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Rating Action:

Moody's affirms seven and downgrades five classes of JPMCC 2012-CIBX

22 May 2020

Approximately $755 million of structured securities affected

New York, May 22, 2020 -- Moody's Investors Service, ("Moody's") has affirmed the ratings on seven classes and downgraded the ratings on five classes in J.P. Morgan Chase Commercial Mortgage Securities Trust 2012-CIBX, Commercial Mortgage Pass-Through Certificates, Series 2012-CIBX, as follows:

Cl. A-4, Affirmed Aaa (sf); previously on Aug 2, 2019 Affirmed Aaa (sf)

Cl. A-4FL, Affirmed Aaa (sf); previously on Aug 2, 2019 Affirmed Aaa (sf)

Cl. A-4FX, Affirmed Aaa (sf); previously on Aug 2, 2019 Affirmed Aaa (sf)

Cl. A-S, Affirmed Aaa (sf); previously on Aug 2, 2019 Affirmed Aaa (sf)

Cl. B, Affirmed Aa2 (sf); previously on Aug 2, 2019 Affirmed Aa2 (sf)

Cl. C, Affirmed A2 (sf); previously on Aug 2, 2019 Affirmed A2 (sf)

Cl. D, Downgraded to Baa3 (sf); previously on Apr 17, 2020 Baa1 (sf) Placed Under Review for Possible Downgrade

Cl. E, Downgraded to B1 (sf); previously on Apr 17, 2020 Ba1 (sf) Placed Under Review for Possible Downgrade

Cl. F, Downgraded to Caa1 (sf); previously on Apr 17, 2020 B1 (sf) Placed Under Review for Possible Downgrade

Cl. G, Downgraded to Ca (sf); previously on Apr 17, 2020 Caa1 (sf) Placed Under Review for Possible Downgrade

Cl. X-A*, Affirmed Aaa (sf); previously on Aug 2, 2019 Affirmed Aaa (sf)

Cl. X-B*, Downgraded to Caa1 (sf); previously on Apr 17, 2020 B1 (sf) Placed Under Review for Possible Downgrade

* Reflects Interest Only Classes

RATINGS RATIONALE

The ratings on six P&I classes were affirmed because the transaction's key metrics, including Moody's loan-to-value (LTV) ratio, Moody's stressed debt service coverage ratio (DSCR) and the transaction's Herfindahl Index (Herf), are within acceptable ranges.

The ratings on four P&I classes, Cl. D, E, F and G, were downgraded due to the decline in pool performance and higher anticipated losses, driven primarily by the decline in performance of three of the four largest non-defeased loans. Two regional malls, Jefferson Mall (8% of the pool) and Southpark Mall (7% of the pool) transferred to special servicing since the beginning of 2020 and the largest performing loan, theWit Hotel (10% of the pool), has suffered from declining net operating income (NOI) since securitization.

The rating on the IO class X-A was affirmed based on the credit quality of its referenced classes.

The rating on the IO Class X-B was downgraded due to a decline in the credit quality of its referenced classes. The IO Class references P&I classes, Cl. B through Cl. NR (Cl. NR is not rated by Moody's).

The actions conclude the review for downgrade initiated on April 17, 2020.

Our analysis has considered the effect of the coronavirus outbreak on the US economy as well as the effects that the announced government measures, put in place to contain the virus, will have on the performance of commercial real estate. Stress on commercial real estate properties will be most directly stemming from declines in hotel occupancies (particularly related to conference or other group attendance) and declines in foot traffic and sales for non-essential items at retail properties.

The contraction in economic activity in the second quarter will be severe and the overall recovery in the second half of the year will be gradual. However, there are significant downside risks to our forecasts in the event that the pandemic is not contained and lockdowns have to be reinstated. As a result, the degree of uncertainty around our forecasts is unusually high. We regard the coronavirus outbreak as a social risk under our ESG framework, given the substantial implications for public health and safety.

Moody's rating action reflects a base expected loss of 11.4% of the current pooled balance, compared to 7.5% at Moody's last review. Moody's base expected loss plus realized losses is now 7.1% of the original pooled balance, compared to 4.8% at the last review. Moody's provides a current list of base expected losses for conduit and fusion CMBS transactions on moodys.com at http://www.moodys.com/viewresearchdoc.aspx?docid=PBS_SF215255.

FACTORS THAT WOULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS:

The performance expectations for a given variable indicate Moody's forward-looking view of the likely range of performance over the medium term. Performance that falls outside the given range can indicate that the collateral's credit quality is stronger or weaker than Moody's had previously expected.

Factors that could lead to an upgrade of the ratings include a significant amount of loan paydowns or amortization, an increase in the pool's share of defeasance or an improvement in pool performance.

Factors that could lead to a downgrade of the ratings include a decline in the performance of the pool, loan concentration, an increase in realized and expected losses from specially serviced and troubled loans or interest shortfalls.

METHODOLOGY UNDERLYING THE RATING ACTION

The methodologies used in rating all classes except interest-only classes were Approach to Rating US and Canadian Conduit/Fusion CMBS published in May 2020 and available at https://www.moodys.com/researchdocumentcontentpage.aspx?docid=PBS_1226187 and Moody's Approach to Rating Large Loan and Single Asset/Single Borrower CMBS published in July 2017 and available at https://www.moodys.com/researchdocumentcontentpage.aspx?docid=PBS_1083431. The methodologies used in rating interest-only classes were Approach to Rating US and Canadian Conduit/Fusion CMBS published in May 2020 and available at https://www.moodys.com/researchdocumentcontentpage.aspx?docid=PBS_1226187 and Moody's Approach to Rating Large Loan and Single Asset/Single Borrower CMBS published in July 2017 and available at https://www.moodys.com/researchdocumentcontentpage.aspx?docid=PBS_1083431 and Moody's Approach to Rating Structured Finance Interest-Only (IO) Securities published in February 2019 and available at https://www.moodys.com/researchdocumentcontentpage.aspx?docid=PBS_1111179. Please see the list of ratings at the top of this announcement to identify which classes are interest-only (indicated by the *). Alternatively, please see the Rating Methodologies page on www.moodys.com for a copy of these methodologies.

DEAL PERFORMANCE

As of the May 15, 2020 distribution date, the transaction's aggregate certificate balance has decreased by 38% to $800 million from $1.29 billion at securitization. The certificates are collateralized by 40 mortgage loans ranging in size from less than 1% to just under 10% of the pool, with the top ten loans (excluding defeasance) constituting 54% of the pool. Ten loans, constituting 26% of the pool, have defeased and are secured by US government securities.

Moody's uses a variation of Herf to measure the diversity of loan sizes, where a higher number represents greater diversity. Loan concentration has an important bearing on potential rating volatility, including the risk of multiple notch downgrades under adverse circumstances. The credit neutral Herf score is 40. The pool has a Herf of 14, compared to 17 at Moody's last review.

As of the May 15, 2020 remittance report, loans representing 72% of the pool were current on their debt service payments, 23% were beyond their grace period but less than 30 days delinquent and 5% were 30 - 59 days delinquent.

Nine loans, constituting 22% of the pool, are on the master servicer's watchlist. The watchlist includes loans that meet certain portfolio review guidelines established as part of the CRE Finance Council (CREFC) monthly reporting package. As part of Moody's ongoing monitoring of a transaction, the agency reviews the watchlist to assess which loans have material issues that could affect performance.

One loan has been liquidated from the pool, resulting in an aggregate realized loss of $157,592 (for a minimal loss severity of less than 1%). Three loans, constituting 16% of the pool, are currently in special servicing. Two of the specially serviced loans, representing 8% of the pool, have transferred to special servicing since March 2020.

The largest specially serviced loan is the Jefferson Mall Loan ($61.3 million -- 7.7% of the pool), which is secured by a 281,000 SF portion of a 957,000 SF regional mall located in Louisville, Kentucky. The mall's non-collateral anchors include a former Sears, Dillard's and J.C. Penney. Macy's (152,000 SF) closed their store at this location before the end of 2017 and the sponsor, CBL & Associates Properties (CBL), then purchased the Macy's parcel. A portion (46,000 SF) of the former Macy's space has been partially backfilled by Round One Entertainment which features bowling, billiards, arcade games, karaoke, darts, ping pong and a kids zone. Additionally, CBL has purchased the Sears parcel and leased it back to Sears on a 10-year lease with termination options with a 6-month advance notice. The collateral portion of the mall was 94% leased as of December 2019 compared to 96% in 2018 and 2017. The sponsor reported 2019 mall store sales of $397 per square foot (PSF) compared to $382 PSF in 2018. The loan transferred to special servicing in February 2020 due to imminent default as the borrower indicated they would not be able to pay off the loan at its June 2022 maturity date. The mall faces competition within the Louisville area from two Brookfield-owned malls, Oxmoor Center and Mall St. Matthews, both located approximately eight miles northeast of the subject property. Moody's analysis accounted for the higher cash flow volatility and loss severity associated with Class B malls. The loan has amortized by approximately 14% since securitization. The special servicer indicated they were working with the borrower on a loan modification, however, due to the coronavirus impact a modification was unable to executed. The mall re-opened with limited hours on May 20. As of the May 2020 remittance, the loan is paid through its April 2020 payment. The special servicer indicated they are now negotiating relief due to the recent market events.

The second largest specially serviced loan is the Southpark Mall Loan ($57.9 million -- 7.2% of the pool), which is secured by a 390,000 SF portion of a 590,000 SF regional mall located in Colonial Heights, Virginia. The mall is located approximately 22 miles south of Richmond, Virginia, along Interstate-95. The current anchors include a 16-screen Regal Cinema (collateral) and two non-collateral tenants, JC Penney and Macy's. A former Sears, one of the original anchors, closed its store at this location in 2018. As a result, total mall occupancy declined to 68% as of December 2018, compared to 99% in 2017 and 98% at securitization. As of December 2019, inline occupancy was 95%, compared to 84% in 2018 and 85% in 2017. The increase in 2019 can be partly attributed to a new lease with H&M for approximately 21,000 SF. As of December 2019, the total occupancy included a temporary tenant, Spirit Halloween (in the former Sears space) and was reported at 98%, however, excluding Spirit Halloween the occupancy would be reduced to 78%. The sponsor reported 2019 mall store sales of $388 PSF compared to $387 PSF in 2018. The loan transferred to special servicing in March 2020 due to imminent default as the borrower initially requested a loan modification and extension, however, due to the coronavirus impact the borrower has withdrew its request. The mall re-opened with limited hours on May 15. As of the May 2020 remittance, the loan is paid through its April 2020 payment. The property benefits from being the only mall situated in the southern portion of the Richmond, VA MSA and is the only enclosed regional mall within a 25-mile radius. Moody's analysis accounted for the higher cash flow volatility and loss severity associated with Class B malls. The loan sponsor is CBL and the loan matures in June 2022. The loan has amortized by approximately 14% since securitization.

The third largest specially serviced loan is the Nittany Commons Loan ($9.6 million -- 1.2% of the pool), which is secured by a 120,391 SF retail center located in State College, Pennsylvania. The center was formerly anchored by a grocery store, Giant Foods (65,301 SF), which vacated during 2019 at its lease expiration. As a result, the center is now only 46% leased. The loan transferred to special servicing in March 2020 due to imminent monetary default. The borrower stated there is interest in the vacant space but a LOI has not been finalized. The loan is now fully cash managed with a cash trap in place. The loan has amortized by approximately 12% since securitization.

Moody's has also assumed a high default probability for four poorly performing loans, constituting 14% of the pool, and has estimated an aggregate loss of $68.4 million (a 28% expected loss on average) from these specially serviced and troubled loans. The largest troubled loan is theWit hotel (10% of the pool) and is discussed in further detail below. The second largest troubled loan is Plaza Centro (3% of the pool) which is secured by a 283,000 SF anchored retail center located in Caguas, Puerto Rico that has suffered from declining revenue and DSCR since securitization. Furthermore, the largest tenant, K-Mart (32% of the NRA), had a lease which expired in February 2020 and the borrower indicated that the tenant would not be renewing.

Moody's received full year 2018 operating results for 100% of the pool, and full or partial year 2019 operating results for 96% of the pool (excluding specially serviced and defeased loans). Moody's weighted average conduit LTV is 101%, compared to 98% at Moody's last review. Moody's conduit component excludes loans with structured credit assessments, defeased and CTL loans, and specially serviced and troubled loans. Moody's net cash flow (NCF) reflects a weighted average haircut of 25% to the most recently available net operating income (NOI). Moody's value reflects a weighted average capitalization rate of 10.0%.

Moody's actual and stressed conduit DSCRs are 1.33X and 1.12X, respectively, compared to 1.41X and 1.15X at the last review. Moody's actual DSCR is based on Moody's NCF and the loan's actual debt service. Moody's stressed DSCR is based on Moody's NCF and a 9.25% stress rate the agency applied to the loan balance.

The top three performing loans represent 25% of the pool balance. The largest loan is the theWit Hotel Loan ($77.5 million -- 9.7% of the pool), which is secured by a 310-room full-service hotel located in Chicago, Illinois. The property is a boutique hotel product in the Hilton Doubletree brand. The December 2019 trailing twelve month occupancy and revenue per available room (RevPAR) figures were 80% and $178, respectively, compared to 84% and $193 at December 2018. Property performance has declined significantly since securitization due to a decrease in room and F&B revenue as well as an increase in expenses. The decrease in revenues can be partially attributed to new inventory of rooms in the area and fewer citywide conventions in 2019 along with the roof patio being under renovation during the first half of 2019. The loan has amortized by approximately 12% since securitization, however, the 2019 reported net operating income (NOI) was more than 20% below its underwritten levels. The loan was current as of its May 2020 remittance statement, however, due to the low 2019 DSCR and declining NOI since securitization, Moody's considers this a troubled loan.

The second largest loan is the 100 West Putnam Loan ($69.3 million -- 8.7% of the pool), which is secured by a 156,000 SF class A suburban three building office complex located in Greenwich, Connecticut. The property is also encumbered by a $16 million B-Note. As of December 2019, the property was 68% leased, unchanged since the prior review and compared to 97% at securitization. The decrease in occupancy from securitization was driven partly by the departure of two tenants during the first half of 2016. Additionally, two other tenants downsized their spaces upon lease renewal. There is minimal lease rollover for the current tenants through 2022 and the loan has amortized by approximately 13% since securitization. Due to lower rental revenues and higher expenses, the property's NOI has been below underwritten levels since 2015. Moody's LTV and stressed DSCR are 131% and 0.81X, respectively, compared to 130% and 0.79X at the last review.

The third largest loan is The Court at Oxford Valley Loan ($52.8 million -- 6.6% of the pool), which is secured by a shadow anchored retail center in Fairless Hills, Pennsylvania. It is located approximately 25 miles from downtown Philadelphia, and 2 miles southwest of Interstate-95. Shadow anchors include BJ's Wholesale Club, Best Buy, Home Depot and Barnes and Noble. There was a Babies R Us (10% of NRA) at the center which vacated in June 2018 and Spirit Halloween has temporarily leased the space during seasonal times. The property was 90% leased as of December 2019, compared to 98% in 2015 and 89% at securitization. Moody's LTV and stressed DSCR are 100% and 1.03X, respectively, compared to 93% and 1.29X at the last review.

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.

The analysis includes an assessment of collateral characteristics and performance to determine the expected collateral loss or a range of expected collateral losses or cash flows to the rated instruments. As a second step, Moody's estimates expected collateral losses or cash flows using a quantitative tool that takes into account credit enhancement, loss allocation and other structural features, to derive the expected loss for each rated instrument.

Moody's did not use any stress scenario simulations in its analysis.

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.

At least one ESG consideration was material to the credit rating action(s) announced and described above.

The Global Scale Credit Rating on this Credit Rating Announcement was issued by one of Moody's affiliates outside the EU and is endorsed by Moody's Deutschland GmbH, An der Welle 5, Frankfurt am Main 60322, Germany, 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 issued the credit rating is available on www.moodys.com.

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.

Fred Kasimov
Associate Lead Analyst
Structured Finance Group
Moody's Investors Service, Inc.
250 Greenwich Street
New York, NY 10007
U.S.A.
JOURNALISTS: 1 212 553 0376
Client Service: 1 212 553 1653

Matthew Halpern
VP - Senior Credit Officer
Structured Finance Group
JOURNALISTS: 1 212 553 0376
Client Service: 1 212 553 1653

Releasing Office:
Moody's Investors Service, Inc.
250 Greenwich Street
New York, NY 10007
U.S.A.
JOURNALISTS: 1 212 553 0376
Client Service: 1 212 553 1653

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.

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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.

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