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Rating Action:

Moody's upgrades Union Pacific's senior unsecured rating to A3 from Baa1; outlook stable

29 Jul 2022

New York, July 29, 2022 -- Moody's Investors Service ("Moody's") upgraded the ratings of Union Pacific Corporation, including the long-term issuer rating and senior unsecured rating, each to A3 from Baa1. The rating agency also affirmed Union Pacific's Prime-2 commercial paper rating. Moody's also upgraded the senior secured ratings of Union Pacific's wholly owned subsidiary, Union Pacific Railroad Company, to Aa2 from Aa3. The outlook is stable.

The rating upgrades reflect Moody's expectation that Union Pacific will continue to operate with excellent scale and a diversified customer base. Further, the company will have  opportunities to improve its operating margin as network fluidity and service levels rebound, enabling it to transport more volume across its network over the next 12-18 months. Moody's expects the company's debt/EBITDA to improve moderately to the mid 2-times range, benefiting from the resiliency of railroad's business even with tempered expectations for economic growth.

Ratings upgraded:

Issuer: Union Pacific Corporation

Long-term issuer rating upgraded to A3 from Baa1

Senior unsecured ratings upgraded to A3 from Baa1

Senior unsecured shelf rating upgraded to (P)A3 from (P)Baa1

Senior unsecured medium-term note program rating upgraded to (P)A3 from (P)Baa1

Subordinate shelf rating upgraded to (P)Baa1 from (P)Baa2

Preferred shelf rating upgraded to (P)Baa2 from (P)Baa3

Issuer: Union Pacific Railroad Company

Senior secured rating upgraded to Aa2 from Aa3

Equipment note pass through certificates upgraded to Aa2 from Aa3

Pass through certificates upgraded to Aa2 from Aa3

Issuer: Unif. Govt. of Wyandotte Co./Kansas City, KS

Senior Unsecured Industrial Revenue Bonds upgraded to A2 from A3

Issuer: Westside Intermodal Transportation Corp.

Senior Unsecured Industrial Revenue Bonds upgraded to A2 from A3

Ratings affirmations:

Issuer: Union Pacific Corporation

Commercial paper rating affirmed at Prime-2

Outlook Actions:

..Issuer: Union Pacific Corporation

....Outlook, Remains Stable

..Issuer: Union Pacific Railroad Company

....Outlook, Remains Stable

RATINGS RATIONALE

Union Pacific's A3 senior unsecured rating is supported by its position as one of the two largest rail franchises in the US. The company's network provides access to key ports along the Pacific Coast and Gulf Coast, interconnects with Canada's rail system and has principal border crossings with Mexico. Union Pacific also benefits from a well-diversified freight mix and strong competitive positions across automotive, chemicals and certain industrial products sectors. Moody's expects Union Pacific to produce moderate revenue growth and robust free cash flow over the next year while maintaining moderate financial leverage. Further, certain investments made in the second quarter of 2022 should help Union Pacific to augment efficiency and  capture incremental volume, thereby leading its operating margin higher than levels seen in Q2 2022. The rating is constrained by the capital intensity of the business and Union Pacific's exposure to coal. Coal represents less than 10% of the company's freight volume.

The stable outlook reflects Moody's expectations of moderate revenue growth, an increase in operating margin towards 45% by the end of 2023, and adjusted debt/EBITDA around the mid 2-times over the next 12-18 months.

ESG factors have a neutral-to-low effect (CIS-2) on Union Pacific's rating. This reflects the company's prudent financial policies and good management track record. Good governance (G-2) partly mitigates moderately negative exposures to environmental risks (E-3; extensive use of diesel-powered locomotives) and social risks related to health and safety (S-3; reportable injuries and train accidents) and human capital (high degree of unionization).

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

The ratings could be upgraded if Union Pacific demonstrates strong growth of its free cash flow as debt/EBITDA approaches 2.0 times.  An upgrade would also require the company to maintain an operating margin above 40% and return on assets as measured by EBITA/average assets in excess of 15%.

The ratings could be downgraded if Moody's expects Union Pacific to sustain debt/EBITDA above 2.75 times. The inability to maintain network fluidity and good service levels, or a material weakening in operating performance, interest coverage, or asset efficiency could also give rise to a downgrade.

The methodologies used in these ratings were Surface Transportation and Logistics published in December 2021 and available at https://ratings.moodys.com/api/rmc-documents/360641, and Enhanced Equipment Trust and Equipment Trust Certificates published in July 2018 and available at https://ratings.moodys.com/api/rmc-documents/56462. Alternatively, please see the Rating Methodologies page on https://ratings.moodys.com  for a copy of these methodologies.

Union Pacific Corporation operates one of the nation's largest railroad systems. With approximately 32,313 route miles across the western two-thirds of the US and access to all major coast ports and rail gateways, the railroad serves the agricultural, energy and industrial sectors and offers a premium service for containerized cargo (intermodal) and the automotive sector.

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 on https://ratings.moodys.com/rating-definitions.

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 issuer/deal page for the respective issuer on https://ratings.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 https://ratings.moodys.com.

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

Moody's general principles for assessing environmental, social and governance (ESG) risks in our credit analysis can be found at https://ratings.moodys.com/documents/PBC_1288235.

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 https://ratings.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 https://ratings.moodys.com.

Please see https://ratings.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 issuer/deal page on https://ratings.moodys.com for additional regulatory disclosures for each credit rating.

Jonathan Kanarek, CFA
Senior Vice President
Corporate 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

Dean Diaz
Associate Managing Director
Corporate 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.
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