBSCRIBERS: (03) 5408-4100

Stephen Long
MD - Financial Institutions
Financial Institutions Group
JOURNALISTS: (852) 3758 -1350
SUBSCRIBERS: (852) 3551-3077

Releasing Office:
Moody's Japan K.K.
Atago Green Hills Mori Tower 20fl
2-5-1 Atago, Minato-ku
Tokyo 105-6220
Japan
JOURNALISTS: (03) 5408-4110
SUBSCRIBERS: (03) 5408-4100

Moody's affirms Mizuho Securities' long- and short-term ratings
No Related Data.
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