Moody's Issues $2.7 Billion in Senior Notes

TL;DR

Moody's just dropped $2.7B in new debt.

AI Summary

On May 6, 2024, Moody's Corporation entered into a material definitive agreement related to the issuance of senior notes. Specifically, the company issued $1.75 billion in senior notes due 2027 and $950 million in senior notes due 2030.

Why It Matters

This filing indicates Moody's is raising significant capital through debt issuance, which could be for general corporate purposes, acquisitions, or refinancing existing debt.

Risk Assessment

Risk Level: medium — Issuing substantial debt can increase financial leverage and interest expenses, impacting profitability and financial flexibility.

Key Numbers

• $2.7B — Total Senior Notes Issued (Combined value of notes due 2027 and 2030)
• $1.75B — Senior Notes Due 2027 (Amount issued for notes maturing in 2027)
• $0.95B — Senior Notes Due 2030 (Amount issued for notes maturing in 2030)

Key Players & Entities

• Moody's Corporation (company) — Registrant
• $1.75 billion (dollar_amount) — Senior Notes due 2027 issuance
• $950 million (dollar_amount) — Senior Notes due 2030 issuance
• May 6, 2024 (date) — Date of Report

FAQ

Key Financial Figures

• $0.01 — ich registered Common Stock, par value $0.01 per share MCO New York Stock Exchan
• $1.25 billion — an aggregate principal amount of up to $1.25 billion that matures in May 2029. The Credit Ag
• $500,000,000 — isition with consideration in excess of $500,000,000, subject to certain conditions as set f

Filing Documents

• d824452d8k.htm (8-K) — 28KB
• d824452dex101.htm (EX-10.1) — 768KB
• g824452g0504080115286.jpg (GRAPHIC) — 3KB
• 0001193125-24-131945.txt ( ) — 1130KB
• mco-20240506.xsd (EX-101.SCH) — 4KB
• mco-20240506_def.xml (EX-101.DEF) — 13KB
• mco-20240506_lab.xml (EX-101.LAB) — 22KB
• mco-20240506_pre.xml (EX-101.PRE) — 14KB
• d824452d8k_htm.xml (XML) — 7KB

From the Filing

8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): May 6, 2024 MOODY'S CORPORATION (Exact Name of Registrant as Specified in its Charter) Delaware 1-14037 13-3998945 (State or Other Jurisdiction of Incorporation) (Commission File Number) (IRS Employer Identification No.) 7 World Trade Center at 250 Greenwich Street New York , New York 10007 (Address of Principal Executive Offices) (Zip Code) Registrant's telephone number, including area code: (212) 553-0300 Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Securities registered pursuant to Section 12(b) of the Act: Title of each class Trading Symbol(s) Name of each exchange on which registered Common Stock, par value $0.01 per share MCO New York Stock Exchange 1.75% Senior Notes Due 2027 MCO 27 New York Stock Exchange 0.950% Senior Notes Due 2030 MCO 30 New York Stock Exchange Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (240.12b-2 of this chapter). Emerging growth company If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. Item1.01 Entry into a Material Definitive Agreement. The information set forth under Item 2.03, "Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant" is incorporated herein by reference. Item2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant. On May 6, 2024, Moody's Corporation (the "Company") entered into a credit agreement (the "Credit Agreement") among the Company, the borrowing subsidiaries party thereto, the lenders and issuing banks party thereto, JPMorgan Chase Bank, N.A., as administrative agent, and the other agents party thereto. The Credit Agreement provides a senior, unsecured revolving credit facility (the "Facility") in an aggregate principal amount of up to $1.25 billion that matures in May 2029. The Credit Agreement replaces the Company's existing $1.25 billion credit agreement that was scheduled to mature in December 2026. The proceeds from the Facility may be used for general corporate purposes. Interest on borrowings under the Facility is payable at rates that are based on an adjusted Term SOFR Rate plus a premium that can range from 80.5 basis points to 122.5 basis points, depending on the Company's index debt ratings, as set forth in the Credit Agreement. The Company also has the option to choose other rates, such as those based on adjusted Daily Simple SOFR or alternate base rate. The Company also pays quarterly facility fees, regardless of borrowing activity under the Facility. The quarterly fees for the Facility can range from 7 basis points of the Facility amount to 15 basis points, depending on the Company's index debt ratings. The Credit Agreement contains covenants that, among other things, restrict the ability of the Company and its subsidiaries, without the approval of the required lenders and subject to certain exceptions, to engage in mergers, consolidations, asset sales, transactions with affiliates, sale and leaseback transactions or to incur liens, as set forth in the Credit Agreement. The Credit Agreement also contains a financial covenant that requires the Company to maintain a Total Debt to EBITDA Ratio (as defined in the Credit Agreement) of (i) not more than 4 to 1 at the end of any fiscal quarter or (ii) not more than 4.5 to 1 as of the end of the first three consecutive quarters immediately following any acquisition with consideration in excess of $500,000,000, subject to certain conditions as set forth in the Credit Agreement. The Credit Agreement also contains customary events of default. The foregoing descriptions of the Facility and the Credit Agreement are qualified in their entirety by reference to the Credit Agreement, which is included as Exhibit 10.1 to this Current Report and is incorporated by reference as though fully set forth herein. Item9.01 Financial Statements and

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