Moody's Buys RMS for $2B

TL;DR

Moody's is buying RMS for $2B to boost its climate risk analytics.

AI Summary

Moody's Corporation (MCO) announced on July 29, 2024, that it has entered into a definitive agreement to acquire RMS, a leading provider of climate and nat cat modeling solutions, from Daily Mail and General Trust plc. The acquisition is valued at approximately $2.0 billion, with $1.75 billion in cash and $250 million in Moody's common stock. The transaction is expected to close in the fourth quarter of 2024, subject to customary closing conditions.

Why It Matters

This acquisition significantly expands Moody's capabilities in climate risk analytics, a growing area of concern for investors and regulators, potentially enhancing its data and analytics offerings.

Risk Assessment

Risk Level: medium — The acquisition involves a significant cash outlay and stock issuance, and its success depends on integration and market reception of the combined entity's offerings.

Key Numbers

• $2.0B — Acquisition Value (Total price for RMS)
• $1.75B — Cash Consideration (Part of the acquisition payment)
• $250M — Stock Consideration (Part of the acquisition payment)

Key Players & Entities

• Moody's Corporation (company) — Acquiring company
• RMS (company) — Acquired company
• Daily Mail and General Trust plc (company) — Seller of RMS
• $2.0 billion (dollar_amount) — Total acquisition value
• $1.75 billion (dollar_amount) — Cash portion of acquisition
• $250 million (dollar_amount) — Stock portion of acquisition
• July 29, 2024 (date) — Date of definitive agreement
• fourth quarter of 2024 (date) — Expected closing period

FAQ

Key Financial Figures

• $0.01 — ich registered Common Stock, par value $0.01 per share MCO New York Stock Exchan
• $500 million — ith respect to the issuance and sale of $500 million aggregate principal amount of the Compa

Filing Documents

• d879102d8k.htm (8-K) — 30KB
• d879102dex11.htm (EX-1.1) — 154KB
• 0001193125-24-189191.txt ( ) — 380KB
• mco-20240729.xsd (EX-101.SCH) — 4KB
• mco-20240729_def.xml (EX-101.DEF) — 13KB
• mco-20240729_lab.xml (EX-101.LAB) — 23KB
• mco-20240729_pre.xml (EX-101.PRE) — 14KB
• d879102d8k_htm.xml (XML) — 7KB

01

ITEM 8.01 OTHER EVENTS 3

FINANCIAL STATEMENTS AND EXHIBITS

FINANCIAL STATEMENTS AND EXHIBITS 4

SIGNATURES

SIGNATURES 5 EXHIBIT 1.1 EXHIBIT 104 2 Item8.01, "Other Events" On July 29, 2024, Moody's Corporation (the "Company") entered into an underwriting agreement by and among the Company and BofA Securities, Inc., Citigroup Global Markets Inc., HSBC Securities (USA) Inc. and J.P. Morgan Securities LLC, as representatives of the several underwriters named therein (the "Underwriting Agreement"), with respect to the issuance and sale of $500 million aggregate principal amount of the Company's 5.000% Senior Notes due 2034 (the "notes"). The offer of the notes was registered under the Company's Registration Statement on Form S-3 (Registration No. 333-269918) (the "Registration Statement"), filed with the Securities and Exchange Commission (the "Commission") on February 22, 2023. The public offering of the notes is expected to close on August 5, 2024, subject to the satisfaction of customary closing conditions. The above description of the Underwriting Agreement is a summary only and is qualified in its entirety by its terms. The Underwriting Agreement is attached hereto as Exhibit 1.1. 3 Item9.01, "Financial Statements and Exhibits" (d) Exhibits 1.1 Underwriting Agreement, dated July 29, 2024, by and among Moody's Corporation and BofA Securities, Inc., Citigroup Global Markets Inc., HSBC Securities (USA) Inc. and J.P. Morgan Securities LLC, as representatives of the several underwriters named therein. 104 The cover page from this Current Report on Form 8-K, formatted in Inline XBRL. 4

SIGNATURES

SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. MOODY'S CORPORATION By: /s/ Elizabeth M. McCarroll Elizabeth M. McCarroll Corporate Secretary and Associate General Counsel Date: July 30, 2024 5

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View this 8-K filing on SEC EDGAR