Moody's Corporation Prices Senior Unsecured Notes Offering
November 13 2015 - 7:00AM
Business Wire
Moody’s Corporation (NYSE:MCO) (“Moody’s” or the “Company”)
today announced that it priced an underwritten public offering of
$300 million aggregate principal amount of 5.25% senior unsecured
notes due 2044 in a reopening of its existing series of such notes
(the “Notes”). The offering is expected to close on November 17,
2015, subject to customary closing conditions.
The Notes form a part of the series of the Company’s outstanding
5.25% Senior Notes due 2044 and have the same terms as the existing
notes of this series issued by the Company. The Notes will have the
same CUSIP number as the existing notes and will trade
interchangeably with the existing notes immediately upon
settlement. Upon issuance of the Notes, the aggregate principal
amount outstanding of the Company’s 5.25% Senior Notes due 2044
will be $600 million.
Moody’s expects to use the net proceeds from this offering for
general corporate purposes, including working capital; capital
expenditures; acquisitions of or investments in businesses or
assets; the redemption and repayment of other indebtedness; and
purchases of its common stock under its ongoing stock repurchase
program.
Citigroup Global Markets Inc. and J.P. Morgan Securities LLC are
the joint book-running managers of the notes offering.
The offering is being made pursuant to an effective shelf
registration statement filed with the Securities and Exchange
Commission (the “SEC”). A prospectus supplement and accompanying
prospectus describing the terms of this offering will be filed with
the SEC. Copies of the prospectus supplement and the accompanying
prospectus may be obtained at no cost by visiting EDGAR on the SEC
website at www.sec.gov. Alternatively, Citigroup Global Markets
Inc. and J.P. Morgan Securities LLC can arrange to send you the
prospectus if you request it by calling Citigroup Global Markets
Inc. toll-free at (800) 831-9146 or calling J.P. Morgan Securities
LLC collect at (212) 834-4533.
This press release does not constitute an offer to sell or a
solicitation of an offer to buy the securities described herein,
nor shall there be any sale of these securities in any state or
other jurisdiction in which such an offer, solicitation or sale
would be unlawful prior to registration or qualification under the
securities laws of any such jurisdiction.
ABOUT MOODY'S CORPORATION
Moody's is an essential component of the global capital markets,
providing credit ratings, research, tools and analysis that
contribute to transparent and integrated financial markets. Moody’s
Corporation (NYSE:MCO) is the parent company of Moody's Investors
Service, which provides credit ratings and research covering debt
instruments and securities, and Moody's Analytics, which offers
leading-edge software, advisory services and research for credit
and economic analysis and financial risk management. The
corporation, which reported revenue of $3.3 billion in 2014,
employs approximately 10,200 people worldwide and maintains a
presence in 35 countries.
“Safe Harbor” Statement under the Private Securities Litigation
Reform Act of 1995
Certain statements contained in this release are forward-looking
statements and are based on future expectations, plans and
prospects for Moody’s business and operations that involve a number
of risks and uncertainties. The forward-looking statements in this
release are made as of the date hereof, and the Company disclaims
any duty to supplement, update or revise such statements on a
going-forward basis, whether as a result of subsequent
developments, changed expectations or otherwise. In connection with
the “safe harbor” provisions of the Private Securities Litigation
Reform Act of 1995, the Company is identifying certain factors that
could cause actual results to differ, perhaps materially, from
those indicated by these forward-looking statements. Those factors,
risks and uncertainties include, but are not limited to, the
current world-wide credit market disruptions and economic slowdown,
which is affecting and could continue to affect the volume of debt
and other securities issued in domestic and/or global capital
markets; other matters that could affect the volume of debt and
other securities issued in domestic and/or global capital markets,
including credit quality concerns, changes in interest rates and
other volatility in the financial markets; the level of merger and
acquisition activity in the US and abroad; the uncertain
effectiveness and possible collateral consequences of US and
foreign government initiatives to respond to the current world-wide
credit market disruptions and economic slowdown; concerns in the
marketplace affecting Moody’s credibility or otherwise affecting
market perceptions of the integrity or utility of independent
credit agency ratings; the introduction of competing products or
technologies by other companies; pricing pressure from competitors
and/or customers; the level of success of new product development
and global expansion; the impact of regulation as an NRSRO, the
potential for new US, state and local legislation and regulations,
including provisions in the Financial Reform Act and regulations
resulting from that Act; the potential for increased competition
and regulation in the EU and other foreign jurisdictions; exposure
to litigation related to Moody’s rating opinions, as well as any
other litigation, government and regulatory proceedings,
investigations and inquiries to which the Company may be subject
from time to time; provisions in the Financial Reform Act
legislation modifying the pleading standards, and EU regulations
modifying the liability standards, applicable to credit rating
agencies in a manner adverse to credit rating agencies; provisions
of EU regulations imposing additional procedural and substantive
requirements on the pricing of services; the possible loss of key
employees; failures or malfunctions of Moody’s operations and
infrastructure; any vulnerabilities to cyber threats or other
cybersecurity concerns; the outcome of any review by controlling
tax authorities of the Company’s global tax planning initiatives;
the outcome of those Legacy Tax Matters and legal contingencies
that relate to the Company, its predecessors and their affiliated
companies for which Moody’s has assumed portions of the financial
responsibility; exposure to potential criminal sanctions or civil
remedies if the Company fails to comply with foreign and US laws
and regulations that are applicable in the jurisdictions in which
the Company operates, including sanctions laws, anti-corruption
laws and local laws prohibiting corrupt payments to government
officials; the impact of mergers, acquisitions or other business
combinations and the ability of the Company to successfully
integrate acquired businesses; currency and foreign exchange
volatility; the level of future cash flows; the levels of capital
investments; and a decline in the demand for credit risk management
tools by financial institutions; and other risk factors as
discussed in the Company’s annual report on Form 10-K for the year
ended December 31, 2014 and in other filings made by the Company
from time to time with the Securities and Exchange Commission.
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Moody’s CorporationMICHAEL ADLERSenior Vice PresidentCorporate
Communications212.553.4667michael.adler@moodys.comorSALLI
SCHWARTZGlobal Head of Investor
Relations212.553.4862sallilyn.schwartz@moodys.com
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