Moody's Corporation Prices Senior Unsecured Notes Offering
February 28 2017 - 07:00AM
Business Wire
Moody’s Corporation (NYSE: MCO) (“Moody’s” or the “Company”)
today announced that it priced an underwritten public offering of
$800 million aggregate principal amount of notes consisting of $500
million aggregate principal amount of 2.75% senior unsecured notes
due 2021 and $300 million aggregate principal amount of floating
rate notes due 2018 (collectively, the “Notes”). The offering is
expected to close on March 2, 2017, subject to customary closing
conditions.
Moody’s expects to use the net proceeds from this offering for
general corporate purposes, including working capital; capital
expenditures; acquisitions or investments; the redemption and
repayment of other indebtedness; and purchases of its common stock
under its ongoing stock repurchase program.
Barclays Capital Inc., J.P. Morgan Securities LLC, Merrill
Lynch, Pierce, Fenner & Smith Incorporated and Citigroup Global
Markets Inc. 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, Barclays Capital Inc., J.P.
Morgan Securities LLC and Merrill Lynch, Pierce, Fenner & Smith
Incorporated can arrange to send you the prospectus if you request
it by calling Barclays Capital Inc. toll free at 1-888-603-5847,
calling J.P. Morgan Securities LLC collect at (212) 834-4533 or
calling Merrill Lynch, Pierce, Fenner & Smith Incorporated
toll-free at 1-800-294-1322.
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 $3.6 billion in 2016,
employs approximately 10,600 people worldwide and maintains a
presence in 36 countries. Further information is available at
www.moodys.com.
“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, world-wide
credit market disruptions or an economic slowdown, which could
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 regulation, credit quality
concerns, changes in interest rates and other volatility in the
financial markets such as that due to the U.K.’s referendum vote
whereby the U.K. citizens voted to withdraw from the EU; the level
of merger and acquisition activity in the U.S. and abroad; the
uncertain effectiveness and possible collateral consequences of
U.S. and foreign government actions affecting world-wide credit
markets, international trade and economic policy; concerns in the
marketplace affecting our 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 U.S., 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 our rating
opinions, as well as any other litigation, government and
regulatory proceedings, investigations and inquires 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 our
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; exposure to potential criminal sanctions or civil
remedies if the Company fails to comply with foreign and U.S. 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. These factors, risks and
uncertainties as well as other risks and uncertainties that could
cause the Company’s actual results to differ materially from those
contemplated, expressed, projected, anticipated or implied in the
forward-looking statements are described in greater detail under
“Risk Factors” in Part I, Item 1A of the Company’s Annual Report on
Form 10-K for the year ended December 31, 2016, and in other
filings made by the Company from time to time with the SEC or in
materials incorporated therein. Stockholders and investors are
cautioned that the occurrence of any of these factors, risks and
uncertainties may cause the Company’s actual results to differ
materially from those contemplated, expressed, projected,
anticipated or implied in the forward-looking statements, which
could have a material and adverse effect on the Company’s business,
results of operations and financial condition. New factors may
emerge from time to time, and it is not possible for the Company to
predict new factors, nor can the Company assess the potential
effect of any new factors on it.
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version on businesswire.com: http://www.businesswire.com/news/home/20170228005622/en/
Salli SchwartzGlobal Head of Investor Relations and
Communications212.553.4862sallilyn.schwartz@moodys.comorMichael
AdlerSenior Vice PresidentCorporate
Communications212.553.4667michael.adler@moodys.com
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