Moody's Corporation Announces Conditional Open Offer to Increase Ownership Stake in ICRA

New York - 21 February 2014

Moody's Corporation (NYSE:MCO) today announced a conditional open offer to acquire up to 2,650,000 equity shares of ICRA Limited, a leading provider of credit ratings and research in India. The offer is conditional upon acquiring at least 2,149,101 equity shares, which would increase Moody’s ownership stake from 28.5% to just over 50.0%. Full acceptance of the offer would increase Moody’s ownership stake in ICRA to approximately 55.0%.

The offer price, payable in cash, is INR 2,000 per share, which represents a 25.9% premium to ICRA’s closing price on the National Stock Exchange of India Limited (NSE) on February 21, 2014, and a 28.7% and 42.5% premium to the one-month and six-month trailing average stock price, respectively. The offer price represents a 22.2% premium to ICRA’s all-time closing high on the NSE of INR 1,637 per share on December 31, 2013.

The tender period is expected to begin in April 2014, subject to completion of a review of the transaction by Indian regulatory authorities.

“This offer reaffirms Moody’s long-standing commitment to ICRA’s growth and to the value it delivers to its shareholders. We look forward to expanding and deepening our collaboration with ICRA as it provides research and ratings for the growing domestic debt market in India as well as other emerging markets in the region,” said Raymond McDaniel, President and Chief Executive Officer of Moody’s.

Moody’s will fund the offer from international cash on hand.

ICRA, established in 1991, is one of the leading credit rating agencies in India. Through its nine offices in India, ICRA's staff of over 1,000 provides credit ratings and analysis as well as information and other professional services. Moody’s first purchased an ownership stake in ICRA in 1998.

A detailed public statement and letter of offer will be filed with the relevant stock exchanges and the Securities Exchange Board of India.

The offer is being managed by Citigroup Global Markets India Private Limited.     

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