Please Note
We brought you to this page based on your search query. If this isn't what you are looking for, you can continue to Search Results for ""
The maximum number of items you can export is 3,000. Please reduce your list by using the filtering tool to the left.
Close
Close
Email Research
Recipient email addresses will not be used in mailing lists or redistributed.
Recipient's
Email

Use semicolon to separate each address, limit to 20 addresses.
Enter the
characters you see
Close
Email Research
Thank you for your interest in sharing Moody's Research. You have reached the daily limit of Research email sharings.
Close
Thank you!
You have successfully sent the research.
Please note: some research requires a paid subscription in order to access.
Already a customer?
LOG IN
Don't want to see this again?
REGISTER
OR
Accept our Terms of Use to continue to Moodys.com:

PLEASE READ AND SCROLL DOWN!

 

By clicking “I AGREE”, you indicate that you understand and intend these terms and conditions to be the legal equivalent of a signed, written contract and equally binding, and that you accept such terms and conditions as a condition of viewing any and all Moody’s information that becomes accessible to you (the “Information”). References herein to “Moody’s” include Moody’s Corporation. and each of its subsidiaries and affiliates..

 

Terms of One-Time Website Use

 

1.             Unless you have entered into an express written contract with www.moodys.com to the contrary and/or agreed to the Terms of Use at www.moodys.com or ratings.moodys.com, you agree that you have no right to use the Information in a commercial or public setting and no right to copy it, save it, print it, sell it, or publish or distribute any portion of it in any form.                   

 

2.             CREDIT RATINGS AND MOODY’S MATERIALS FOUND ON WWW.MOODYS.COM OR SITES OTHER THAN RATINGS.MOODYS.COM MAY NOT BE DISPLAYED IN REAL TIME. FOR REAL-TIME DISPLAYS OF CREDIT RATINGS AND OTHER INFORMATION REQUIRED TO BE DISCLOSED BY MIS PURSUANT TO APPLICABLE LAW OR REGULATION, PLEASE USE RATINGS.MOODYS.COM.           

 

3.             You acknowledge and agree that Moody’s credit ratings: (i) are current opinions of the future relative creditworthiness of securities and address no other risk; and (ii) are not statements of current or historical fact or recommendations to purchase, hold or sell particular securities. Moody’s credit ratings and publications are not intended for retail investors, and it would be reckless and inappropriate for retail investors to use Moody’s credit ratings and publications when making an investment decision. No warranty, express or implied, as the accuracy, timeliness, completeness, merchantability or fitness for any particular purpose of any Moody’s credit rating is given or made by Moody’s in any form whatsoever.

 

4.             To the extent permitted by law, Moody’s and its directors, officers, employees, representatives, licensors and suppliers disclaim liability for: (i) any indirect, special, consequential, or incidental losses or damages whatsoever arising from or in connection with use of the Information; and (ii) any direct or compensatory damages caused to any person or entity, including but not limited to by any negligence (but excluding fraud or any other type of liability that by law cannot be excluded) on the part of Moody’s or any of its directors, officers, employees, agents, representatives, licensors or suppliers, arising from or in connection with use of the Information.     

 

5.             You agree to read and be bound by the more detailed disclosures regarding Moody’s ratings and the limitations of Moody’s liability included in the Information.​​​

 

6.             You agree that any disputes relating to this agreement or your use of the Information, whether in contract, tort, statute or otherwise, shall be governed by the laws of the State of New York and shall be subject to the exclusive jurisdiction of the courts of the State of New York located in the City and County of New York, Borough of Manhattan.​​​

I AGREE
Rating Action:

Moody's takes rating actions on 16 US banks following update to Banks methodology

12 Jul 2021

New York, July 12, 2021 -- Moody's Investors Service, (Moody's) has today taken rating actions on 16 US banks. The rating actions were driven by revisions to Moody's Advanced Loss Given Failure (Advanced LGF) analysis, which is applied to banks operating in jurisdictions with Operational Resolution Regimes, following the publication of Moody's updated Banks methodology on 9 July 2021. The methodology is available at this link: https://www.moodys.com/researchdocumentcontentpage.aspx?docid=PBC_1269625

A full list of affected ratings and assessments can be found at the end of this press release.

A separate rating announcement for U.S. Bancorp can be found here: https://www.moodys.com/research/--PR_449254.

A separate rating announcement for TD Bank US Holding Company can be found here: https://www.moodys.com/research/--PR_447748.

All other US banks were unaffected by today's rating actions and the update of the Banks methodology.

RATINGS RATIONALE

Today's rating actions on 16 US banks and branches were driven by revisions to the Advanced Loss Given Failure (LGF) analysis within Moody's updated Banks methodology.

Certain ratings and outlooks were impacted by revised notching guidance table thresholds at lower levels of subordination and volume in the liability structure. For US banks that are subsidiaries of overseas parents, the rating actions also reflect Moody's view that group-wide resolutions coordinated in a unified manner will be more common following the requirement to issue internal loss-absorbing capacity (ILAC), leading to a likely transfer of losses from subsidiaries to parents at the point of failure. For banks that are subsidiaries of international parents and subject to ILAC requirements, the rating actions reflect the required and expected issuance of such instruments.

RATINGS RATIONALE FOR INDIVIDUAL BANKS

- Bank of the West

The ratings affirmation reflects Moody's expectation that Bank of the West will not be resolved in a unified manner alongside its overseas parent, BNP Paribas (BNPP, long-term senior unsecured Aa3 stable, baseline credit assessment (BCA) baa1). Moody's has not altered its rating approach for Bank of the West in response to the methodology change, other than applying the revised notching guidance table thresholds. Its Advanced LGF analysis does not include the internal loss absorbing capacity (ILAC) issued by the US intermediate holding company, BNP Paribas USA Inc. (BNPP USA), to BNPP. The perimeter for this analysis remains that of Bank of the West, as opposed to that of BNPP USA and Moody's continues to apply a 13% loss rate in its Advanced LGF analysis of the bank, consistent with other US regional banks that are subject to Title I resolution. This approach differs from most other US banking subsidiaries with foreign ownership.

Bank of West has a two-notch differential in standalone BCA with its parent, reflecting its stronger standalone credit fundamentals and taking into consideration that its operations are distinct and independently funded, and reflecting the fact that it operates in different geographies from BNPP, including BNPP's other US businesses. Bank of the West operates a commercial and retail bank in the western US, with very little client overlap with its parent. Moody's views Bank of the West's correlation and potential contagion risk with its parent as low. This also results in ratings and assessments receiving no uplift for affiliate support from the bank's ownership by BNPP, although Moody's still assumes a high probability of affiliate support from BNPP.

- Capital One Financial Corporation

Moody's upgraded certain ratings for Capital One Financial Corporation's two banking subsidiaries. Capital One Bank (USA), N.A.'s and Capital One, N.A.'s senior unsecured bank note program and subordinate bank note program ratings were upgraded to (P)A3 from (P)Baa1 and their issuer ratings and senior unsecured ratings to A3 from Baa1. The subordinate rating of Capital One Bank (USA), N.A. was also upgraded to A3 from Baa1. These ratings were upgraded by one notch, as under Moody's Advanced LGF analysis they are now rated in line with the banks' BCAs, which better captures the risk characteristics of these classes of debt following the rating agency's revised view around the distribution of losses post failure.

- City National Bank

The upgrade of City National Bank's issuer and dated subordinated bank debt ratings to A2 from A3 reflects Moody's expectation that the bank will be resolved in a unified manner alongside its Canadian parent, Royal Bank of Canada (RBC, LT deposits Aa2 stable/LT junior senior unsecured debt A2 stable, BCA a3). Moody's has also revised its loss rate assumption for City National Bank to 8% from 13%, reflecting the rating agency's view that a group-wide resolution coordinated in a unified manner would also result in a more orderly going-concern resolution for City National Bank. The rating agency believes that the inclusion of the internal loss absorbing capacity (ILAC) issued by the US intermediate holding company to its parent in its Advanced LGF analysis will result in a further one notch of support uplift to the issuer rating and dated subordinated bank debt rating, due to the greater levels of protection afforded to the bank's senior creditors.

Moody's has not reduced its expectation of a high probability of affiliate support for City National Bank from its parent because it believes that the presence of ILAC is additive to any extraordinary support the bank might receive from its parent prior to the point of failure.

- Deutsche Bank Trust Corporation

The rating action reflects Moody's expectation that Deutsche Bank Trust Corporation and its rated subsidiaries, including Deutsche Bank Trust Company Americas (DBTCA), will be resolved in a unified manner alongside Deutsche Bank AG (long-term deposit A3, long-term senior unsecured A3, BCA ba1, review for upgrade). This has different implications for DBTCA's various rated obligations.

The baa1 standalone BCAs and adjusted BCAs of DBTCA and its sister trust companies were placed on review for downgrade. During the review, Moody's will reassess the intrinsic financial strength of Deutsche Bank Trust Corporation and its rated subsidiaries, and the role that these entities will play in the execution of the broader Deutsche Bank group's strategy to evaluate the appropriateness of the current three-notch differential between the BCAs of the US entities and Deutsche Bank AG. Moody's has indicated that the notching gap between the BCAs of entities within same banking groups that are subject to unified resolution should typically not be wider than one notch.

During the review Moody's will examine Deutsche Bank's group resolution plan to determine the US resolution perimeter, the possible inclusion of internal loss absorbing capacity outstanding at DB USA Corporation and the loss rate applied in its Advanced LGF analysis for Deutsche Bank Trust Corporation. The outcome of this analysis will likely lead to different implications for different creditors of Deutsche Bank Trust Corporation.

The Baa2 long-term issuer rating of Deutsche Bank Trust Corporation, the Baa1/Prime-2 Counterparty Risk Ratings and the assessments of DBTCA and its sister trust companies were placed on review for upgrade, whereas the A2 long-term deposit and Prime-1 short-term deposit ratings of DBTCA and its sister trust companies were placed on review for downgrade. If a downgrade of DBTCA's BCA is limited to one notch, this would likely lead to the confirmation of the A2 long-term deposit and Prime-1 short-term deposit ratings of DBTCA and its sister trust companies. Moody's expects to conclude its review at the same time as the completion of the review of the ratings of Deutsche Bank AG.

- Discover Financial Services

Moody's has taken rating actions on certain ratings for Discover Bank, the banking subsidiary of Discover Financial Services. Discover Bank's long-term subordinate rating of Baa2 was upgraded by one notch, as under Moody's Advanced LGF analysis it is now rated in line with its standalone BCA, which better captures the risk characteristics of this class of debt following the rating agency's revised view around the distribution of losses post failure. Additionally, due to the aforementioned rating upgrade, the long term and short term deposit ratings of the bank were placed on review for downgrade as a result of potential shifts in the management of the capital structure.

- Fifth Third Bancorp

Moody's has upgraded certain bank-level ratings for Fifth Third Bancorp. Fifth Third Bank, National Association's and MB Financial Bank, N.A.'s long-term subordinated debt ratings were upgraded by one notch to A3 from Baa1, as under Moody's Advanced LGF analysis they are now rated in line with the bank's standalone BCA. In the same rating action, Moody's downgraded the long-term bank deposit ratings to A1 from Aa3, which is two notches above the BCA. These rating levels better capture the risk characteristics of these classes of debt and deposits following the rating agency's revised view around the distribution of losses post failure.

- HSBC USA

Moody's has confirmed the long-term deposit rating, counterparty risk rating, and senior unsecured debt ratings of HSBC Bank USA, N.A. at Aa3, confirmed the commercial paper rating of HSBC USA Inc. at Prime-1, and placed on review for upgrade the subordinated debt rating of HSBC Bank USA, N.A. and all long-term ratings of HSBC USA Inc. (including the A3 rating on subordinated debt issued by Republic New York Corporation).

The rating action reflects Moody's expectation that HSBC Bank USA, N.A. and HSBC USA Inc. will be resolved in a unified manner alongside their immediate parent HSBC North America Holdings Inc. (HNAH) and their ultimate parent HSBC Holdings plc (A3 stable).

To reflect this, the rating agency has revised its Advanced LGF analysis to include the instruments issued directly or indirectly by HNAH to HSBC Holdings plc to comply with regulatory requirements for internal loss absorbing capacity (ILAC) as well as to include all tangible banking assets under HNAH within HSBC USA's resolution perimeter. Moody's has also revised its firmwide loss rate assumption for HSBC USA to 8% from 13%, reflecting the rating agency's view that a group-wide resolution coordinated in a unified manner would also result in a more orderly going-concern resolution for HSBC USA.

HSBC USA's ratings had previously been on review for downgrade, reflecting the impact of a lower adjusted BCA following the downgrade of HSBC Holdings plc, as well as uncertainty over the potential impact which the bank's recently announced exit from the US mass market retail business could have on HSBC USA's levels of unsecured long-term debt outstanding.

However, with the inclusion of the ILAC issued by HNAH in the Advanced LGF analysis, as well as the reduced firmwide loss rate assumption, Moody's has concluded that any likely further change in debt levels resulting from the exit from US mass market retail business is unlikely to reduce the protection afforded to the bank's depositors and creditors sufficient to lead to a downgrade of those ratings. This was the rationale for the confirmation of the Aa3 long-term counterparty risk rating, deposit rating, senior unsecured debt, and issuer ratings and the Aa3(cr) long-term counterparty risk assessment for HSBC Bank USA, N.A., as well as the confirmation of HSBC USA Inc's Prime-1 commercial paper rating.

The review for upgrade on the subordinated debt at HSBC Bank USA, N.A. and all of the long-term ratings of HSBC USA Inc. reflects the potential for further uplift to those more junior ratings under Moody's revised Advanced LGF analysis. This would depend upon the extent of any reduction in tangible banking assets following the exit from the US mass market retail business as well as the extent to which HNAH choses to redeem any ILAC outstanding in excess of its regulatory requirements, which Moody's will assess during the review period.

- Huntington Bancshares Incorporated

The subordinated debt of TCF National Bank was assumed by Huntington National Bank, the banking subsidiary of Huntington Bancshares Incorporated, through its acquisition of TCF that closed on 9 June 2021. The review for upgrade on the subordinated debt ratings for TCF National Bank and FirstMerit Bank, N.A. will consider any future balance sheet changes following the merger and the resulting levels of subordination and volume in the liability structure of Huntington that could affect the bank-level subordinated debt ratings. In the same rating action, Moody's downgraded Huntington's long-term bank deposit ratings to A1 from Aa3, which is two notches above the BCA and changed the outlook to stable from negative.

Moody's also affirmed the bank's issuer and long-term senior unsecured ratings at A3, in line with the bank's standalone BCA and changed the rating outlook on these ratings to stable from negative. These ratings now better capture the risk characteristics of these classes of debt and deposits following the agency's revised view around the distribution of losses post failure.

- JPMorgan Chase & Co.

The outlook on senior debt of JP Morgan Chase & Co (JPM) was changed to positive from stable. The preliminary rating assessment of JP Morgan Chase senior debt, as indicated by Moody's updated Advanced LGF analysis, increased by one notch as of 31 March 2021. However, the sustainability of the current levels of volume and subordination that would underpin JPM's senior debt rating at a higher rating level is uncertain in the context of expected balance sheet growth and the Federal Reserve's indication that it is considering modifying its supplementary leverage ratio requirements, which may reduce JPM's need to issue long-term debt.

While the Federal Reserve's current rules would likely require JPM to maintain the current levels of volume and subordination for its holding company senior debt, that would indicate that an upgrade to A1 from A2 may be appropriate, greater clarity on what changes the Federal Reserve might make and their impact on JPM's senior debt volumes is required before the ratings can be considered for upgrade.

- KeyCorp

KeyBank National Association's long-term bank deposit ratings were downgraded to A1 from Aa3, as under Moody's revised Advanced LGF analysis they are now rated two notches above the bank's standalone BCA. These ratings better capture the risk characteristics of these classes of debt and deposits following the rating agency's revised view around the distribution of losses post failure.

- MUFG Americas Holdings Corporation

MUFG Union Bank, N.A. is the bank subsidiary of MUFG Americas Holdings Corporation (collectively "MUAH"), the intermediate holding company for the US operations of its parent, Mitsubishi UFJ Financial Group, Inc. ("MUFG", senior unsecured A1 stable). Moody's does not expect that MUAH will be resolved in a unified manner alongside its overseas parent because MUFG is headquartered in Japan, which the rating agency does not view as an Operational Resolution Regime. Nonetheless, the rating agency believes that the inclusion of the internal loss absorbing capacity (ILAC) issued by MUAH to its parent in its Advanced LGF analysis will result in a further one notch of support to the bank's senior unsecured and subordinated creditors reflecting the greater levels of protection afforded to those debt classes. The upgrade of the long-term senior unsecured ratings resulted in the upgrade of the bank's short-term bank note program to (P)Prime-1 from (P)Prime-2. Moody's has not reduced its expectation of a very high probability of affiliate support, because it believes that the presence of ILAC is additive to any extraordinary support the bank might receive from its parent prior to the point of failure.

- PNC Financial Services Group, Inc.

Moody's has downgraded the long-term bank deposit ratings of PNC Bank, N.A. and BBVA USA to Aa3 from Aa2, as under Moody's Advanced LGF analysis the deposits are now rated two notches above the banks' a2 standalone BCAs. The outlooks on the deposit ratings were changed to stable from negative. In the same action, Moody's affirmed the banks' issuer and senior unsecured ratings at A2, in line with the banks' BCAs, and affirmed the A2 senior unsecured rating of National City Bank. The outlooks on the issuer and senior unsecured ratings were change to stable from negative. These ratings better capture the risk characteristics of these classes of debt and deposits following the agency's revised view around the distribution of losses post failure.

- Truist Financial Corporation

Truist Bank's long-term subordinated debt rating of A2 was upgraded by one notch from A3, as under Moody's Advanced LGF analysis they are now rated in line with the bank's a2 standalone BCA. In the same rating action, Moody's downgraded the long-term bank deposit rating to Aa3 from Aa2, which is two notches above the BCA. These ratings better capture the risk characteristics of these classes of debt and deposits following the rating agency's revised view around the distribution of losses post failure.

- Wells Fargo & Company

The upgrades to A1 from A2 of Wells Fargo & Company's senior debt rating, and of the senior debt ratings of Wells Fargo Finance LLC and Wells Fargo Canada Corporations, two subsidiaries whose outstanding debt is guaranteed by the parent, better capture the risk characteristics of this debt class following the rating agency's revised view around the distribution of losses post failure. Moody's added that Wells Fargo's liability structure at 31 March 2021, viewed through the prism of its Advanced LGF analysis, suggests that other debt classes, including bank-level senior and subordinated debt and subordinated holding company debt, should also be upgraded. However, Moody's has not increased its ratings on those debt classes because it does not expect the respective volume and subordination levels to be sustainable over time. Indeed, the rating agency expects them to move back in line with Wells Fargo's existing ratings configuration. This will occur from a combination of reduced debt issuance and the eventual resumption of balance sheet growth, which Moody's anticipates once Wells Fargo is released from the Federal Reserve's asset cap.

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

The affected long-term deposit ratings, senior unsecured debt ratings, issuer ratings, Counterparty Risk Ratings and Counterparty Risk Assessments could be upgraded following an improvement in the standalone creditworthiness of the banks.

The long-term deposit, senior unsecured debt ratings, and issuer ratings could also be upgraded following a significant increase in the stock of more junior bail-in-able liabilities.

The affected ratings and assessments could be downgraded following a substantial deterioration in the standalone creditworthiness of the banks or following a significant reduction in the stock of bail-in-able liabilities.

LIST OF AFFECTED RATINGS

Upgrades:

..Issuer: Wells Fargo & Company

....Senior Unsecured Regular Bond/Debenture (Local Currency), Upgraded to A1 from A2, Negative

....Senior Unsecured Regular Bond/Debenture (Foreign Currency), Upgraded to A1 from A2, Negative

.LT Issuer rating, Upgrade to A1 from A2, Negative

.Senior Unsecured MTN (Local Currency), Upgraded to (P)A1 from (P)A2

.Senior Unsecured MTN (Foreign Currency), Upgraded to (P)A1 from (P)A2

.Senior Unsecured Shelf (Local Currency), Upgraded to (P)A1 from (P)A2

..Issuer: Wells Fargo Finance LLC

.Backed Senior Unsecured MTN (Local Currency), Upgraded to (P)A1 from (P)A2

....Backed Senior Unsecured Regular Bond/Debenture (Local Currency), Upgraded to A1 from A2, Negative

.Backed Senior Unsecured Shelf (Local Currency), Upgraded to (P)A1 from (P)A2

.. Wells Fargo Canada Corporation

.Backed Senior Unsecured MTN (Local Currency), Upgraded to (P)A1 from (P)A2

....Backed Senior Unsecured Regular Bond/Debenture (Local Currency), Upgraded to A1 from A2, Negative

..Issuer: MUFG Union Bank, N.A.

.Senior Unsecured Bank Note Program, Upgraded to (P)A2 from (P)A3

.Subordinate Bank Note Program, Upgraded to (P)A2 from (P)A3

.ST Bank Note Program, Upgraded to (P)P-1 from (P)P-2

.Commercial Paper, Upgraded to P-1 from P-2

.LT Issuer Rating, Upgraded to A2 from A3, Stable

....Senior Unsecured Regular Bond/Debenture (Local Currency), Upgraded to A2 from A3, Stable

..Issuer: Fifth Third Bank, National Association

.Subordinate Bank Note Program, Upgraded to (P)A3 from (P)Baa1

.... Subordinate Regular Bond/Debenture (Local Currency), Upgraded to A3 from Baa1

..Issuer: MB Financial Bank, N.A.

.... Subordinate Regular Bond/Debenture (Local Currency), Upgraded to A3 from Baa1

..Issuer: City National Bank

.LT Issuer Rating, Upgraded to A2 from A3, Stable

....Subordinate Regular Bond/Debenture (Local Currency), Upgraded to A2 from A3

..Issuer: Capital One Bank (USA), N.A.

.Senior Unsecured Bank Note Program (Local Currency), Upgraded to (P)A3 from (P)Baa1

.Subordinate Bank Note Program (Local Currency), Upgraded to (P)A3 from (P)Baa1

.LT Issuer Rating, Upgraded to A3 from Baa1, Stable

....Senior Unsecured Regular Bond/Debenture (Local Currency), Upgraded to A3 from Baa1, Stable

....Subordinate Regular Bond/Debenture (Local Currency), Upgraded to A3 from Baa1

..Issuer: Capital One, N.A.

.Senior Unsecured Bank Note Program (Local Currency), Upgraded to (P)A3 from (P)Baa1

.Subordinate Bank Note Program (Local Currency), Upgraded to (P)A3 from (P)Baa1

.LT Issuer Rating, Upgraded to A3 from Baa1, Stable

....Senior Unsecured Regular Bond/Debenture (Local Currency), Upgraded to A3 from Baa1, Stable

..Issuer: Truist Bank

.Subordinate Bank Note Program (Local Currency), Upgraded to (P)A2 from (P)A3

....Subordinate Regular Bond/Debenture (Local Currency), Upgraded to A2 from A3

..Issuer: Discover Bank

....Subordinate Regular Bond/Debenture (Local Currency), Upgraded to Baa2 from Baa3

Downgrades:

..Issuer: KeyBank National Association

.LT Deposit Note/CD Program, Downgrade to (P)A1 from (P)Aa3

.LT Bank Deposits, Downgraded to A1 from Aa3, Stable

..Issuer: PNC Bank, N.A.

.LT Bank Deposits, Downgraded to Aa3 from Aa2, Stable from Negative

..Issuer: BBVA USA

.LT Bank Deposits, Downgraded to Aa3 from Aa2, Stable from Negative

..Issuer: Fifth Third Bank, National Association

.LT Bank Deposits (Local Currency), Downgraded to A1 from Aa3, Stable

.LT Deposit Note/CD Program, Downgraded to (P)A1 from (P)Aa3

..Issuer: Truist Bank

.LT Bank Deposits (Local Currency), Downgraded to Aa3 from Aa2, Stable

..Issuer: Huntington National Bank

.LT Bank Deposits (Local Currency), Downgraded to A1 from Aa3, Stable from Negative

Affirmations:

..Issuer: JPMorgan Chase & Co.

.LT Issuer Rating Affirmed A2, Positive from Stable

.Senior Unsecured MTN (Local Currency), Affirmed (P)A2

.Senior Unsecured MTN (Foreign Currency), Affirmed (P)A2

....Senior Unsecured Regular Bond/Debenture (Local Currency), Affirmed A2, Positive from Stable

....Senior Unsecured Regular Bond/Debenture (Foreign Currency), Affirmed A2, Positive from Stable

.Senior Unsecured Shelf (Local Currency), Affirmed (P)A2

.. Bear Stearns Companies LLC. (The)

....Senior Unsecured Regular Bond/Debenture (Local Currency), Affirmed A2, Positive from Stable

.. J.P. Morgan & Co. Incorporated

....Senior Unsecured Regular Bond/Debenture (Local Currency), Affirmed A2, Positive from Stable

....Senior Unsecured Regular Bond/Debenture (Foreign Currency), Affirmed A2, Positive from Stable

.. JPMorgan Chase Financial Company LLC

.Backed Senior Unsecured MTN (Local Currency), Affirmed (P)A2

....Backed Senior Unsecured Regular Bond/Debenture (Local Currency), Affirmed A2, Positive from Stable

....Backed Senior Unsecured Regular Bond/Debenture (Foreign Currency), Affirmed A2, Positive from Stable

.Backed Senior Unsecured Shelf (Local Currency), Affirmed (P)A2

..Issuer: PNC Bank, N.A.

.LT Issuer Rating Affirmed A2, Stable from Negative

....Senior Unsecured Regular Bond/Debenture (Local Currency), Affirmed A2, Stable from Negative

.Senior Unsecured Bank Note Program, Affirmed (P)A2

..Issuer: BBVA USA

.LT Issuer Rating Affirmed A2, Stable from Negative

....Senior Unsecured Regular Bond/Debenture (Local Currency), Affirmed A2, Stable from Negative

.Senior Unsecured Bank Note Program, Affirmed (P)A2

..Issuer: National City Bank

....Senior Unsecured Regular Bond/Debenture (Local Currency), Affirmed A2, Stable from Negative

..Issuer: Bank of the West

.Adjusted Baseline Credit Assessment, Affirmed a2

.Baseline Credit Assessment, Affirmed a2

.LT Counterparty Risk Assessment, Affirmed A1(cr)

.ST Counterparty Risk Assessment, Affirmed P-1(cr)

.LT Counterparty Risk Rating (Local Currency), Affirmed A2

.LT Counterparty Risk Rating (Foreign Currency), Affirmed A2

.ST Counterparty Risk Rating (Local Currency), Affirmed P-1

.ST Counterparty Risk Rating (Foreign Currency), Affirmed P-1

.LT Issuer Rating Affirmed A3, Stable

.LT Bank Deposits (Local Currency), Affirmed Aa3, Stable

.ST Bank Deposits (Local Currency), Affirmed P-1

..Issuer: Huntington National Bank

.LT Issuer Rating Affirmed A3, Stable from Negative

....Senior Unsecured Regular Bond/Debenture (Local Currency), Affirmed A3, Stable from Negative

On Review for Downgrade:

..Issuer: Deutsche Bank National Trust Company

.... Adjusted Baseline Credit Assessment, Placed on Review for Downgrade, currently baa1

.... Baseline Credit Assessment, Placed on Review for Downgrade, currently baa1

.... ST Deposit Rating (Local Currency), Placed on Review for Downgrade, currently P-1

.... LT Deposit Rating (Local Currency), Placed on Review for Downgrade, currently A2, Ratings Under Review from Stable

..Issuer: Deutsche Bank Trust Company Americas

.... Adjusted Baseline Credit Assessment, Placed on Review for Downgrade, currently baa1

.... Baseline Credit Assessment, Placed on Review for Downgrade, currently baa1

.... ST Deposit Rating (Local Currency), Placed on Review for Downgrade, currently P-1

.... LT Deposit Rating (Local Currency), Placed on Review for Downgrade, currently A2, Ratings Under Review from Stable

..Issuer: Deutsche Bank Trust Company Delaware

.... Adjusted Baseline Credit Assessment, Placed on Review for Downgrade, currently baa1

.... Baseline Credit Assessment, Placed on Review for Downgrade, currently baa1

.... ST Deposit Rating (Local Currency), Placed on Review for Downgrade, currently P-1

.... LT Deposit Rating (Local Currency), Placed on Review for Downgrade, currently A2, Ratings Under Review from Stable

..Issuer: Discover Bank

.... ST Bank Deposits (Local Currency), Placed on Review for Downgrade, currently P-1

.... LT Bank Deposits (Local Currency), Placed on Review for Downgrade, currently A2, Ratings Under Review from Positive

On Review for Upgrade:

..Issuer: Deutsche Bank National Trust Company

.... LT Counterparty Risk Assessment, Placed on Review for Upgrade, currently A3(cr)

.... ST Counterparty Risk Assessment, Placed on Review for Upgrade, currently P-2(cr)

.... ST Counterparty Risk Rating (Foreign Currency), Placed on Review for Upgrade, currently P-2

.... ST Counterparty Risk Rating (Local Currency), Placed on Review for Upgrade, currently P-2

.... LT Counterparty Risk Rating (Foreign Currency), Placed on Review for Upgrade, currently Baa1

.... LT Counterparty Risk Rating (Local Currency), Placed on Review for Upgrade, currently Baa1

.... LT Issuer Rating, Placed on Review for Upgrade, currently Baa2, Ratings Under Review from Stable

..Issuer: Deutsche Bank Trust Company Americas

.... LT Counterparty Risk Assessment, Placed on Review for Upgrade, currently A3(cr)

.... ST Counterparty Risk Assessment, Placed on Review for Upgrade, currently P-2(cr)

.... ST Counterparty Risk Rating (Foreign Currency), Placed on Review for Upgrade, currently P-2

.... ST Counterparty Risk Rating (Local Currency), Placed on Review for Upgrade, currently P-2

.... LT Counterparty Risk Rating (Foreign Currency), Placed on Review for Upgrade, currently Baa1

.... LTCounterparty Risk Rating (Local Currency), Placed on Review for Upgrade, currently Baa1

.... LT Issuer Rating, Placed on Review for Upgrade, currently Baa2, Ratings Under Review from Stable

..Issuer: Deutsche Bank Trust Company Delaware

.... LT Counterparty Risk Assessment, Placed on Review for Upgrade, currently A3(cr)

.... STCounterparty Risk Assessment, Placed on Review for Upgrade, currently P-2(cr)

.... ST Counterparty Risk Rating (Foreign Currency), Placed on Review for Upgrade, currently P-2

.... ST Counterparty Risk Rating (Local Currency), Placed on Review for Upgrade, currently P-2

.... LT Counterparty Risk Rating (Foreign Currency), Placed on Review for Upgrade, currently Baa1

.... LT Counterparty Risk Rating (Local Currency), Placed on Review for Upgrade, currently Baa1

.... LT Issuer Rating, Placed on Review for Upgrade, currently Baa2, Ratings Under Review from Stable

..Issuer: Deutsche Bank Trust Corporation

.... Issuer Rating, Placed on Review for Upgrade, currently Baa2, Ratings Under Review from Stable

..Issuer: HSBC Bank USA, N.A.

....Subordinate Bank Note Program (Local Currency), Placed on Review for Upgrade, currently (P)A1

....Subordinate Regular Bond/Debenture (Local Currency), Placed on Review for Upgrade, currently A1

..Issuer: HSBC USA Inc.

....Subordinate Shelf (Local Currency), Placed on Review for Upgrade, currently (P)A3

....Senior Unsecured Shelf (Local Currency), Placed on Review for Upgrade, currently (P)A2

....Pref. Shelf (Local Currency), Placed on Review for Upgrade, currently (P)Baa1

....Pref. shelf Non-cumulative (Local Currency), Placed on Review for Upgrade, currently (P)Baa2

....Senior Unsecured MTN (Local Currency), Placed on Review for Upgrade, currently (P)A2

....Senior Unsecured Regular Bond/Debenture (Local Currency), Placed on Review for Upgrade, currently A2, Ratings Under Review

..Issuer: Republic New York Corporation

....Subordinate Regular Bond/Debenture (Local Currency), Placed on Review for Upgrade, currently A3

..Issuer: FirstMerit Bank, N.A.

....Subordinate Regular Bond/Debenture (Local Currency), Placed on Review for Upgrade, currently Baa1

..Issuer: TCF National Bank

....Subordinate Regular Bond/Debenture (Local Currency), Placed on Review for Upgrade, currently Baa1

Confirmations:

..Issuer: HSBC Bank USA, N.A.

.... LT Counterparty Risk Assessment, Confirmed at Aa3(cr)

.... LT Counterparty Risk Rating (Local Currency), Confirmed at Aa3

.... LT Counterparty Risk Rating (Foreign Currency), Confirmed at Aa3

.... LT Issuer Rating, Confirmed at Aa3, Stable from Ratings Under Review

....Senior Unsecured Bank Note Program (Local Currency), Confirmed at (P)Aa3

....Senior Unsecured Regular Bond/Debenture (Foreign Currency), Confirmed at Aa3, Stable from Ratings Under Review

....LT Bank Deposits (Local Currency), Confirmed at Aa3, Stable from Ratings Under Review

..Issuer: HSBC USA Inc.

.... Commercial Paper, Confirmed at P-1

Outlook Actions:

..Issuer: JPMorgan Chase & Co.

....Outlook, Changed To Positive(m) From Stable

..Issuer: JPMorgan Chase Financial Company LLC

....Outlook, Changed To Positive From Stable

..Issuer: Wells Fargo & Company

....Outlook, Remains Negative

..Issuer: Wells Fargo Finance LLC

....Outlook, Remains Negative

..Issuer: Wells Fargo Canada Corporation

....Outlook, Remains Negative

..Issuer: MUFG Union Bank, N.A.

....Outlook, Remains Stable

..Issuer: KeyBank National Association

....Outlook, Remains Stable

..Issuer: PNC Bank, N.A.

....Outlook, Changed To Stable From Negative

..Issuer: BBVA USA

....Outlook, Changed To Stable From Negative

..Issuer: National City Bank

....Outlook, Changed To Stable From Negative

..Issuer: Fifth Third Bank, National Association

....Outlook, Remains Stable

..Issuer: City National Bank

....Outlook, Remains Stable

..Issuer: Capital One Bank (USA), N.A.

....Outlook, Remains Stable

..Issuer: Capital One, N.A.

....Outlook, Remains Stable

..Issuer: Bank of the West

....Outlook, Remains Stable

..Issuer: Deutsche Bank National Trust Company

....Outlook, Changed To Rating Under Review From Stable

..Issuer: Deutsche Bank Trust Company Americas

....Outlook, Changed To Rating Under Review From Stable

..Issuer: Deutsche Bank Trust Company Delaware

....Outlook, Changed To Rating Under Review From Stable

..Issuer: Deutsche Bank Trust Corporation

....Outlook, Changed To Rating Under Review From Stable

..Issuer: Discover Bank

....Outlook, Changed To Rating Under Review From Positive

..Issuer: FirstMerit Bank, N.A.

....Outlook, Changed To Rating Under Review From No Outlook

..Issuer: Huntington National Bank

....Outlook, Changed To Stable from Negative

..Issuer: TCF National Bank

....Outlook, Changed To Rating Under Review From No Outlook

..Issuer: Truist Bank

....Outlook, Remains Stable

METHODOLOGIES

The principal methodology used in these ratings was Banks Methodology published in July 2021 and available at https://www.moodys.com/researchdocumentcontentpage.aspx?docid=PBC_1269625. Alternatively, please see the Rating Methodologies page on www.moodys.com for a copy of this methodology.

REGULATORY DISCLOSURES

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

For ratings issued on a program, series, category/class of debt or security this announcement provides certain regulatory disclosures in relation to each rating of a subsequently issued bond or note of the same series, category/class of debt, security or pursuant to a program for which the ratings are derived exclusively from existing ratings in accordance with Moody's rating practices. For ratings issued on a support provider, this announcement provides certain regulatory disclosures in relation to the credit rating action on the support provider and in relation to each particular credit rating action for securities that derive their credit ratings from the support provider's credit rating. For provisional ratings, this announcement provides certain regulatory disclosures in relation to the provisional rating assigned, and in relation to a definitive rating that may be assigned subsequent to the final issuance of the debt, in each case where the transaction structure and terms have not changed prior to the assignment of the definitive rating in a manner that would have affected the rating. For further information please see the ratings tab on the issuer/entity page for the respective issuer on www.moodys.com.

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

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

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

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

Moody's general principles for assessing environmental, social and governance (ESG) risks in our credit analysis can be found at http://www.moodys.com/researchdocumentcontentpage.aspx?docid=PBC_1288435.

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.

The below contact information is provided for information purposes only. Please see the ratings tab of the issuer page at www.moodys.com, for each of the ratings covered, Moody's disclosures on the lead rating analyst and the Moody's legal entity that has issued the ratings.

The person who approved Bank of the West, BBVA USA , Capital One Bank (USA), N.A., Capital One, N.A., City National Bank, Deutsche Bank National Trust Company, Deutsche Bank Trust Company Americas, Deutsche Bank Trust Company Delaware, Deutsche Bank Trust Corporation, Discover Bank, Fifth Third Bank, National Association, FirstMerit Bank, N.A., HSBC Bank USA, N.A., HSBC USA Inc., Huntington National Bank, KeyBank National Association, MB Financial Bank, N.A., MUFG Union Bank, N.A., National City Bank, PNC Bank, N.A., Republic New York Corporation, TCF National Bank, Truist Bank, Wells Fargo & Company, Wells Fargo Canada Corporation, Wells Fargo Finance LLC credit ratings is Andrea Usai, Associate Managing Director, Financial Institutions Group, JOURNALISTS: 1 212 553 0376, Client Service: 1 212 553 1653.. The person who approved JPMorgan Chase & Co., Bear Stearns Companies LLC. (The), J.P. Morgan & Co. Incorporated, JPMorgan Chase Financial Company LLC credit ratings is Donald Robertson, Associate Managing Director, Financial Institutions Group, JOURNALISTS: 1 212 553 0376, Client Service: 1 212 553 1653.

The relevant office for each credit rating is identified in "Debt/deal box" on the Ratings tab in the Debt/Deal List section of each issuer/entity page of the website.

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.

Peter E. Nerby
Senior Vice President
Financial Institutions 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

Andrea Usai
Associate Managing Director
Financial Institutions 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.
© 2022 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.

MOODY’S CREDIT RATINGS, ASSESSMENTS, OTHER OPINIONS, AND PUBLICATIONS ARE NOT INTENDED FOR USE BY RETAIL INVESTORS AND IT WOULD BE RECKLESS AND INAPPROPRIATE FOR RETAIL INVESTORS TO USE MOODY’S CREDIT RATINGS, ASSESSMENTS, OTHER OPINIONS OR PUBLICATIONS WHEN MAKING AN INVESTMENT DECISION. IF IN DOUBT YOU SHOULD CONTACT YOUR FINANCIAL OR OTHER PROFESSIONAL ADVISER.

ALL INFORMATION CONTAINED HEREIN IS PROTECTED BY LAW, INCLUDING BUT NOT LIMITED TO, COPYRIGHT LAW, AND NONE OF SUCH INFORMATION MAY BE COPIED OR OTHERWISE REPRODUCED, REPACKAGED, FURTHER TRANSMITTED, TRANSFERRED, DISSEMINATED, REDISTRIBUTED OR RESOLD, OR STORED FOR SUBSEQUENT USE FOR ANY SUCH PURPOSE, IN WHOLE OR IN PART, IN ANY FORM OR MANNER OR BY ANY MEANS WHATSOEVER, BY ANY PERSON WITHOUT MOODY’S PRIOR WRITTEN CONSENT.

MOODY’S CREDIT RATINGS, ASSESSMENTS, OTHER OPINIONS AND PUBLICATIONS ARE NOT INTENDED FOR USE BY ANY PERSON AS A BENCHMARK AS THAT TERM IS DEFINED FOR REGULATORY PURPOSES AND MUST NOT BE USED IN ANY WAY THAT COULD RESULT IN THEM BEING CONSIDERED A BENCHMARK.

All information contained herein is obtained by MOODY’S from sources believed by it to be accurate and reliable. Because of the possibility of human or mechanical error as well as other factors, however, all information contained herein is provided “AS IS” without warranty of any kind. MOODY'S adopts all necessary measures so that the information it uses in assigning a credit rating is of sufficient quality and from sources MOODY'S considers to be reliable including, when appropriate, independent third-party sources. However, MOODY’S is not an auditor and cannot in every instance independently verify or validate information received in the rating process or in preparing its Publications.

To the extent permitted by law, MOODY’S and its directors, officers, employees, agents, representatives, licensors and suppliers disclaim liability to any person or entity for any indirect, special, consequential, or incidental losses or damages whatsoever arising from or in connection with the information contained herein or the use of or inability to use any such information, even if MOODY’S or any of its directors, officers, employees, agents, representatives, licensors or suppliers is advised in advance of the possibility of such losses or damages, including but not limited to: (a) any loss of present or prospective profits or (b) any loss or damage arising where the relevant financial instrument is not the subject of a particular credit rating assigned by MOODY’S.

To the extent permitted by law, MOODY’S and its directors, officers, employees, agents, representatives, licensors and suppliers disclaim liability for any direct or compensatory losses or damages caused to any person or entity, including but not limited to by any negligence (but excluding fraud, willful misconduct or any other type of liability that, for the avoidance of doubt, by law cannot be excluded) on the part of, or any contingency within or beyond the control of, MOODY’S or any of its directors, officers, employees, agents, representatives, licensors or suppliers, arising from or in connection with the information contained herein or the use of or inability to use any such information.

NO WARRANTY, EXPRESS OR IMPLIED, AS TO THE ACCURACY, TIMELINESS, COMPLETENESS, MERCHANTABILITY OR FITNESS FOR ANY PARTICULAR PURPOSE OF ANY CREDIT RATING, ASSESSMENT, OTHER OPINION OR INFORMATION IS GIVEN OR MADE BY MOODY’S IN ANY FORM OR MANNER WHATSOEVER.

Moody’s Investors Service, Inc., a wholly-owned credit rating agency subsidiary of Moody’s Corporation (“MCO”), hereby discloses that most issuers of debt securities (including corporate and municipal bonds, debentures, notes and commercial paper) and preferred stock rated by Moody’s Investors Service, Inc. have, prior to assignment of any credit rating, agreed to pay to Moody’s Investors Service, Inc. for credit ratings opinions and services rendered by it fees ranging from $1,000 to approximately $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 JPY100,000 to approximately JPY550,000,000.

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