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Morgan Stanley Bank of America Merrill Lynch Trust 2014-C15 — Moody’s affirms nine classes of MSBAM 2014-C15

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Rating Action: Moody’s affirms nine classes of MSBAM 2014-C15Global Credit Research – 07 Mar 2022Approximately $690 million of structured securities affectedNew York, March 07, 2022 — Moody’s Investors Service, (“Moody’s”) has affirmed the ratings on nine classes in Morgan Stanley Bank of America Merrill Lynch Trust 2014-C15 Commercial Mortgage Pass- Through Certificates Series 2014-C15 as follows:Cl. A-SB, Affirmed Aaa (sf); previously on Sep 17, 2019 Affirmed Aaa (sf)Cl. A-3, Affirmed Aaa (sf); previously on Sep 17, 2019 Affirmed Aaa (sf)Cl. A-4, Affirmed Aaa (sf); previously on Sep 17, 2019 Affirmed Aaa (sf)Cl. A-S, Affirmed Aaa (sf); previously on Sep 17, 2019 Affirmed Aaa (sf)Cl. B, Affirmed Aa3 (sf); previously on Sep 17, 2019 Affirmed Aa3 (sf)Cl. C, Affirmed A3 (sf); previously on Sep 17, 2019 Affirmed A3 (sf)Cl. X-A*, Affirmed Aaa (sf); previously on Sep 17, 2019 Affirmed Aaa (sf)Cl. X-B*, Affirmed Aa3 (sf); previously on Sep 17, 2019 Affirmed Aa3 (sf)Cl. PST**, Affirmed A1 (sf); previously on Sep 17, 2019 Affirmed A1 (sf)* Reflects Interest Only Classes** Reflects Exchangeable ClassesRATINGS RATIONALEThe ratings on six P&I classes were affirmed because the transaction’s key metrics, including Moody’s loan-to-value (LTV) ratio, Moody’s stressed debt service coverage ratio (DSCR), and the transaction’s Herfindahl Index (Herf), are within acceptable ranges.The ratings on the IO classes were affirmed based on the credit quality of the referenced classes.The rating on class, Cl. PST, was affirmed due to the credit quality of the referenced exchangeable classes.Moody’s rating action reflects a base expected loss of 1.9% of the current pooled balance, compared to 2.1% at Moody’s last review. Moody’s base expected loss plus realized losses is now 1.5% of the original pooled balance, compared to 1.8% at the last review. Moody’s provides a current list of base expected losses for conduit and fusion CMBS transactions on moodys.com at http://www.moodys.com/viewresearchdoc.aspx?docid=PBS_SF215255.FACTORS THAT WOULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS:The performance expectations for a given variable indicate Moody’s forward-looking view of the likely range of performance over the medium term. Performance that falls outside the given range can indicate that the collateral’s credit quality is stronger or weaker than Moody’s had previously expected. Additionally, significant changes in the 5-year rolling average of 10-year US Treasury rates will impact the magnitude of the interest rate adjustment and may lead to future rating actions.Factors that could lead to an upgrade of the ratings include a significant amount of loan paydowns or amortization, an increase in the pool’s share of defeasance or an improvement in pool performance.Factors that could lead to a downgrade of the ratings include a decline in the performance of the pool, loan concentration, an increase in realized and expected losses from specially serviced and troubled loans or interest shortfalls.METHODOLOGY UNDERLYING THE RATING ACTIONThe methodologies used in rating all classes except the interest only and exchangeable classes were “US and Canadian Conduit/Fusion Commercial Mortgage-Backed Securitizations Methodology” published in November 2021 and available at https://www.moodys.com/researchdocumentcontentpage.aspx?docid=PBS_1258254 and “Large Loan and Single Asset/Single Borrower Commercial Mortgage-Backed Securitizations Methodology” published November 2021 and available at https://www.moodys.com/researchdocumentcontentpage.aspx?docid=PBS_1250766. The principal methodology used in rating exchangeable classes was “Moody’s Approach to Rating Repackaged Securities” published in June 2020 and available at https://www.moodys.com/researchdocumentcontentpage.aspx?docid=PBS_1230078. The methodologies used in rating interest-only classes were “US and Canadian Conduit/Fusion Commercial Mortgage-Backed Securitizations Methodology” published in November 2021 and available at https://www.moodys.com/researchdocumentcontentpage.aspx?docid=PBS_1258254, “Large Loan and Single Asset/Single Borrower Commercial Mortgage-Backed Securitizations Methodology” published November 2021 and available at https://www.moodys.com/researchdocumentcontentpage.aspx?docid=PBS_1250766 and “Moody’s Approach to Rating Structured Finance Interest-Only (IO) Securities” published in February 2019 and available at https://www.moodys.com/researchdocumentcontentpage.aspx?docid=PBS_1111179. Please see the list of ratings at the top of this announcement to identify which classes are interest-only (indicated by the *) and exchangeable classes (indicated by the **). Please see the Rating Methodologies page on www.moodys.com for a copy of these methodologies. DEAL PERFORMANCEAs of the February 15, 2022 distribution date, the transaction’s aggregate certificate balance has decreased by 22.6% to $835.8 million from $1.08 billion at securitization. The certificates are collateralized by 38 mortgage loans ranging in size from less than 1% to 17.9% of the pool, with the top ten loans (excluding defeasance) constituting 74.4% of the pool. One loan, constituting 5.7% of the pool, has an investment-grade structured credit assessment. Eight loans, constituting 10.6% of the pool, have defeased and are secured by US government securities.Moody’s uses a variation of Herf to measure the diversity of loan sizes, where a higher number represents greater diversity. Loan concentration has an important bearing on potential rating volatility, including the risk of multiple notch downgrades under adverse circumstances. The credit neutral Herf score is 40. The pool has a Herf of ten, compared to 12 at Moody’s last review.Six loans, constituting 17.2% of the pool, are on the master servicer’s watchlist. The watchlist includes loans that meet certain portfolio review guidelines established as part of the CRE Finance Council (CREFC) monthly reporting package. As part of Moody’s ongoing monitoring of a transaction, the agency reviews the watchlist to assess which loans have material issues that could affect performance.No loans have been liquidated from the pool. One loan, Darby Row & The Belfry Apartments Loan ($3.7 million — less than 1% of the pool), is currently in special servicing. The loan is secured by two multifamily buildings located in South Bend, Indiana and operate as student housing for the University of Notre Dame. The property’s performance has remained below expectation at securitization. Performance has suffered due to new supply closer to campus than the subject, as well as the university incentivizing students to live on campus by requiring new undergraduates to live on campus for their first six semesters. The property is currently 65% occupied and 16% preleased as of December 2021, compared to 92% leased in 2020 and 74% in 2019. The loan transferred to special servicing in September 2020 and was last paid through its February 2021 payment date. The special servicer is dual tracking a modification and exercising rights and remedies on the subject property.Moody’s has also assumed a high default probability for two poorly performing loans, constituting 1.4% of the pool. Moody’s has estimated an aggregate loss of $3.4 million (a 22% expected loss on average) from these specially serviced and troubled loans.The credit risk of loans is determined primarily by two factors: 1) Moody’s assessment of the probability of default, which is largely driven by each loan’s DSCR, and 2) Moody’s assessment of the severity of loss upon a default, which is largely driven by each loan’s loan-to-value ratio, referred to as the Moody’s LTV or MLTV. As described in the CMBS methodology used to rate this transaction, we make various adjustments to the MLTV. We adjust the MLTV for each loan using a value that reflects capitalization (cap) rates that are between our sustainable cap rates and market cap rates. We also use an adjusted loan balance that reflects each loan’s amortization profile. The MLTV reported in this publication reflects the MLTV before the adjustments described in the methodology.Moody’s received full year 2020 operating results for 100% of the pool, and full or partial year 2021 operating results for 71% of the pool (excluding specially serviced and defeased loans). Moody’s weighted average conduit LTV is 84%, compared to 89% at Moody’s last review. Moody’s conduit component excludes loans with structured credit assessments, defeased and CTL loans, and specially serviced and troubled loans. Moody’s net cash flow (NCF) reflects a weighted average haircut of 15.6% to the most recently available net operating income (NOI). Moody’s value reflects a weighted average capitalization rate of 10.1%.Moody’s actual and stressed conduit DSCRs are 1.89X and 1.35X, respectively, compared to 1.79X and 1.24X at the last review. Moody’s actual DSCR is based on Moody’s NCF and the loan’s actual debt service. Moody’s stressed DSCR is based on Moody’s NCF and a 9.25% stress rate the agency applied to the loan balance.The loan with a structured credit assessment is the JW Marriott and Fairfield Inn & Suites Loan ($47.6 million — 5.7% of the pool), which represents a pari-passu portion of a $118.9 million mortgage loan. The loan is secured by the fee and leasehold interests in a 1,005 key JW Marriott and 168 key limited-service hotel operated as a Fairfield Inn & Suites, both of which are located in downtown Indianapolis, Indiana. Both properties are connected to the Indiana Convention Center and several blocks from Lucas Oil Stadium. Property performance improved significantly through 2019, when the NOI was up 27% from securitization due to increased room and F&B revenue. However, these properties were heavily impacted by the Covid-19 pandemic, with low occupancy and lost revenues from the cancellation of conferences and weddings that were planned for 2020. In April 2020, the borrower requested approval for a PPP Loan, which was granted by the special servicer. The borrower made a second request in January 2021, seeking approval to temporarily cease or modify existing operations at the property, which would allow the borrower to accept all support measures being offered by Marriott. The borrower also requested a waiver of FF&E funding to utilize those funds to cover operating expenses and a waiver of cash management provisions relating to DSCR until June 2023. The borrower withdrew this request in June 2021, stating that the hotels were open and they anticipated property performance to improve. As of the trailing twelve months ending September 2021, the DSCR has improved to 0.83X after the property exhibited negative cash flow in 2020. While property performance suffered as a result of the pandemic, the cash flow began to rebound in late 2021. The loan has amortized nearly 5% from securitization and Moody’s structured credit assessment and stressed DSCR are a1 (sca.pd) and 1.97X, respectively, compared to a1 (sca.pd) and 1.89X at the last review.The top three conduit loans represent 40.4% of the pool balance. The largest loan is the Arundel Mills & Marketplace Loan ($149.4 million — 17.9% of the pool), which represents a pari passu portion of a $383.5 million mortgage loan. The loan is secured by a 1.5 million square foot (SF) shopping mall known as Arundel Mills, and an adjacent 101,535 SF anchored shopping center, known as Arundel Mills Marketplace, both in Hanover, Maryland. The mall and shopping center consist of outlet and traditional retail as well as an entertainment component including a casino. In addition to the casino, major anchor tenants at the Arundel Mills property include Bass Pro Shops Outdoor, Cinemark Theatres, Burlington, and Medieval Times. Anchor tenants at the Marketplace property include Aldi, Michael’s, Staples, PetSmart and Mattress Warehouse. The total property was over 92% leased as of September 2021 and property performance has been relatively stable since securitization. The loan has amortized 0.4% since securitization and Moody’s LTV and stressed DSCR are 76% and 1.24X, respectively, compared to 74% and 1.24X at the last review.The second largest loan is the AmericasMart Loan ($114.0 million — 13.6% of the pool), which represents a pari passu portion of a $456.1 million mortgage loan. The loan is secured by a 4.6 million SF wholesale trade mart center located in Atlanta, Georgia. The property contains 3.5 million SF of permanent show room space occupied by over 1,500 tenants and approximately 1.1 million SF of exhibition space that is leased to tenants during various trade shows throughout the year. The collateral which includes four buildings was 76% leased as of September 2021, compared to 82% as of December 2019. Property performance had significant improved from securitization through year-end 2019, however, revenue and NOI declined significantly year over year in 2020 as a result of the pandemic. The property started to rebound in 2021 and the annualized NOI as of September 2021 was down 45% from year-end 2019 but only 12% below underwritten levels. The loan has amortized 18% since securitization and the September 2021 NOI DSCR was 1.52X. Moody’s LTV and stressed DSCR are 87% and 1.36X, respectively, compared to 82% and 1.45X at the last review.The third largest loan is the La Concha Hotel & Tower Loan ($74.2 million — 8.9% of the pool), which represents a pari passu portion of a $110.9 million mortgage loan. The loan is secured by a 248 guestroom full-service hotel and 235 guestroom extended-stay tower located in San Juan, Puerto Rico. The property offers amenities that include 30,000 SF of meeting space, a 17,000 SF casino, five food and beverage outlets and three pool areas with direct beach access. The property operates as a Marriott Renaissance Resort with a franchise agreement expiration in 2032. As of December 2021, the property’s occupancy was 66%, compared to 33% in the prior year. While the property exhibited negative cashflow in 2020 as a result of the pandemic, the 2021 performance rebounded to slightly above 2019 levels. The loan has amortized 12.7% since securitization and Moody’s LTV and stressed DSCR are 109% and 1.24X, respectively, compared to 115% and 1.18X at the last review.REGULATORY DISCLOSURESFor 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.The analysis includes an assessment of collateral characteristics and performance to determine the expected collateral loss or a range of expected collateral losses or cash flows to the rated instruments. As a second step, Moody’s estimates expected collateral losses or cash flows using a quantitative tool that takes into account credit enhancement, loss allocation and other structural features, to derive the expected loss for each rated instrument.Moody’s did not use any stress scenario simulations in its analysis.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_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 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. Rhett Terrell Analyst 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 Matthew Halpern VP – Senior Credit Officer 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 © 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. ​



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