Moodys.com
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 RUSAL's Ba3 CFR and B1 instrument ratings; outlook remains stable

20 Apr 2020

London, 20 April 2020 -- Moody's Investors Service, ("Moody's") has today affirmed the Ba3 corporate family rating (CFR) and Ba3-PD probability of default rating (PDR) of United Company RUSAL Plc (RUSAL), one of the largest aluminium producers in the world, as well as the B1 rating assigned to the senior unsecured notes issued by Rusal Capital D.A.C., a wholly owned subsidiary of RUSAL. The outlook on RUSAL and Rusal Capital D.A.C. remains stable.

"The affirmation of RUSAL's Ba3 CFR reflects the expectation that RUSAL's liquidity will remain strong, supported by the dividend stream from MMC Norilsk Nickel, PJSC (Norilsk Nickel, Baa2 stable) and that the company's metrics, while under pressure in 2020 on lower aluminum prices, will return to stronger levels in 2021 as global economies recover from the impact of the coronavirus" said Denis Perevezentsev, Moody's Vice President -- Senior Credit Officer and lead analyst for RUSAL.

RATINGS RATIONALE

Aluminum prices and downstream margins are likely to remain under pressure in the near term. This will constrain the recovery in RUSAL's profitability and leverage. Substantial dividend stream from Norilsk Nickel, which Moody's expects to sustain in 2020-21, will cushion the negative impact of low aluminium prices on RUSAL's stand-alone credit metrics to some extent and will remain one of the key drivers for the company's good liquidity over the next 12-18 months.

RUSAL's stand-alone EBITDA, as measured by Moody's, of $1.0 billion in 2019 was well below 2018 levels of $2.2 billion, although Moody's believes 2018 aluminum and alumina prices were over inflated due to supply issues for alumina and aluminum as well as the impact of Section 232 tariffs imposed in the US in 2018 and sanctions against RUSAL during that period. Moody's expects market conditions in the global aluminium sector to remain challenging. The primary aluminium supply-demand balance is expected to deteriorate during 2020 with the market moving into surplus, while downstream activities, in particular extrusions, are likely to face an increasingly tough environment amid depressed demand from key end markets such as automotive and construction.

Moody's expects that based on a range of pricing scenarios for aluminium, capital spending of around $1 billion per year in 2020-21 and assuming the company will receive about $1.3 billion in 2020 and $1.1 billion in 2021 of dividends from Norilsk Nickel, RUSAL will generate positive free cash flow of about $1 billion - $1.3 billion cumulatively in 2020-21. These cash flows shall contribute to keeping RUSAL's leverage, as measured by Moody's-adjusted total debt to EBITDA, including the dividends from Norilsk Nickel, at about 4.0x in 2020-21, although a temporary pick-up in leverage is possible in 2020. The company estimates higher level of dividends from Norilsk Nickel at about $1.5 billion in 2020 and about $1.4 billion in 2021, which would have a more pronounced impact on the company's free cash flows and recovery of its credit metrics, provided RUSAL's financial policy remains conservative -- Moody's does not anticipate dividends distributions by RUSAL in 2020-21 under its base case scenario. RUSAL's current financial policy anticipates continuous reduction in gross debt as well as leverage at below 3.0x net reported debt/EBITDA (calculated including dividends from Norilsk Nickel) and a moderate dividend payout target of up to 15% of EBITDA adjusted for the dividends received from Norilsk Nickel.

RUSAL's Ba3 CFR factors in (1) the company's strong business profile encapsulated by its status as one of the largest aluminium producers globally with high degree of vertical integration into mining and alumina facilities (80% self-sufficiency in bauxites and nepheline ores in 4Q 2019, and 100% self-sufficiency in alumina) resulting in fairly low cash costs; (2) long-term contracts with affiliated power plants, which provide stability for its electricity supplies; (3) geographic diversification of mining, alumina assets and aluminium sales; (4) large share of value-added products (VAP) at around 37% of total sales in 2019; (5) ownership of a 27.82% stake in Norilsk Nickel, which generates significant dividends; (6) Moody's expectation that despite higher energy and raw materials costs resulting in lower Moody's-adjusted EBITDA margin in 2020-21 and sizeable capital spending, the company will continue generating positive free cash flows (including dividends from Norilsk Nickel) sufficient to cut debt by about $1 billion by 2021, which will keep leverage (adjusted for dividends from Norilsk Nickel) at about 4.0x through 2021 under a range of pricing scenarios; (7) good liquidity; (8) conservative financial policy.

At the same time, the rating takes into account (1) geographic concentration of aluminium plants in Russia; (2) customer concentration with revenues from sales of primary aluminium and alloys to Glencore plc (Glencore, Baa1 stable) comprising 24% of total revenue in 2019 (2018: 30%); (3) exposure to the volatility of aluminium as well as key raw materials and electricity prices; (4) Moody's-adjusted EBITDA compression to 8%-10% in 2020-21 from about 22% in 2017-18 under Moody's base case scenario due to lower expected aluminium prices; (5) the heightened business, political and event risks in the countries where the company mines bauxite and produces alumina, primarily Guyana, Guinea, Jamaica and Ukraine; and (6) exposure to Russia's macroeconomic, regulatory and operating environment.

The notes' B1 rating is one notch below RUSAL's Ba3 CFR -- which indicates the overall group's capacity to service its debt -- and reflects Moody's view that the unsecured notes are less strongly positioned compared to RUSAL's loans from Sberbank ($3.9 billion total outstanding as of 31 December 2019, or around half of RUSAL's total debt), which benefit not only from the cash flows of RUSAL group but more specifically from the pledge over RUSAL's 25% stake in Norilsk Nickel currently worth around $12 billion, which exceeds the outstanding value of Sberbank's loans and the company's total debt as of 31 December 2019. The noteholders have a pari passu claim to the cash flows of the RUSAL group but only have a residual claim on the proceeds from the hypothetical sale of the stake in Norilsk Nickel, ranking behind Sberbank.

RUSAL has good liquidity. As of 31 December 2019, RUSAL's liquidity comprised (1) cash and cash equivalents of around $1,768 million, excluding restricted cash; and (2) operating cash flow of around $1.3-$1.6 billion, including dividends from Norilsk Nickel, which Moody's expects the company to generate over the next 12 months. These liquidity sources will be sufficient to cover RUSAL's short-term debt maturities of $480 million and maintenance and development capital spending of around $1,000 million over the same period. Although debt maturities in 2021 are modest at around $550 million, they grow in 2022 and 2023 to $2,340 million and $2,759 million, respectively. The terms, on which shareholder agreement with Norilsk Nickel, which is currently effective through the end of 2022, are extended beyond 2022, the ability of the company to term out these substantial maturities in case of need, as well as aluminum prices dynamics at that time, will shape longer-term liquidity and credit profiles of RUSAL.

The rapid and widening spread of the coronavirus outbreak, deteriorating global economic outlook, falling oil prices, and asset price declines are creating a severe and extensive credit shock across many sectors, regions and markets. The combined credit effects of these developments are unprecedented. The aluminum sector is one of the sectors that could be significantly affected by the shock given its sensitivity to demand and sentiment. More specifically, RUSAL's credit profile is vulnerable to shifts in market sentiment in these unprecedented operating conditions and RUSAL remains vulnerable to the outbreak continuing to spread. Moody's regards the coronavirus outbreak as a social risk under its ESG framework, given the substantial implications for public health and safety.

RATIONALE FOR THE STABLE OUTLOOK

The stable outlook reflects Moody's expectation that RUSAL will (1) keep its Moody's-adjusted debt/EBITDA at or slightly below 4.0x (calculated including annualised dividends from Norilsk Nickel) through 2021, despite a temporary pickup in leverage possible in 2020; (2) continue to generate positive FCF; (3) maintain good liquidity; and (4) pursue a conservative financial policy.

FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS

Moody's could upgrade RUSAL's rating if the company were to (1) sustain its Moody's-adjusted debt/EBITDA below 3.5x and EBIT/interest of at least 3.5x (calculated including annualised dividends from Norilsk Nickel); (2) continue to reduce absolute amount of debt; (3) maintain good liquidity; and (4) pursue a conservative financial policy.

Moody's could downgrade RUSAL's rating if the company's (1) Moody's-adjusted debt/EBITDA were to increase above 4.5x (calculated including annualised dividends from Norilsk Nickel) on a sustained basis; (2) operating performance were to weaken materially; or (3) liquidity were to deteriorate.

ENVIRONMENTAL, SOCIAL AND GOVERNANCE (ESG) CONSIDERATIONS

While Moody's views the global mining industry as having elevated emerging environmental risk, environmental considerations are not a material factor in this rating action. While aluminium production is highly energy intensive, RUSAL is a relatively low carbon dioxide (CO2) aluminium producer compared to the sector's average. The company's fairly modest environmental footprint is incapsulated in its low level of CO2 emissions compared with some of its industry peers. While multiple peers from the industry rely on coal power, RUSAL gets electricity from hydropower plants and thus has Scope1-2 emissions at only 2.6 tonnes of CO2 equivalent per tonne of aluminium (tCO2e/tAl) compared with the industry average, which the company estimates at around 10 tCO2e/tAl, and some companies in the sector for which the emission level is well above 16 tCO2e/tAl (all figures for 2018). RUSAL estimates that about 25% of all aluminium produced is consumed by sustainability conscious customers. One of RUSAL's strategic goals is to reduce direct specific greenhouse gas emissions at its existing aluminium smelters (Scope 1) by 15% by 2025 compared with 2014 level. The company continues to reduce emissions and in 2019 the Scope 1 emissions amounted to 2.03 million tonnes of CO2 equivalent, 11% lower than in 2014. Low CO2 aluminium is a key element of RUSAL's growth strategy. RUSAL targets a 25% global market share of the certified sustainable and low carbon aluminum demand in 2021, which it estimates at around 4 to 5 million tonnes. In 2017, RUSAL launched its new bespoke brand for its low carbon aluminium -- ALLOW -- with a certified carbon footprint. ALLOW's carbon footprint is lower than 4 tonnes of CO2 per tonne of aluminium significantly lower than the industry average. In 2018, 78% of the company's output was attributed to this brand. In 2018, alongside successfully reducing greenhouse gas emissions, RUSAL launched reforestation and forest protection projects to compensate for its carbon footprint from aluminium production. During 2019 the company planted one million trees and implemented forest protection programs over 500,000 hectares in Krasnoyarsk and Irkutsk regions.

Governance risks are an important consideration for all debt issuers and are relevant to bondholders and banks because governance weaknesses can lead to a deterioration in a company's credit quality, while governance strengths can benefit a company's credit profile. In April 2018, The US Department of the Treasury's Office of Foreign Assets Control (OFAC) included Oleg Deripaska (one of RUSAL's key indirect shareholders at that time), RUSAL and its parent EN+ into the list of Specially Designated Nationals and Blocked Persons (SDN List), which represents one of the harshest forms of sanctions because of the way they are structured and the risk of secondary sanctions introduced against the companies and individuals that continue interacting with the SDN person irrespective of the country of operation or domicile. In January 2019, OFAC removed RUSAL and EN+ from the SDN List in response to Oleg Deripaska reducing his direct and indirect shareholding stake in RUSAL and EN+ and severing his control over them. The unprecedented improvement in transparency resulted in boards of directors of RUSAL and EN+ becoming dominated by independent directors. The company is subject to ongoing reporting requirements and compliance monitoring by OFAC.

PRINCIPAL METHODOLOGY

The principal methodology used in these ratings was Mining published in September 2018 and available at https://www.moodys.com/researchdocumentcontentpage.aspx?docid=PBC_1089739. Alternatively, please see the Rating Methodologies page on www.moodys.com for a copy of this methodology.

COMPANY PROFILE

Headquartered in Russia, RUSAL is one of the largest integrated aluminium producers, with aluminium output of 3.8 million tonnes in 2019. The company generated revenue of $9.7 billion and Moody's-adjusted EBITDA of $1.0 billion in 2019. RUSAL's major shareholder, EN+ Group, holds 56.9% of its share capital, while other shareholders include Sual Partners (26.5%) and about 16.6% are publicly traded.

REGULATORY DISCLOSURES

For further specification of Moody's key rating assumptions and sensitivity analysis, see the sections Methodology Assumptions and Sensitivity to Assumptions in the disclosure form. Moody's Rating Symbols and Definitions can be found at: https://www.moodys.com/researchdocumentcontentpage.aspx?docid=PBC_79004.

For ratings issued on a program, series, category/class of debt or security this announcement provides certain regulatory disclosures in relation to each rating of a subsequently issued bond or note of the same series, category/class of debt, security 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 credit rating action on the support provider and in relation to each particular credit 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 credit rating action, and whose ratings may change as a result of this credit 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.

The ratings have been disclosed to the rated entity or its designated agent(s) and issued with no amendment resulting from that disclosure.

These ratings are solicited. Please refer to Moody's Policy for Designating and Assigning Unsolicited Credit Ratings available on its website www.moodys.com.

Regulatory disclosures contained in this press release apply to the credit rating and, if applicable, the related rating outlook or rating review.

Moody's general principles for assessing environmental, social and governance (ESG) risks in our credit analysis can be found at https://www.moodys.com/researchdocumentcontentpage.aspx?docid=PBC_1133569.

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.

Denis Perevezentsev, CFA
VP - Senior Credit Officer
Corporate Finance Group
Moody's Investors Service Limited, Russian Branch
7th floor, Four Winds Plaza
21 1st Tverskaya-Yamskaya St.
Moscow 125047
Russia
JOURNALISTS: 44 20 7772 5456
Client Service: 44 20 7772 5454

Victoria Maisuradze
Associate Managing Director
Corporate Finance Group
JOURNALISTS: 44 20 7772 5456
Client Service: 44 20 7772 5454

Releasing Office:
Moody's Investors Service Ltd.
One Canada Square
Canary Wharf
London E14 5FA
United Kingdom
JOURNALISTS: 44 20 7772 5456
Client Service: 44 20 7772 5454

No Related Data.
© 2020 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/OR ITS CREDIT RATINGS AFFILIATES ARE MOODY'S CURRENT OPINIONS OF THE RELATIVE FUTURE CREDIT RISK OF ENTITIES, CREDIT COMMITMENTS, OR DEBT OR DEBT-LIKE SECURITIES, AND MATERIALS, PRODUCTS, SERVICES AND INFORMATION PUBLISHED BY MOODY'S (COLLECTIVELY, "PUBLICATIONS") MAY INCLUDE SUCH  CURRENT OPINIONS. MOODY'S INVESTORS SERVICE 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 INVESTORS SERVICE CREDIT RATINGS. CREDIT RATINGS DO NOT ADDRESS ANY OTHER RISK, INCLUDING BUT NOT LIMITED TO: LIQUIDITY RISK, MARKET VALUE RISK, OR PRICE VOLATILITY. CREDIT RATINGS, NON-CREDIT ASSESSMENTS ("ASSESSMENTS"), AND  OTHER 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. AND/OR ITS AFFILIATES. MOODY'S CREDIT RATINGS, ASSESSMENTS, OTHER OPINIONS AND PUBLICATIONS DO NOT CONSTITUTE OR PROVIDE INVESTMENT OR FINANCIAL ADVICE, AND MOODY'S CREDIT RATINGS, ASSESSMENTS, OTHER OPINIONS AND  PUBLICATIONS ARE NOT AND DO NOT PROVIDE RECOMMENDATIONS TO PURCHASE, SELL, OR HOLD PARTICULAR SECURITIES. MOODY'S CREDIT RATINGS, ASSESSMENTS, OTHER OPINIONS AND  PUBLICATIONS DO NOT COMMENT ON THE SUITABILITY OF AN INVESTMENT FOR ANY PARTICULAR INVESTOR. MOODY'S ISSUES ITS CREDIT RATINGS, ASSESSMENTS AND OTHER OPINIONS AND PUBLISHES  ITS 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, ASSESSMENTS, OTHER OPINIONS, AND 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, ASSESSMENTS, OTHER OPINIONS OR  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.

MOODY'S CREDIT RATINGS, ASSESSMENTS, OTHER OPINIONS AND 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 its 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, ASSESSMENT, 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 credit rating, agreed to pay to Moody's Investors Service, Inc. for credit ratings opinions and services rendered by it fees ranging from $1,000 to approximately $2,700,000. MCO and Moody's investors Service also maintain policies and procedures to address the independence of Moody's Investors Service credit ratings and credit rating processes. Information regarding certain affiliations that may exist between directors of MCO and rated entities, and between entities who hold credit ratings from Moody's Investors Service 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 credit rating, agreed to pay to MJKK or MSFJ (as applicable) for credit 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