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Rating Action:

Moody's affirms seven classes of UBS 2018-C14

11 May 2021

Approximately $481 million of structured securities affected

New York, May 11, 2021 -- Moody's Investors Service, ("Moody's") has affirmed the ratings on seven classes in UBS Commercial Mortgage Trust 2018-C14, Commercial Mortgage Pass-Through Certificates, Series 2018-C14 as follows:

Cl. A-1, Affirmed Aaa (sf); previously on Dec 12, 2018 Definitive Rating Assigned Aaa (sf)

Cl. A-2, Affirmed Aaa (sf); previously on Dec 12, 2018 Definitive Rating Assigned Aaa (sf)

Cl. A-3, Affirmed Aaa (sf); previously on Dec 12, 2018 Definitive Rating Assigned Aaa (sf)

Cl. A-4, Affirmed Aaa (sf); previously on Dec 12, 2018 Definitive Rating Assigned Aaa (sf)

Cl. A-S, Affirmed Aa3 (sf); previously on Dec 12, 2018 Definitive Rating Assigned Aa3 (sf)

Cl. A-SB, Affirmed Aaa (sf); previously on Dec 12, 2018 Definitive Rating Assigned Aaa (sf)

Cl. X-A*, Affirmed Aaa (sf); previously on Dec 12, 2018 Definitive Rating Assigned Aaa (sf)

* Reflects interest-only classes

RATINGS RATIONALE

The ratings on six principal and interest (P&I) classes were affirmed because of their credit support and 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 rating on the interest-only (IO) class, Cl. X-A, was affirmed based on the credit quality of the referenced classes.

The coronavirus pandemic has had a significant impact on economic activity. Although global economies have shown a remarkable degree of resilience to date and are returning to growth, the uneven effects on individual businesses, sectors and regions will continue throughout 2021 and will endure as a challenge to the world's economies well beyond the end of the year. While persistent virus fears remain the main risk for a recovery in demand, the economy will recover faster if vaccines and further fiscal and monetary policy responses bring forward a normalization of activity. As a result, there is a heightened degree of uncertainty around our forecasts. Our analysis has considered the effect on the performance of commercial real estate from a gradual and unbalanced recovery in US economic activity. 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.

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 10.5% of the current pooled balance and Moody's base expected loss plus realized losses is 10.3% of the original pooled balance. 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 principal methodology used in rating all classes except interest-only classes was "Approach to Rating US and Canadian Conduit/Fusion CMBS" published in September 2020 and available at https://www.moodys.com/researchdocumentcontentpage.aspx?docid=PBS_1244778. The methodologies used in rating interest-only classes were "Approach to Rating US and Canadian Conduit/Fusion CMBS" published in September 2020 and available at https://www.moodys.com/researchdocumentcontentpage.aspx?docid=PBS_1244778 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 April 16, 2021 distribution date, the transaction's aggregate certificate balance has decreased by 1.3% to $642.4 million from $650.9 million at securitization. The certificates are collateralized by 45 mortgage loans ranging in size from less than 1% to 6.9% of the pool, with the top ten loans (excluding defeasance) constituting 50.9% of the pool. Two loans, constituting 9.3% of the pool, have investment-grade structured credit assessments.

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 28, unchanged from securitization.

As of the April 2021 remittance report, loans representing 81% were current or within their grace period on their debt service payments, 2% were between 60 -- 89 days delinquent, 16% were 90 days or more delinquent, and 2% is in foreclosure status.

Fifteen loans, constituting 23.8% of the pool, are on the master servicer's watchlist, of which seven loans, representing 13.8% of the pool, indicate the borrower has requested relief/received loan modifications in relation to coronavirus impact on the property. 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.

No loans have been liquidated from the pool and six loans, constituting 19.2% of the pool, are currently in special servicing. Five of the specially serviced loans, representing 17.4% of the pool, have transferred to special servicing since March 2020.

The largest specially serviced loan is the Nebraska Crossing Loan ($35.0 million -- 5.4% of the pool), which represents a pari-passu portion of a $71.5 million mortgage loan. The loan is secured by an approximately 367,000 square feet (SF), open-air regional outlet center located in Gretna, Nebraska, approximately 20 miles southwest of the Omaha central business district (CBD). The property is anchored by a non-collateral T.J. Maxx and HomeGoods. The largest collateral tenants include H&M (6.5% of net rentable area (NRA)), Under Armour (4.4% of NRA), and Old Navy (4.1% of NRA). As of March 2020, the property was 97% leased and 93% occupied. It was one of the first malls to re-open during the pandemic in May 2020. The loan was transferred to special servicing in May 2020 for imminent monetary default at the borrower's request as a result of the pandemic. The special servicer has since received approval for the request and draft consent documents have been sent to the borrower's counsel for review. The loan is within its initial five-year interest-only period and is over 90 days delinquent.

The second largest specially serviced loan is the Clevelander South Beach Loan ($32.5 million -- 5.1% of the pool), which represents a pari-passu portion of a $42.5 million mortgage loan. The loan is secured by a five-story, 59-room, full-service hotel located in the historic Art Deco District along Ocean Drive in Miami Beach, Florida. The property offers approximately 18,000 SF of entertainment and event space across food, beverage, and event outlets, was re-opened in October 2020. The loan was transferred to special servicing in May 2020 for imminent monetary default and relief request as a result of the pandemic. The borrower brought in a third-party consultant to represent them and all parties continue to assess the property performance while working toward potential reinstatement. The loan is within its initial five-year interest-only period and is over 90 days delinquent.

The third largest specially serviced loan is the Village at Lee Branch II Loan ($20.6 million -- 3.2% of the pool), which is secured by an approximately 223,300 SF portion of a larger 506,500 SF retail development located in Birmingham, Alabama. The property is anchored by a non-collateral Publix and the largest collateral tenants include Carmike Cinemas (30% of NRA) and Hobby Lobby (25% of NRA). As of July 2020, the collateral was 88% occupied compared to 90% in December 2019, and 94% at securitization. The loan was transferred to special servicing in May 2020 for imminent monetary default at the borrower's request as a result of the pandemic. The discussions and negotiations with the borrower are still ongoing. After an initial one-year interest-only period, the loan as amortized 1.7% since securitization and is over 90 days delinquent.

The fourth largest specially serviced loan is Four Points -- Juneau Loan ($14.0 million -- 2.2% of the pool), which is secured by a seven-story, 106-room, full-service hotel located in downtown Juneau, Alaska, approximately 8.0 miles southeast of the Juneau International Airport. The loan was transferred to special servicing in May 2020 for imminent monetary default and relief request as a result of the pandemic. Due to the decreased demand generated from cruises in the market, property performance continues to struggle. The special servicer is dual-tracking settlement discussions and enforcement of the lender's rights. The loan has amortized 4.5% since securitization and is over 90 days delinquent.

The remaining two specially serviced loans are secured by two hotel properties located in Clearwater, Florida and Novi, Michigan. Moody's has also assumed a high default probability for one poorly performing loan, the Orchard Ridge Corporate Park Loan ($14.0 million -- 2.2% of the pool), which is secured by an approximately 156,900 SF mixed-use property located in Brewster, New York. The loan was placed on the watchlist in October 2020 after being returned from special servicing for imminent monetary default and relief request as a result of the pandemic. The largest tenant at the property, Azko Nobel Chemistry (43% of NRA), subsequently provided notice that they did not intend to re-lease the space upon lease expiration in October 2021. The lockbox was activated and the loan is also being monitored for covenant compliance. Moody's has estimated an aggregate loss of $38.4 million (a 28% expected loss on average) for the troubled and specially serviced loans.

The credit risk of loans is determined primarily by two factors: 1) Moody's assessment of the probability of default, which is largely driven by each loan's DSCR, and 2) Moody's assessment of the severity of loss upon a default, which is largely driven by each loan's loan-to-value ratio, referred to as the Moody's LTV or MLTV. As described in the CMBS methodology used to rate this transaction, we make various adjustments to the MLTV. We adjust the MLTV for each loan using a value that reflects capitalization (cap) rates that are between our sustainable cap rates and market cap rates. We also use an adjusted loan balance that reflects each loan's amortization profile. The MLTV reported in this publication reflects the MLTV before the adjustments described in the methodology.

Moody's received full year 2019 operating results for 100% of the pool, and full or partial year 2020 operating results for 100% of the pool (excluding specially serviced and defeased loans). Moody's weighted average conduit LTV is 117%, compared to 113% at securitization. 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 18.3% to the most recently available net operating income (NOI). Moody's value reflects a weighted average capitalization rate of 10.3%.

Moody's actual and stressed conduit DSCRs are 1.39X and 0.96X, respectively, compared to 1.46X and 1.02X at securitization. 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 largest loan with a structured credit assessment is the 1670 Broadway Loan ($30.0 million -- 4.7% of the pool), which represents a pari-passu portion of a $78.0 million mortgage loan. The property was also encumbered with a $64.8 million mezzanine debt at securitization. The loan is secured by the borrower's fee simple and leasehold interests in a 703,654 SF, Class A, 36-story office tower located in the Denver CBD of Colorado. The property also consists of an eight-story parking garage with 519 parking spaces which is operated by a third party. The collateral was originally built in 1980 and most recently renovated in 2018. The largest tenant at the property, Teachers Insurance and Annuity Association (TIAA), makes up 47% of NRA including 6% of NRA that is subleased to P2ES Holdings. TIAA has a contraction option in its lease which allows them to give back a full floor of space every 18 months prior to December 31, 2022. The second largest tenant is U.S. Department of Housing and Urban Development (HUD) (12% of NRA) which has tenanted the property since 2003 and operates subject to a lease that expires in December 2028. HUD has the right to terminate its lease at any time after December 31, 2023 with 120 days' notice with no termination fee. The third largest tenant, HDR Engineering (9% of NRA), recently extended their lease term an additional six years with a lease expiration in October 2026. HDR Engineering has two, five-year renewal options remaining and no termination options. Property performance has improved since securitization. As of December 2020, the property was 88% occupied compared to 90% in 2019 and 87% at securitization. The loan is interest-only through its entire term and is current through its April 2021 payment. Moody's structured credit assessment and stressed DSCR are baa2 (sca.pd) and 1.59X, respectively.

The largest loan with a structured credit assessment is the Christiana Mall Loan ($30.0 million -- 4.7% of the pool), which represents a pari-passu portion of a $338.0 million mortgage loan with $212.0 million of subordinate debt. The loan is secured by the borrower's fee and leasehold interest in an approximately 779,000 SF portion of a 1.3 million SF super-regional mall in Newark, Delaware. The property is located approximately 8.7 miles southwest of the Wilmington CBD and immediately off Interstate 95, benefiting from its own dedicated exit (4A - Mall Rd). The mall is anchored by a Macy's, JCPenney and Nordstrom all of which are not part of the collateral. Additional collateral anchors include a Target, Cabela's (subject to a ground lease) and a Cinemark theatre. Major in-line tenants at the property include Apple, Anthropologie, Barnes & Noble, H&M, Microsoft, Victoria's Secret and XXI Forever, among others. As of September 2020, the total property was 98% occupied with the inline space 94% occupied. As of the March 2020 trailing twelve months (TTM) sales report, inline space below 10,000 SF excluding food, jewelry and Apple was $592 PSF compared to $622 PSF as of December 2019. The loan is interest-only through its entire term and is current through its April 2021 payment. Moody's structured credit assessment and stressed DSCR are baa1 (sca.pd) and 1.35X, respectively.

The top three conduit loans represent 19.3% of the pool balance. The largest loan is the GNL Portfolio Loan ($44.3 million -- 6.9% of the pool), which represents a pari-passu portion of a $98.5 million mortgage loan. The loan is secured by seven, single-tenant office and industrial buildings for an aggregate of approximately 647,700 SF located across six states. Property uses within the portfolio include three office buildings, two industrial buildings, one R&D building, and one lab/warehouse building. As of September 2020, the portfolio was 100% occupied. The largest tenant, Nimble Storage (25% of NRA), is a subsidiary of Hewlett Packard Enterprise (HPE) and occupies the three office buildings located in San Jose, California. HPE is moving its headquarters to Houston, Texas and is expected to possibly consolidate its subsidiary spaces into their campus at America Center Drive in San Jose. Nimble Storage has an upcoming lease expiration in October 2021. The loan is interest-only through its entire term and is current through its April 2021 payment. Moody's LTV and stressed DSCR are 117% and 0.91X, respectively, compared to 110% and 0.96X at securitization.

The second largest loan is the Heartland Dental Medical Office Portfolio Loan ($42.6 million -- 6.6% of the pool), which represents a pari-passu portion of a $175.0 million mortgage loan. The loan is secured by 169 properties totaling approximately 962,500 SF across 24 states. Heartland Dental and its affiliates lease approximately 796,200 SF (83% of NRA) at 168 properties, of which 104 properties are structured with single-tenant leases. The remainder of the portfolio's NRA is leased by unaffiliated medical office tenants. As of September 2020, the portfolio was 97% occupied, unchanged from securitization. The loan has amortized 3.0% since securitization and is current through its April 2021 payment. Moody's LTV and stressed DSCR are 107% and 1.09X, respectively, compared to 110% and 1.06X at securitization.

The third largest loan is the Lafayette Park Loan ($37.3 million -- 5.8% of the pool), which represents a pari-passu portion of a $75.3 million mortgage loan. The loan is secured by a four-building office park totaling approximately 677,500 SF located in Saint Paul, Minnesota. Each building is independently leased to four different agencies of the State of Minnesota who have been in occupancy since 1984-1994 and have lease expirations between 2026-2028. The loan is interest-only through its entire term and is current through its April 2021 payment. Moody's LTV and stressed DSCR are 113% and 0.96X, respectively, unchanged from securitization.

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 http://www.moodys.com/researchdocumentcontentpage.aspx?docid=PBC_1263068.

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.

The Global Scale Credit Rating on this Credit Rating Announcement was issued by one of Moody's affiliates outside the UK and is endorsed by Moody's Investors Service Limited, One Canada Square, Canary Wharf, London E14 5FA under the law applicable to credit rating agencies in the UK. Further information on the UK 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.

Amy Wang
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

Romina Padhi
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.
© 2021 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 CREDIT RATINGS AFFILIATES ARE THEIR 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 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 APPLICABLE MOODY’S RATING SYMBOLS AND DEFINITIONS PUBLICATION FOR INFORMATION ON THE TYPES OF CONTRACTUAL FINANCIAL OBLIGATIONS ADDRESSED BY MOODY’S 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 $5,000,000. 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 JPY550,000,000.

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

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