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Rating Action:

Moody's assigns provisional ratings to MAPS 2021-1 Trust, the third aircraft lease ABS serviced by Merx Aviation

02 Jun 2021

New York, June 02, 2021 -- Moody's Investors Service (Moody's) has assigned provisional ratings to the class A, class B and class C notes (the notes) to be issued by MAPS 2021-1 Trust (MAPS), a Delaware statutory trust. The ultimate assets backing the rated notes will consist primarily of a portfolio of aircraft and their related initial and future leases. Apollo Navigator Holdings US LLC and Apollo Navigator Holdings (Ireland) Designated Activity Company (together, Navigator), affiliated with and managed by Apollo Global Management (Apollo), will be the sellers of the assets and the sponsors of the transaction. Merx Aviation Servicing Limited (Merx), an affiliate of Merx Aviation Finance, LLC (together with their affiliates, Merx Group), will be the servicer of the underlying assets and related leases. MAPS will be the third aircraft lease securitization serviced by Merx since 2018.

The aircraft lease asset-backed securities (ABS) will be primarily repaid by cash flows from payments on initial and subsequent leases attached to the portfolio of aircraft to be securitized and proceeds from aircraft dispositions. As of the cut-off date, the initial assets will primarily consist of 20 aircraft subject to initial leases to 12 lessees domiciled in 10 countries.

The complete rating actions are as follows:

Issuer: MAPS 2021-1 Trust

Class A Notes, Assigned (P)A1 (sf)

Class B Notes, Assigned (P)Baa1 (sf)

Class C Notes, Assigned (P)Ba1 (sf)

MAPS will use the proceeds from the issuance of the notes to acquire the series A, series B and series C AOE notes (the AOE notes) to be issued by each of MAPS 2021-1 Aviation (Ireland) Designated Activity Company (MAPS Ireland) and MAPS 2021-1 Aviation (US) LLC (MAPS US), the underlying asset-owning entity (AOE) issuers, incorporated under Irish law and Delaware law, respectively. Upon satisfaction of certain conditions within 270 days after the transaction closing date (the purchase period), each of the AOE issuers expects to use the proceeds from the issuance of the AOE notes to acquire from the sellers beneficial interests in asset owning entities (AOEs) that directly or indirectly own in the aggregate 20 aircraft and their related leases. In exchange for the sale of their ownership interests in the AOEs, the sellers will receive a portion of the AOE note issuance proceeds and the E notes from the AOE issuers.

RATINGS RATIONALE

The provisional ratings of the notes are based on (1) the results of Moody's quantitative modeling analyses, including sensitivity analyses with respect to certain model assumptions, (2) the initial and expected Moody's assumed cumulative loan-to-value (Moody's CLTV) ratios for each class of notes, using Moody's assumed value (MAV) of the aircraft portfolio to be securitized, (3) the credit quality of the underlying aircraft portfolio, their related initial and subsequent leases and their expected performance, (4) the transaction structure and priority of payments, (5) the ability, experience and expertise of Merx as the servicer of the assets to be securitized, and (6) qualitative considerations for risks related to asset diversity as well as legal, operational, jurisdiction, data quality, bankruptcy remoteness, and ESG (environmental, social and governance) risks, among others. The provisional ratings also consider the heightened risk and continued global economic disruption resulting from the COVID-19 pandemic.

The class A, B, and C notes have a Moody's initial CLTV ratio of around 72.7%, 85.3% and 94.0%, respectively, using the MAV of the aircraft portfolio to be securitized. The MAV reflects the minimum of several third-party appraisers' initial half-life current market values, adjusted by the appraised maintenance adjustment from Alton Aviation Consultancy Ireland Limited (Alton). Moody's CLTV ratio reflects the loan-to-value ratio of the combined amounts of each class of notes and the classes that are senior to it. Moody's CLTV ratios do not reflect Alton's projected end of lease (EOL) payments due from most of the airlines when their leases expire. Moody's initial CLTV ratios of each class of notes would be five to seven percentage points lower after reflecting the credit that it ascribed to the aggregate projected EOL payments, assuming no EOL payments leak to the E notes.

Unless otherwise noted, all percentages below represent a percentage of the portfolio MAV.

Key credit strengths of the transaction include (1) mostly strong leasing assets, (2) strong initial contractual cash flows from lessees of relatively strong credit quality, (3) limited lease maturities through 2023, and 65% after the anticipated repayment date (ARD) in 2028, reducing exposure to near-term COVID-19-related re-leasing risks, and (4) large EOL payments that will bolster transaction cash flows.

Key credit challenges of the transaction include (1) improving, albeit still-challenging, commercial aviation industry that heightens asset risks, (2) volatility in aircraft values and lease rates, (3) potential adverse changes in portfolio composition and concentration, (4) potential large maintenance expenses upon lessee default, (5) unrated servicer, (6) novation and acquisition risk, and (7) leakage of cash flows to the E notes. In assessing the impact of the credit challenges on the transaction, Moody's considered the various mitigants to the risks and performed sensitivity analyses in its quantitative modeling.

CREDIT QUALITY OF UNDERLYING AIRCRAFT

The aircraft portfolio to be securitized is stronger than most aircraft lease ABS pools with limited risk layering. The pool includes a relatively homogeneous mix of relatively young, highly liquid narrowbody aircraft (83%). The aircraft are leased to 12 lessees of relatively strong credit quality, mostly domiciled in the US and developed Europe. The WA remaining term of the leases is nine years, longer than the seven-year ARD and that of pools backing most aircraft lease ABS issued since 2017. The mostly long leases to relatively strong lessees should support strong contractual cash flows through the pandemic and beyond the ARD and decrease the deal's exposure to re-leasing risk.

Highly liquid, narrowbody aircraft less than nine years in age comprise 83% of the portfolio to be securitized, of which 48% are new technology A220s, A320neos and a B737MAX less than three years in age and 35% are current technology A320-200s and B737-800s six to nine years in age. These narrowbody aircraft are strong leasing assets owing to their large diversified installed or expected operator bases. The portfolio contains no widebody passenger aircraft. The remaining two aircraft are widebody freighters (17%), which will benefit from continued strong demand for air cargo. The high proportion of relatively young aircraft in the pool, with a WA age of 5.8 years (4.2 years excluding the freighters), that Moody's expects will be in service for at least 16 years on average will provide a strong source of cash flows to repay the notes and allow the transaction more time to recover from unexpected declines in cash flows owing to temporary market disruptions.

The pool consists of 10% young-midlife aircraft. Risks typically associated with mid-life aircraft include diminished re-leasing prospects, higher volatility in values, technological obsolescence and higher costs related to ongoing maintenance.

CREDIT QUALITY OF INITIAL LEASES AND LESSEES

Around 89% of the aircraft are subject to leases that will expire after 2023, when Moody's expects a recovery in global air travel demand to pre-pandemic (2019) levels, protecting the transaction from COVID-19-related re-leasing risks unless lessees default.

The relatively long initial leases to initial lessees of relatively strong credit quality will provide a strong and steady source of cashflow to the transaction. Around 88% of the initial contractual lease rent comes from airlines that are rated or have credit estimates (CE), with a WA rating or CE of Ba3. Around 45% of the initial contracted rent comes from four airlines that Moody's rates: Delta Air Lines, Inc. (Baa3 negative), Wizz Air (Baa3 negative), Spirit Airlines, Inc. (B1 negative) and Gol Linhas Aereas Inteligentes S.A. (B3 stable). Around 64% of the aircraft are leased to initial lessees domiciled in the US and developed Europe. As of 15 May 2021, only one initial lessee had due but unpaid scheduled lease payments under its second COVID-19-related deferral agreement.

Noteholders will benefit from EOL payments received from certain lessees at the end of their leases, provided the lessee is performing, which will accelerate the pay down of the notes. Alton projects aggregate EOL payments of $125 million from the initial leases at lease expiry, or 23% of the aggregate note balance. In its analysis, Moody's reduced the projected EOL payments to account for (1) the potential volatility in Alton's projected EOL amounts owing to uncertainty around utilization of the aircraft during the lease terms, (2) the projected costs required to ensure that the maintenance condition of the plane is sufficient to attract a subsequent lessee at reasonable terms, (3) the possibility that some aircraft may be sold prior to the end of their leases and therefore the notes will not receive the related EOL payments, and (4) the probability of lessee defaults prior to lease expiry.

STRENGTH OF TRANSACTION STRUCTURE

The MAPS 2021-1 transaction structure is similar to pre-COVID aircraft lease ABS transaction structures, except that it has DSCR triggers for cash trap and cash sweep that have a shorter look back period of three-months, which will allow the transaction to respond faster to performance deterioration.

Similar to other aircraft lease ABS transactions, the pro-rata payments among the classes of notes and the E notes limits de-leveraging of the notes prior to the ARD, assuming no rapid amortization event is occurring. In contrast, deals in most ABS asset classes generally have stronger structures that preclude the erosion of credit enhancement through maintaining credit enhancement levels without trigger breaches.

Prior to the ARD, assuming no rapid amortization event is occurring, a disproportionate share of collections will be paid to the class C notes owing to their faster scheduled amortization, compared with that of the class A and class B notes, and collections in excess of the scheduled note payments will be diverted to the E notes. Owing to the pro-rata payment structure, EOL payments and aircraft sales proceeds will accelerate debt amortization, and except for (1) certain amounts earned on the disposition of aircraft, including the greater of (a) 5% of the debt associated with an aircraft that is sold or (b) 5% of the leverage-adjusted net sales proceeds of an aircraft that is sold, and (2) 5% multiplied by the pro-rata percentage of a series multiplied by the EOL payments collected from an asset, will not result in any de-leveraging of the notes. The immediate debt acceleration will be partially offset by reduced future scheduled principal payments on the notes through the ARD. Any aircraft sales proceeds or EOL payments received after the ARD will be fully utilized to delever the notes. Around 75% of the EOL payments are tied to leases expiring after the ARD.

The risks posed by the pro-rata structure are mitigated by (1) the lower initial CLTVs of the notes, compared with most ABS backed by young aircraft portfolios, (2) the strong contractual cash flows, and (3) the likely decreasing CLTVs over time owing to the slower aircraft portfolio value depreciation, compared with scheduled note amortization. In addition, a strong recovery in the commercial aviation industry would enhance the CLTVs if aircraft values were to recover meaningfully. Also, if aircraft are sold, the noteholders can receive at least 105% of the outstanding debt associated with that aircraft. Moreover, performance triggers that result in a full cash sweep reduce the negative impact of the pro-rata structure.

NOVATION AND ACQUISITION RISK

At transaction closing, the AOE issuers will not have an interest in the AOEs that directly or indirectly own the aircraft collateral securing the AOE notes, and therefore, the transaction will be exposed to the risk that the AOE issuers do not acquire the ownership interests in certain of the AOEs during the 270-day purchase period. The relatively homogeneous, young, highly liquid aircraft portfolio of relatively strong quality mitigates the risk of aircraft not being delivered during the purchase period, resulting in a weaker and more volatile asset mix with higher concentrations. In addition, the conditions for the seller to substitute a replacement aircraft for an undelivered aircraft during the purchase period mitigate the risk of adverse changes in the portfolio.

On the closing date, the sellers will indirectly own or have interests in the AOEs that directly or indirectly own 18 of the 20 aircraft in the portfolio. The sellers will cause the AOEs to be transferred to MAPS Ireland and MAPS US by beneficial interest transfers or membership interest transfers, respectively, during the purchase period in exchange for the AOE note issuance proceeds and the E notes, which will be held by the sellers. Since the AOE issuers will acquire the beneficial interest or membership interests of the AOEs rather than title to the aircraft, the leases will not need to be novated, and aircraft acquisition will be less complex. Lessee involvement will likely be limited to executing a standard acknowledgment of assignment and updating the insurance certificate. Lessee involvement will likely be limited to executing a standard acknowledgment of assignment and updating the insurance certificate.

As of 15 May 2021, two A320neos (16%) subject to existing leases to S7 Airlines were not yet owned by the applicable seller or its affiliates acquired by the applicable AOE. The sellers recently entered into a purchase agreement to acquire, from a third-party, the beneficial interest in these two aircraft. The airline must enter into novation agreements and ancillary documents. The Issuer Group expects to acquire the beneficial interest in the aircraft during the purchase period. In its cash flow analyses, Moody's considered scenarios in which it assumed certain AOEs and/or related planes, including the two A320neos, were not acquired during the purchase period.

QUANTATIVE MODELING ASSUMPTIONS

Moody's initial assumed value: Moody's initial assumed maintenance-adjusted current market value (MAV) of the aircraft portfolio is $574.6 million. The MAV of each asset is equal to (A) the minimum of (i) the average of three half-life current market value (CMV) appraisals for each asset provided by sponsor-selected third-party appraisal firms (AVITAS, Inc., IBA Group Limited and Morten, Beyer & Agnew, Inc.) and (ii) the minimum of two half-life CMV appraisals for each asset from two independent third-party appraisal firms that Moody's traditionally uses, plus (B) Alton's maintenance adjustment for the asset as of May 2021. All half-life CMV appraisals are as of as of first-quarter 2021. Alton's aggregate maintenance adjustment was only $7.7 million as of May 2021, or 1.3% of the portfolio MAV. The MAV is 9% lower than the average of the three maintenance-adjusted half-life base values provided by the sponsor.

Lessee defaults: Moody's inferred the probability of default of each initial airline using either its (1) actual credit rating where available (45% of the initial contracted lease rent with a WA rating of around Ba1), (2) credit estimate where available (43% of the initial contracted lease rent with a WA credit estimate of around B2), after applying required notching downward in accordance with Moody's Approach to Using Credit Estimates in Its Rating Analysis, March 2020, or (3) Caa1 (12% of the initial contracted rent), which reflects the weakened credit quality of the global airline industry owing to COVID-19. Moody's assumed default risk consistent with a B3 rating for subsequent lessees. When a lessee renews an existing lease, Moody's assumes no change in the credit quality of the lessee.

Out-of-production adjustment: 12 years for the new technology A220s, A320neos and B737MAX; 24 months for the current technology A320-200 and B737-800; 10 years for the B777F; and 0 years for the B747-400F.

EOL payments: Moody's assumed a 40% haircut to Alton's projected EOL payments at lease expiry, prior to further reductions related to the probability of lessee default prior to lease expiry.

Payment deferrals: Moody's assumed that 25% of the lease rent under leases to airlines in Southeast Asia and Latin America (21%) was deferred until the end of 2022, reflecting current market conditions in those regions, and 75% of the deferred rent was recovered in 2023. Additionally, Moody's cash flow modeling analyses reflects the current reduced rent that one lessee is paying under a deferral agreement.

Recession timing: Moody's typically assumes a downturn occurs once every 10 years and lasts for three years, roughly consistent with historical experience. Consequently, in Moody's analysis, a typical aircraft lease securitization will experience two or three downturns prior to legal maturity.

Remarketing and repossession periods: For the return of an aircraft at lease expiry, Moody's assumes aircraft downtime of five months outside of a recession and eight months during a recession. For a lease default and aircraft repossession, Moody's assumes aircraft downtime of eight months outside of a recession and 11 months during a recession.

Please see "Moody's Global Approach to Rating Securities Backed by Aircraft and Associated Leases," July 2020, for the indicative model assumptions that are not mentioned above.

ESG CONSIDERATIONS

Environmental risk

The environmental risk for this transaction is moderate, though lower than most aircraft lease ABS transactions. Current and future carbon and air emission regulations for aircraft could make older and fuel inefficient aircraft more expensive to operate or require retrofits that may make them even less attractive to airlines, reducing demand for these aircraft. The lower demand could negatively affect both the values and lease rates of aged aircraft and relegate older aircraft to airlines with lower credit quality or those operating in jurisdictions where regulations have not been implemented. The transaction has a long legal final maturity and is therefore likely to be exposed to regulatory changes. However, the relatively young pool of mostly highly liquid narrowbody aircraft (83%), of which 48% are new technology models that are the most fuel-efficient, mitigates these environmental risks.

Social risk

The social risk for this transaction is moderate. Aircraft lease ABS are exposed to social risks that could decrease demand for aircraft, reducing the revenue available to repay the notes. Demographic shifts can affect air travel demand, and in turn aircraft values and lease rates. Health pandemics, such as the current COVID-19 pandemic, could result in a sharp decline in air travel demand growth, reducing the demand for aircraft or weakening the credit profiles of the airlines that are lessees in the securitization.

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 corporate assets from a gradual and unbalanced recovery in U.S. economic activity.

We regard the coronavirus outbreak as a social risk under our ESG framework, given the substantial implications for public health and safety.

Governance risk

This securitization's governance risk is moderate and typical of other aircraft lease transactions in the market. As described in our publication "Governance considerations are a key determinant of credit quality for all issuers," September 2019, we examine five governance considerations in our analysis as described below.

1) Financial strategy and risk management -- this transaction limits the ability of MAPS, and the AOE issuers and their respective subsidiary AOEs to engage in activities other than the ones related to the underlying assets and this transaction, including in respect of the issuance of additional notes and other actions.

2) Management credibility and track record -- while Moody's does not rate the sponsor and servicer, the legal structure and documentation of the transaction mitigates the governance risk.

3) The organizational/transaction structure -- MAPS is structured as a bankruptcy remote statutory trust and the AOE Issuer Group Members are structured as bankruptcy remote special purpose entities that could have misalignment of interests among the transaction parties, and specifically between the holders of the E notes and the note holders. The AOE issuers' Boards initially will have a majority of directors affiliated with the Merx Group. The majority of each Board (including the independent director) could approve certain actions, such as aircraft sales, that could be disadvantageous to noteholders in order to unlock the equity.

4) The board structure -- includes a Board for each AOE issuer, each with one independent director that makes decisions that will maximize the value of the collateral, such as engaging a successor servicer upon termination of the servicer and selling aircraft, as well as an independent managing agent, trustee and paying agent. However, the requirement for the independent director is somewhat weaker than those of most transactions in other asset classes that we rate.

5) Compliance and reporting -- Moody's considered the sufficiency and frequency of this securitization's reporting in the form of servicing reports and other reports.

In addition, the servicer may have potential conflicts of interest in servicing the aircraft portfolio to be securitized because it also services the Merx Group's aircraft portfolio and the aircraft portfolios backing MAPS 2018-1 and MAPS 2019-1. However, the servicer covenants not to discriminate among the securitization assets and the other assets it owns or manages, partially mitigating this governance risk.

PRINCIPAL METHODOLOGY

The principal methodology used in these ratings was "Moody's Global Approach to Rating Securities Backed by Aircraft and Associated Leases" published in July 2020 and available at https://www.moodys.com/researchdocumentcontentpage.aspx?docid=PBS_1232482. Alternatively, please see the Rating Methodologies page on www.moodys.com for a copy of this methodology.

Factors that would lead to an upgrade or downgrade of the ratings:

Up

Factors that could lead to an upgrade of the ratings on the notes are (1) collateral cash flows that are significantly greater than Moody's initial expectations and (2) a significant improvement in the credit quality of the airlines leasing the aircraft. Moody's updated expectations of collateral cash flows may be better than its original expectations because of a lower frequency of lessee defaults, a recovery in aircraft values and lease rates owing to stronger global air travel demand, lower than expected depreciation in the value of the aircraft that secure the lessees' promise of payment under the leases, higher than expected aircraft disposition proceeds, and higher than expected EOL payments at lease expiry that are used to prepay the notes. As the primary drivers of performance, positive changes in the condition of the global commercial aviation industry could also affect the ratings.

Down

Factors that could lead to a downgrade of the ratings on the notes are (1) collateral cash flows that are materially below Moody's initial expectations and (2) a significant decline in the credit quality of the airlines leasing the aircraft. Other reasons for worse-than-expected transaction performance could include poor servicing of the assets, for example aircraft sales disadvantageous to noteholders, or error on the part of transaction parties. Moody's updated expectations of collateral cash flows may be worse than its original expectations because of a higher frequency of lessee defaults, greater than expected depreciation in the value of the aircraft that secure the lessees' promise of payment under the leases, owing to weak global air travel demand, lower than expected aircraft disposition proceeds, and lower than expected EOL payments received at lease expiry. Transaction performance also depends greatly on the strength of the global commercial aviation industry.

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.

Further information on the representations and warranties and enforcement mechanisms available to investors are available on http://www.moodys.com/researchdocumentcontentpage.aspx?docid=PBS_1285932.

The analysis relies on a Monte Carlo simulation that generates a large number of collateral loss or cash flow scenarios, which on average meet key metrics Moody's determines based on its assessment of the collateral characteristics. Moody's then evaluates each simulated scenario using model that replicates the relevant structural features and payment allocation rules of the transaction, to derive losses or payments for each rated instrument. The average loss a rated instrument incurs in all of the simulated collateral loss or cash flow scenarios, which Moody's weights based on its assumptions about the likelihood of events in such scenarios actually occurring, results in the expected loss of the rated instrument.

Moody's quantitative analysis entails an evaluation of scenarios that stress factors contributing to sensitivity of ratings and take into account the likelihood of severe collateral losses or impaired cash flows.

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.

Tracy Rice
VP - Senior Credit Officer
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

Karen Ramallo
Senior Vice President/Manager
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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