MCO 1Q 2016 Investor Presentation vFINAL...*Guidance as of April 29, 2016. **Dividend payout ratio...

Investor Presentation1Q 2016

May 10, 2016

2May 10, 2016

DisclaimerCertain statements contained in this presentation 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. Moody’s outlook for 2016 and other forward-looking statements in this presentation are made as of April 29, 2016, 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, the current world-wide credit market disruptions and economic slowdown, which are affecting and could continue to 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 credit quality concerns, changes in interest rates and other volatility in the financial markets; 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 initiatives to respond to the current world-wide credit market disruptions and economic slowdown; concerns in the marketplace affecting Moody’s 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 Moody’s rating opinions, as well as any other litigation, government and regulatory proceedings, investigations and inquiries 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 Moody’s 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; the outcome of those Legacy Tax Matters and legal contingencies that relate to the Company, its predecessors and their affiliatedcompanies for which Moody’s has assumed portions of the financial responsibility; exposure to potential criminal sanctions or civil remedies if the Company fails to comply with foreign and US 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; a decline in the demand for credit risk management tools by financial institutions; and other risk factors as discussed in the Company’s annual report on Form 10-K for the year ended December 31, 2015 and in other filings made by the Company from time to time with the Securities and Exchange Commission.

3May 10, 2016

Table of Contents

1. Financial Overview

2. Capital Markets Overview

3. Moody’s Investors Service (MIS)

4. Moody’s Analytics (MA)

5. Conclusion

6. Appendix

May 10, 2016 4

Moody’s Mission: To be the World’s Most Respected Authority Serving Risk-Sensitive Financial Markets

Introduction | Financial Overview | Capital Markets Overview | Moody’s Investors Service | Moody’s Analytics | Conclusion | Appendix

Risk Understanding Risk Understanding Risk Understanding

MethodologiesTraining & Certification

Analyst Outreach

Risk Understanding

RatingsEstimated Default Frequency

Analytics (EDFs)Market-Implied Ratings

(MIRs)

Risk Measurement

Research(from both MIS & MA)

Advisory ServicesStress Testing

Software

Risk Management

Moody’s is an essential component of the global capital markets, providing credit ratings, research, tools and analysis that contribute to open and integrated financial markets

5May 10, 2016

Financial Overview1

6May 10, 2016

Moody’s Corporation Financial Profile*

TTM 1Q16 Revenue by Business

United States58%

EMEA25%

Asia-Pacific10%

Americas6%

TTM 1Q16 Revenue by Type

Corporate Finance

31%

Structured Finance

13%

Financial Institutions

10%

Public, Project &

Infrastructure11%

MIS Other1%

Research, Data &

Analytics20%

Enterprise Risk

Solutions11%

Professional Services

4%

52%40%

74%

48%60%

26%

MCO MIS MA

Recurring Transaction

» TTM 1Q16 revenue of $3.4 billion; operating income of $1.4 billion

» Research, data and software for financial risk analysis and related professional services

» 34% of total MCO revenue

» 17% of total MCO operating income

» Independent provider of credit rating opinions and related information for over 100 years

» 66% of total MCO revenue

» 83% of total MCO operating income

MIS MA

TTM 1Q16 Revenue by Geography

US Non-US

*All financial data is for the trailing twelve months ended March 31, 2016.


7May 10, 2016

Long-term Growth Opportunities Intact Despite Near-term Macro Challenges

Potential Operating Income Margin Expansion

Ongoing Share Repurchases*

Long-Term EPS Growth Opportunity: Low-Teens to High-Teens % (on average)**

Long-Term Revenue Growth Opportunity: High Single-Digit to Low Double-Digit % (on average)

*Subject to market conditions and other ongoing capital allocation decisions.**Assumes no material change in effective tax rate, foreign exchange rates, leverage profile and/or capital allocation policy.

Debt market issuance drivenby global GDP growth

~2-4%

Disintermediationof credit markets in both developed and emerging economies driving both issuance and demand for new products and services

~2-3%

MA and MIS pricing initiatives aligned with value; affected by business volumes and mix

~3-4%

Growth in Moody’s Analytics driven by further penetration of MA’s client base and expansion of bank and insurance risk regulatory requirements

~2-3%

Potential Selective Acquisitions*


8May 10, 2016

*2011-2015 represents non-GAAP EPS. 2016F represents GAAP EPS.**Guidance as of April 29, 2016.***Adjusted Operating Margin is a non-GAAP measure. See appendix for reconciliation from non-GAAP to GAAP.**** As of May 2016, over last five available years. Free Cash Flow is a non-GAAP financial measure. Source: FactSet.*****Includes CLGX, DNB, EXPN, FDS, IHS, SPGI, MORN, MSCI, TRI, VRSK.

Moody’s has Consistently Delivered Strong Performance

Operating Margin Performance

EPS*Revenue

$0.0

$1.0

$2.0

$3.0

$4.0

2011 2012 2013 2014 2015 2016F**

$ Bi

llions

Low-single-digit

% growth

$1 ofRevenue

$2.46$2.99

$3.65$4.21 $4.60

$1.50

$2.00

$2.50

$3.00

$3.50

$4.00

$4.50

$5.00

2011 2012 2013 2014 2015 2016F**

39.0% 39.5%41.5%

43.2% 42.3%42.4% 43.3%44.7%

46.0% 45.5%

35%

40%

45%

50%

2011 2012 2013 2014 2015 2016F**

Operating Margin Adj. Operating Margin***

~45%

~41%

$0.10

$0.23

$0.30

S&P 500

Select Peers*****

Moody's

5-year Average Free Cash Flow Conversion****

$4.55to

$4.65


9May 10, 2016

Moody’s has a Disciplined Approach to Capital Allocation

Investing in Growth Opportunities Return of Capital

Reinvestment Acquisitions Dividends Share Repurchases

» Invest in existing businesses to support organic growth

» FY 2016 capex guidance: ~$125 million*

» Aligned with strategy

» Opportunistic; ideally able to use offshore cash

» TTM 1Q 2016 payout ratio was ~30%**

» Current dividend yield of 1.6% (as of 4/29/16)

» FY 2016 share repurchase guidance: ~$1 billion***

» Average annualized net share count reduction of ~3% from 2011 to 1Q16

*Guidance as of April 29, 2016.**Dividend payout ratio is defined as TTM 1Q 2016 dividends per share/non-GAAP EPS.***Guidance as of April 29, 2016 (subject to available cash, market conditions and other ongoing capital allocation decisions).

Share Repurchases and Dividends Paid

$334 $197

$893$1,221

$1,098

$262

$121$143

$197

$236$272

$72

175

185

195

205

215

225

235

$0

$200

$400

$600

$800

$1,000

$1,200

$1,400

$1,600

2011 2012 2013 2014 2015 1Q16

Milli

ons

of S

hare

s

$ M

illion

s

Share Repurchases (L) Dividends Paid (L) Share Count (R)

$455

$1,090

$340

$1,457$1,370

$334

Annualized Dividend Per Share(Last 5 Years)

$0.40

$0.60

$0.80

$1.00

$1.20

$1.40

$1.60

Dec

-10

Mar

-11

Jun-

11Se

p-11

Dec

-11

Mar

-12

Jun-

12Se

p-12

Dec

-12

Mar

-13

Jun-

13Se

p-13

Dec

-13

Mar

-14

Jun-

14Se

p-14

Dec

-14

Mar

-15

Jun-

15Se

p-15

Dec

-15

Mar

-16

$1.48


May 10, 2016 10

Capital Return has Supported EPS Growth and Total Shareholder Return

144%

163%

19%

Contribution from price appreciation Contribution from dividend reinvestment Total Shareholder Return

MCO Stock Price and Total Shareholder Return (Last 5 Years)**


$2.13

$0.35

$2.12

$4.60

2010 Share count reduction Business performance 2015

Key Drivers of EPS Growth (Last 5 Years)*

*2010 and 2015 represents non-GAAP EPS. See appendix for reconciliation from non-GAAP to GAAP. Contribution from share count reduction excludes interest expense from debt issuance and foregone interest income, both of which are included in business performance.**As of May 4, 2016. Source: FactSet.

11May 10, 2016

Moody’s Analytics Revenue Growth Moderates Variability of Moody’s Ratings Revenue Growth

Year-over-Year % Change

-20%

-10%

0%

10%

20%

30%

40%

50%

Q1'

10

Q2'

10

Q3'

10

Q4'

10

Q1'

11

Q2'

11

Q3'

11

Q4'

11

Q1'

12

Q2'

12

Q3'

12

Q4'

12

Q1'

13

Q2'

13

Q3'

13

Q4'

13

Q1'

14

Q2'

14

Q3'

14

Q4'

14

Q1'

15

Q2'

15

Q3'

15

Q4'

15

Q1'

16

MIS MA MCO

(2%)

3%

16%

1%

6%

19%15%

5%

1%

23%

13%

7%

12%

5%

2%

US

deb

t cei

ling

stan

doff

Fear

s E

uro

debt

cris

is m

ay

spre

ad to

Ital

y &

Spai

n

Crim

ean

cris

is

Oil

pric

es c

rash

Euro

/ G

reec

e st

ando

ff

Glo

bal m

acro

con

cern

s


(13%)

(6%)

11%

12May 10, 2016

Moody’s First Quarter 2016 Revenue Performance

(9%)

1%

(11%)

(20%)

(13%)

Public, Project andInfrastructure Finance


Structured Finance

Corporate Finance

Total

0%

16%

10%

11%


Enterprise RiskSolutions

Research, Data &Analytics

Total


Moody’s Investors Service Moody’s Analytics

13May 10, 2016

Full Year 2016 Guidance as of April 29, 2016

*Amount is a non-GAAP measure. See Appendix for a reconciliation of this non-GAAP measure to its comparable US GAAP measure.

» Revenue: Increase in the low-single-digit % range

» Operating Expenses: Increase in the mid-single-digit % range

» Operating Margin: Approximately 41%

» Adjusted Operating Margin*: Approximately 45%

» Effective Tax Rate: 32% - 32.5%

» Earnings Per Share: $4.55 - $4.65

» Share Repurchases: Approximately $1 billion (subject to available cash, market conditions and other ongoing capital allocation decisions)

» Capital Expenditures: Approximately $125 million

» Depreciation & Amortization: Approximately $130 million

» Free Cash Flow*: Approximately $1 billion


14May 10, 2016

Capital Markets Overview2

15May 10, 2016

Macroeconomic Environment: Interest Rates and Bond SpreadsInterest Rates

0%

2%

4%

6%

10 yr. US Treasury Yield %10 yr. German Bund Yield %

1.8%

0.3%

Source: Moody’s Analytics, Barclays. Bond Spreads are for non-financial corporates. All data is through April 29, 2016.

50350650950

1,2501,5501,8502,150

US Investment GradeUS High YieldEuro Investment GradeEuro High Yield

Bond Spreads


400

500

600

700

800

900

Feb-16 Mar-16 Apr-16

Decline since peak

» Spreads peaked in mid-Feb 2016

(181) bps

(272) bps

100

125

150

175

200

225

250

Feb-16 Mar-16 Apr-16

Decline since peak

(87) bps

(53) bps

High Yield

Investment Grade

16May 10, 2016

Macroeconomic Environment: Default Rates and Credit MetricsDefault Rates for Global Corporate Rated Issuance

0.0%2.0%4.0%6.0%8.0%

10.0%12.0%14.0%

2005 2006 2007 2008 2009 2010 2011 2012 2013 2014 2015 2016F

High Yield Historical Average

4.2% historic average*


4.9x

4.3x4.5x

4.8x5.0x 4.9x

4.5x

4.0x 4.0x 4.1x4.4x 4.5x

4.8x

5.0x

2009 2010 2011 2012 2013 2014 2015**

EU US

Credit Metrics: North American & European Speculative Grade Companies Median Debt/EBITDA

*Moody’s global speculative grade default historical average of 4.2% since 1983.**Data for North America covers trailing twelve month period at 3Q 2015; European data is 3Q 2015 only.Source: Moody’s Investors Service. All data is for Moody’s rated corporate debt.

17May 10, 2016

Commodities Sector: Default Rates, Issuance, and Debt Maturities

*Source: Moody’s Investors Service. Commodities sector includes Oil & Gas and Metals & Mining. **Source: Moody’s Analytics. Commodities sector includes Oil & Gas and Metals & Mining.***Source: FactSet. As of May 2016. Includes the following FactSet industry groups: Aluminum, Coal, Contract Drilling, Integrated Oil, Oil & Gas Pipelines, Oil & Gas Production, Oil Refining/Marketing, Oilfield Services/Equipment, Other Metals/Minerals, Precious Metals, and Steel.

$19

$53 $53 $55 $63

$12 $31

$45 $60

$88

$0$20$40$60$80

$100

2016 2017 2018 2019 2020

$ B

illio

nsInvestment Grade High Yield

$0

$20

$40

$60

$80

$100

2Q14 3Q14 4Q14 1Q15 2Q15 3Q15 4Q15 1Q16

$ B

illio

ns

High Yield Investment Grade

Global Commodity Bond Issuance**

Debt Maturities: Global Moody’s Rated Commodity Bonds ***

1.9%

18.5%

4.1%

1.7%

1.9%

1.8%

Non-Commodities

Commodities

Total

2014

TTM 1Q16

US Speculative Grade Default Rates*


18May 10, 2016

Disintermediation of Capital Markets: Europe and US

» European companies have historically relied more on banks than their American counterparts, but are increasingly turning to the bond market

» 1Q 2016 Moody’s rated European high yield bond and bank loan issuance was split approximately 50% / 50%, respectively

Sources: ECB, Federal Reserve, BarCap Indices. Europe bank loan data includes Eurozone and UK bank loans. Europe bond data includes euro and sterling denominated bonds. Data is through February 2016.

European Non-Financial Corporate Bonds vs. Bank Loans Outstanding

48%

€0

€1,000

€2,000

€3,000

€4,000

€5,000

€6,000

€7,000

€B

illion

s

Bonds Loans

US Non-Financial Corporate Bonds vs. Bank Loans Outstanding

48%

$0

$2,000

$4,000

$6,000

$8,000

$ Bi

llions

Bonds Loans

80%

20%

47%

53%


19May 10, 2016

Disintermediation of Capital Markets: Moody’s New Rating Mandates

0

400

800

1,200

2012 2013 2014 2015 1Q15 1Q16

# of

new

man

date

s

EMEA United States Rest of World

Global New Rating Mandates*

*Rated by Moody’s Investors Service.Source: Moody’s Investors Service.

» Lowered pace of new mandate activity in 1Q 2016 was due to wide and volatile high yield credit spreads and reduced global issuance

854

1,026990

771


179153

20May 10, 2016

Moody’s Investors Service3

21May 10, 2016

Moody’s Investors Service: A Leading Provider of Credit Ratings, Research, and Risk Analysis


Dedicated, experienced analytical teams

A common language of credit risk

A process that brings together analytical views

A long institutional memory of credit

A comprehensive view of credit risk in the capital markets based on unparalleled coverage

» For issuers, MIS ratings may provide tangible financing benefits, broaden access to global capital markets, and help inform the formulation of internal capital plans and funding strategies

» For other market participants, MIS provides independent, globally comparable, transparent and industry-leading analysis of credit risk

22May 10, 2016

40%

60%


TTM 1Q16 Revenue: $2.3 billion*

Moody’s Investors Service Financial Profile

Public, Project, &

Infrastructure Finance

16%


16%

CorporateFinance

47%

StructuredFinance

20%

MIS Other 1%

64%

36%

US Non-US

» 41% recurring revenue



2016 Revenue Guidance as of April 29, 2016Global – flat

US low-single-digit % range

Non-US low-single-digit % range

Corporate Finance low-single-digit % range

Financial Institutions mid-single-digit % range

Structured Finance mid-single-digit % range

Public, Project & Infrastructure Finance mid-single-digit % range



*All financial data for this section is for the trailing twelve months ended March 31, 2016.

23May 10, 2016

Non-Financial Corporates have Refunding Needs of Approximately $3.4 Trillion*

*Amount reflects total maturities identified in the above sourced reports.

Investment Grade Bonds Speculative Grade Bonds Speculative Grade Bank Loans

Debt Maturities: North America Moody’s-Rated Corporate Bonds and Loans

$144$185 $202 $178 $196

$19 $41$71

$104$159

$9$43

$111$176

$264

$0$50

$100$150$200$250$300

2016 2017 2018 2019 2020

$ Bi

llions

Source: MIS, Feb-16.Note: Data represents US & Canadian MIS rated corporate bonds & loans.

Debt Maturities: EMEA Moody’s-Rated Corporate Bonds and Loans

$167$189 $173

$147

$35 $35$58 $65

$30 $40 $40 $50

$0$50

$100$150$200$250

2016 2017 2018 2019

$ Bi

llions Source: MIS,

Jul-15.

Debt Maturities: Asia Pacific Moody’s-Rated Corporate Entities

$105 $122$97 $82

$14 $17 $18 $20

$0$50

$100$150$200$250

2016 2017 2018 2019

$ Bi

llions

Sources: MIS & Bloomberg, Jul-15. Note: Data shows rated & unrated bonds of rated corporates in Asia ex-Japan, Australia & New Zealand. Data does not include loans.


2016 – 2020 CAGR

IG: 8%

SG: 71%

BL: 130%

IG: (4%)

SG: 23%

BL: 19%

2016 – 2019 CAGR

2016 – 2019 CAGR

IG: (8%)

SG: 13%

24May 10, 2016

M&A Activity has Increased as a Stated Use of Proceeds

*% of mentions for each respective period in bond issue or bank loan program tranche documents. Excludes issues of less than $25 million and general corporate purposes. An issue can have multiple purposes and, as a result, %’s do not sum to 100%.Source: Moody’s Capital Markets Research Group (CMRG).

Uses of Funds from USD High Yield Bonds and Bank Loans*

73%62% 52%

83%

71% 74% 78%71%

65%54% 49%

45%63% 53%

19%

31% 30% 25%31%

41% 54%59%

24% 22% 17%11%

7% 8% 8% 7% 8%5% 9%

9% 12% 9% 4%18% 17% 18% 22% 20% 16% 15%

1998 1999 2008 2009 2010 2011 2012 2013 2014 2015 1Q16

% o

f men

tions

Debt Refinancing M&A Capital Spending Shareholder Payments


25May 10, 2016

*MIS recurring revenue is typically billed annually and recognized ratably over 12 months. Recurring revenue can also be billed upfront and recognized over the life of the security.

Moody’s Investors Service’s Recurring Revenue* Provides Stability

$0

$100

$200

$300

$400

$500

$600

$700

$800

$900

$1,000

2011 2012 2013 2014 2015 TTM 1Q16

$ M

illio

ns

Corporate Finance Structured Finance Financial Institutions Public, Project, & Infrastructure Finance MIS Other


» Drivers of MIS recurring revenue include growth in monitoring fees and select elements of pricing

» Recurring revenue averages ~40% of total MIS revenue

MIS Recurring Revenue

As a % of MIS revenue 43% 38% 38% 39% 39% 40%

26May 10, 2016

Moody’s Analytics4

27May 10, 2016

Loan Markets Securities Markets Other

Comm’l Lending

Consumer Lending

Investment Management

Investment Banking

Sales & Trading Risk Mgmt Treasury

MIS research & data Credit market analysis & data

Economic research, data, & modeling

Structured financeanalytics

Software

Risk modeling

Training Offshore analytical resources

Product Offering Relevant to Multiple Functions Within Banks, Insurance Companies and Asset Managers

RD

&A

ERS

Prof

. Sv

cs.


» Centrally managed sales organization leverages established customer relationships which facilitates distribution of new product

28May 10, 2016

Operating Margin

TTM 1Q16 Revenue: $1.2 billion*

Moody’s Analytics Financial Profile

74%

26%


47%

53%

US Non-US » > 95% recurring revenue» 96% retention rate


» Combination of one-off contracts and semi-recurring revenue

17.5%

15.3%

18.1%

19.5%

19.9%

2011

2012

2013

2014

2015

» Expect operating margin to grow to the mid-20’s percent range over the next several years

2016 Revenue Guidance as of April 29, 2016

Global high-single-digit % range

US low-double-digit % range

Non-US mid-single-digit % range

Research, Data & Analytics high-single-digit % range

Enterprise Risk Solutions high-single-digit % range

Professional Services low-single-digit % range

Research, Data and Analytics

54%Enterprise

Risk Solutions

33%


13%


*All financial data for this section is for the trailing twelve months ended March 31, 2016.

29May 10, 2016

Moody’s Analytics Has Multiple Platforms for Growth

$0

$200

$400

$600

$800

$1,000

$1,200

2007 2008 2009 2010 2011 2012 2013 2014 2015

Rev

enue

$ m

illion

s

Jan 2008:Moody’s Analyticsestablished

Amba

WebEquity,Lewtan

BlackBox

*KMV acquired in 2002.Note: Listed companies above have been acquired by Moody’s Analytics in the respective year. In 2016 Moody’s Analytics has acquired GGY and made an investment in Finagraph.

2015 Revenue and 2007 – 2015 CAGR

Professional Services$149.9m, 42% CAGR

Enterprise Risk Solutions$374.0m, 18% CAGR

Research, Data & Analytics$626.4m, 7% CAGR


KMV*,Economy.com,

Wall Street Analytics

Fermat

Canadian Securities Institute

Barrie & HibbertCopal

30May 10, 2016

RD&A Revenue Has Grown Despite Flat Financial Services Employment

$350

$400

$450

$500

$550

$600

$650

5.4

5.9

6.4

6.9

7.4

7.9

Q1'

08Q

2'08

Q3'

08Q

4'08

Q1'

09Q

2'09

Q3'

09Q

4'09

Q1'

10Q

2'10

Q3'

10Q

4'10

Q1'

11Q

2'11

Q3'

11Q

4'11

Q1'

12Q

2'12

Q3'

12Q

4'12

Q1'

13Q

2'13

Q3'

13Q

4'13

Q1'

14Q

2'14

Q3'

14Q

4'14

Q1'

15Q

2'15

Q3'

15Q

4'15

Q1'

16

$ M

illion

s

Milli

ons

of jo

bs

US and UK Financial Services Employment* (L) TTM RD&A Revenue (R)

*Source: US Bureau of Labor Statistics and the UK Office for National Statistics. Available data through September 30, 2015.

RD&A Revenue vs. Financial Services Employment


31May 10, 2016

ERS: Solid Track Record of Growth Introduction | Financial Overview | Capital Markets Overview | Moody’s Investors Service | Moody’s Analytics | Conclusion | Appendix

$0

$50

$100

$150

$200

$250

TTM

Rev

enue

$ m

illion

s

Recurring Revenue: Subscriptions & Maintenance

Non-Recurring Revenue: License and Services

16% CAGR

13% CAGR

Overall CAGR Since 2011 of 14% » Growth drivers– Regulation and accounting

standards driving demand for automated software tools

– Financial institutions adopting standard approaches and best practices in risk management

– Expense management pressure shifting FIs away from home-grown technology solutions

» Investment in common code base offering rich functionality and streamlined configuration options will drive sales and simplify customer adoption

» Focus on higher-value, more profitable business supports margin expansion; some top-line offset due to slower growth in low-margin services

Reminder: While ~2/3 of revenue base is renewable, results are affected by large projects –timing may impact sales, revenues, and margin in any one period

32May 10, 2016

Professional Services Overview

» Leading provider of offshore research and analytic services

» 2,400 employees; 9 delivery centers

» 200+ institutional clients in global financial and corporate sectors

Knowledge process outsourcing

» Canada’s leading provider of financial services education and designations

» 270+ courses taken by 800,000+ financial professionals

» Endorsed by the Investment Industry Regulatory Organization of Canada (IIROC), Canada’s stock exchanges and Canada’s securities regulatory commissions

Certificates, designations & accreditations

» Provider of global learning capabilities to banks, asset managers, regulators and non-bank financial institutions

» Multiple delivery channels, including classroom instruction, web classes and e-learning

» Signature Commercial Lending program available in universal and IFRS; translated and localized for several regions

Financial services training


33May 10, 2016


Moody’s Analytics: Well-Positioned to Drive Growth

» Strong operating track record

– 33 consecutive quarters of year/year revenue growth

– 11% revenue CAGR since inception of Moody’s Analytics

– 22 quarters of double-digit revenue growth

– 2015 operating margin of 19.9%

» Solid market position supporting risk management at financial institutions

– Rich product portfolio supported by unique, differentiating features

– Product offering focused on delivering need-to-have products and services

– Good penetration of customer base, with plenty of opportunity ahead

May 10, 2016 34

Risk Technology Rankings Year(s)

Overall Vendor Ranking 2011, 2012, 2013, 2014

Overall: Enterprise-wide Risk Management 2011, 2012, 2013, 2014, 2015

Enterprise-wide Credit Risk 2011, 2012, 2013, 2014, 2015

Enterprise-wide Basel III Compliance 2011, 2012, 2013, 2014, 2015

Risk Capital Calculation – Regulatory 2011, 2012, 2013, 2014, 2015

Risk Capital Calculation – Economic 2011, 2012, 2013, 2014, 2015

Regulatory Compliance & Reporting 2011, 2012, 2013, 2014

Pricing & Analytics – Credit 2015

Asset & Liability 2015

Stevie Year(s)

Best Front-Line Customer Service Team – Fin Svcs 2016

Celent – XCelent Awards Year(s)

Client Base/Presence: CCAR & Stress Testing 2016

Depth of Client Service: CCAR & Stress Testing 2016

Functionality, Basel III & Liquidity Risk Management 2013

Chartis Year(s)

RiskTech100® - Overall Ranking 2011, 2012/2013, 2014, 2015, 2016

Enterprise Stress Testing – Category Win 2016

Credit Risk – Category Win 2012/2013, 2015

Organizational Strength – Category Win 2012/2013, 2014

American Banker Year(s)

FinTech Forward 2014, 2015

IDC Year(s)

FinTech 100 2011, 2012, 2013, 2014, 2015

Structured Products Technology Rankings Year(s)

America Technology Vendor – Non Bank 2015

Risk Management – Credit 2013

Risk Management – Limits 2014, 2015

Risk Management - Regulatory/Economic Capital 2012, 2013, 2014, 2015

Pulsenomics Year(s)

Crystal Ball 2012, 2015, 2016

Insurance Risk Year(s)

Best Solvency II Solution 2014, 2015

Best Data Management Solution 2013, 2014

Best Economic Scenario Generation Solution 2011, 2012, 2015

Best Regulatory Reporting Software 2013

Asia Risk Technology Rankings Year(s)

Overall Vendor Ranking 2011, 2012, 2014, 2015

Risk Management 2011, 2014, 2015

Liquidity Risk Management 2011, 2012, 2013, 2014, 2015

Regulatory Capital Calculation & Management 2011, 2012, 2013, 2014, 2015

Economic Capital Calculation & Management 2011, 2013, 2014, 2015

Asset –Liability & Management 2011, 2012, 2014, 2015

Extensive, Global Recognition for Industry LeadershipIntroduction | Financial Overview | Capital Markets Overview | Moody’s Investors Service | Moody’s Analytics | Conclusion | Appendix

35May 10, 2016

Conclusion5

36May 10, 2016

Why Invest in Moody’s?» We strive to be the world’s most respected authority serving risk-sensitive

financial markets

» We have had strong revenue and earnings growth, as well as strong cash flow conversion

– 2011 – 2015 Revenue CAGR of 11%

– 2011 – 2015 non-GAAP EPS* CAGR of 17%

– 2011 – 2015 free cash flow conversion rate of ~30%

» We are committed to returning capital to our shareholders

– Current annualized dividend of $1.48

– Anticipate 2016 share repurchases of approximately $1.0 billion**

» We will selectively invest in strategic growth opportunities

– Leverage brand to extend our relevance in financial markets

– Expand our product offerings and geographic influence*See appendix for reconciliation of non-GAAP EPS to GAAP EPS.**Guidance as of April 29, 2016. Subject to market conditions and other ongoing capital allocation decisions.


37May 10, 2016

Appendix6

38May 10, 2016

Corporate Finance: Revenue and Issuance

*Historical data has been adjusted to conform with current information and excludes intercompany revenue.**Other includes: monitoring, CP, MTNs, and ICRA.***Sources: Moody’s Capital Markets Research Group, Dealogic; US Speculative-Grade Bank Loan Origination represents Moody’s rated new US bank loan programs. Note: Debt issuance categories do not directly correspond to Moody’s revenue categorization.

$0

$200

$400

$600

$800

$1,000

$1,200

2007 2008 2009 2010 2011 2012 2013 2014 2015

Rev

enue

$ M

illio

ns

Historical Revenue* Mix: By Year

Other** Investment Grade Speculative Grade Bank Loans

$0

$50

$100

$150

$200

$250

$300

$350

1Q14 2Q14 3Q14 4Q14 1Q15 2Q15 3Q15 4Q15 1Q16

Rev

enue

$ M

illio

ns

Historical Revenue* Mix: By Quarter


$0

$500

$1,000

$1,500

$2,000

2007 2008 2009 2010 2011 2012 2013 2014 2015

Issu

ance

$ B

illio

ns

Global Rated Non-Financial Bonds and US Speculative Grade Bank Loans (Annually)***

US Speculative-Grade Bank Loan OriginationGlobal Non-Financial Speculative-Grade Bond IssuanceGlobal Non-Financial Investment-Grade Bond Issuance

$0

$100

$200

$300

$400

$500

$600

1Q14 2Q14 3Q14 4Q14 1Q15 2Q15 3Q15 4Q15 1Q16

Issu

ance

$ B

illio

ns

Global Rated Non-Financial Bonds and US Speculative Grade Bank Loans (Quarterly)***

US Speculative-Grade Bank Loan OriginationGlobal Non-Financial Speculative-Grade Bond IssuanceGlobal Non-Financial Investment-Grade Bond Issuance


39May 10, 2016

42% 36% 36% 38% 35% 34%43% 42% 39% 43%

21%23% 19% 21% 29% 26%

25% 29% 27% 28%

18% 23% 23% 20%21%

19%13% 11% 16% 13%

18% 18% 21% 22% 15% 21% 19% 18% 18% 17%

0%

20%

40%

60%

80%

100%

FY11 FY12 FY13 FY14 1Q15 2Q15 3Q15 4Q15 FY15 1Q16


71% 74% 73% 70% 72% 73% 65% 65% 69% 63%

29% 26% 27% 30% 28% 27% 35% 35% 31% 37%

0%

20%

40%

60%

80%

100%


Revenue* Distribution: Recurring vs. Transaction

Transaction Recurring

Corporate Finance: Revenue Diversification

*Historical data has been adjusted to conform with current information and excludes intercompany revenue.**Other includes: monitoring, CP, MTNs, and ICRA.Percentages have been rounded and may not total to 100%.

35% 34% 38% 38% 36% 32% 30% 30% 32% 28%

65% 66% 62% 62% 64% 68% 70% 70% 68% 72%

0%

20%

40%

60%

80%

100%


Revenue* Distribution: Geography

Non - US US

Revenue* Distribution: Product


40May 10, 2016

Structured Finance: Revenue and Issuance

$0

$20

$40

$60

$80

$100

$120

1Q14 2Q14 3Q14 4Q14 1Q15 2Q15 3Q15 4Q15 1Q16

Rev

enue

$ M

illio

ns


ABS RMBS CREF Structured Credit Other

*Historical data has been adjusted to conform with current information and excludes intercompany revenue.**Sources: AB Alert, CM Alert, Moody’s Corporation. Debt issuance categories do not directly correspond to Moody’s revenue categorization.Notes: ABS (Asset Backed Securitization) includes asset-backed commercial paper and long-term asset-backed securities. RMBS (Residential Mortgage Backed Securitization) includes covered bonds. CREF (Commercial Real Estate Finance) includes commercial mortgage-backed securities, real estate finance, and commercial real estate CDOs. Structured Credit includes CLOs and CDOs.

$0

$200

$400

$600

$800

$1,000

2007 2008 2009 2010 2011 2012 2013 2014 2015

Rev

enue

$ M

illio

ns



$0

$500

$1,000

$1,500

$2,000

$2,500

$3,000

2007 2008 2009 2010 2011 2012 2013 2014 2015

Issu

ance

$ B

illio

ns

Global Rated Structured Finance(Annually)**

ABS RMBS CREF Structured Credit

$0

$50

$100

$150

$200

$250

$300

$350

1Q14 2Q14 3Q14 4Q14 1Q15 2Q15 3Q15 4Q15 1Q16

Issu

ance

$ B

illio

ns

Global Rated Structured Finance(Quarterly)**

ABS RMBS CREF Structured Credit


41May 10, 2016

Structured Finance: Revenue Diversification

52% 58% 60% 62% 61% 66% 62% 67% 64% 55%

48% 42% 40% 38% 39% 34% 38% 33% 36% 45%

0%

20%

40%

60%

80%

100%




53% 46%36% 34% 30% 28% 30% 34% 31% 34%

47% 54%64% 66% 70% 72% 70% 66% 69% 66%

0%

20%

40%

60%

80%

100%



Non - U.S. U.S.

31% 29% 26% 22% 21% 21% 18% 21% 20% 22%

26% 22%19%

18% 18% 18% 17% 20% 18% 23%

20% 25% 30%28% 33% 27% 33%

33% 31%31%

23% 24% 25% 32% 28% 34% 32% 26% 31% 24%

0% 0% 0% 0% 0% 0% 0% 0% 0% 0%

0%

20%

40%

60%

80%

100%



Revenue* Distribution: by Product

*Historical data has been adjusted to conform with current information and excludes intercompany revenue.Percentages have been rounded and may not total to 100%.Notes: ABS (Asset Backed Securitization) includes asset-backed commercial paper and long-term asset-backed securities. RMBS (Residential Mortgage Backed Securitization) includes covered bonds. CREF (Commercial Real Estate Finance) includes commercial mortgage-backed securities, real estate finance and commercial real estate CDOs. Structured Credit includes CLOs and CDOs.


42May 10, 2016

Financial Institutions: Revenue and Issuance

$0

$20

$40

$60

$80

$100

1Q14 2Q14 3Q14 4Q14 1Q15 2Q15 3Q15 4Q15 1Q16

Rev

enue

$ M

illio

ns


Banking Insurance Managed Investments Other

$0

$50

$100

$150

$200

$250

$300

$350

$400

2007 2008 2009 2010 2011 2012 2013 2014 2015

Rev

enue

$ M

illio

ns



$0

$400

$800

$1,200

$1,600

$2,000

2007 2008 2009 2010 2011 2012 2013 2014 2015

Issu

ance

$ B

illio

ns

Global Rated Financial Bonds(Annually)**

Global Spec Grade Corporate Bond IssuanceGlobal Inv Grade Corporate Bond Issuance

*Historical data has been adjusted to conform with current information and excludes intercompany revenue. **Sources: Moody’s Capital Markets Research Group, Dealogic. Note: Debt issuance categories do not directly correspond to Moody’s revenue categorization.

$0

$100

$200

$300

$400

$500

1Q14 2Q14 3Q14 4Q14 1Q15 2Q15 3Q15 4Q15 1Q16

Issu

ance

$ B

illio

ns

Global Rated Financial Bonds(Quarterly)**

Global Speculative Grade Financial Corporate Bond IssuanceGlobal Investment Grade Financial Corporate Bond Issuance


43May 10, 2016

Financial Institutions: Revenue Diversification

*Historical data has been adjusted to conform with current information and excludes intercompany revenue.Percentages have been rounded and may not total to 100%.

34% 37% 35% 35% 40% 36% 35% 38% 37% 39%

66% 63% 65% 65% 60% 64% 65% 62% 63% 61%

0%

20%

40%

60%

80%

100%




60% 59% 58% 60% 56% 58% 55% 61% 57% 58%

40% 41% 42% 40% 44% 42% 45% 39% 43% 42%

0%

20%

40%

60%

80%

100%



Non - US US

69% 70% 69% 68% 67% 69% 65% 66% 67% 62%

25% 24% 26% 26% 27% 23% 29% 26% 26% 31%

6% 6% 5% 5% 4% 5% 4% 5% 4% 4%0% 0% 0% 1% 2% 3% 2% 3% 3% 3%

0%

20%

40%

60%

80%

100%





44May 10, 2016

$0

$50

$100

$150

$200

$250

$300

$350

$400

2007 2008 2009 2010 2011 2012 2013 2014 2015

Rev

enue

$ M

illio

ns


Public Finance and SovereignProject & Infrastructure FinanceOther

*Historical data has been adjusted to conform with current information and excludes intercompany revenue. **Sources: Thomson SDC, Moody’s Corporation. Note: Debt issuance categories do not directly correspond to Moody’s revenue categorization.

$0

$20

$40

$60

$80

$100

$120

1Q14 2Q14 3Q14 4Q14 1Q15 2Q15 3Q15 4Q15 1Q16

Issu

ance

$ B

illio

ns

Long-Term Rated US Municipal Bond Issuance(Quarterly)**

$0

$100

$200

$300

$400

$500

2007 2008 2009 2010 2011 2012 2013 2014 2015

Issu

ance

$ B

illio

ns

Long-Term Rated US Municipal Bond Issuance(Annually)**

-$20

$0

$20

$40

$60

$80

$100

$120

1Q14 2Q14 3Q14 4Q14 1Q15 2Q15 3Q15 4Q15 1Q16

Rev

enue

$ M

illio

ns


Public Finance and SovereignProject & Infrastructure FinanceOther

Public, Project and Infrastructure: Revenue and IssuanceIntroduction | Financial Overview | Capital Markets Overview | Moody’s Investors Service | Moody’s Analytics | Conclusion | Appendix

45May 10, 2016


58% 61% 60% 58% 64% 62% 56% 56% 60% 59%

42% 39% 40% 42% 36% 38% 44% 44% 40% 41%

0%

20%

40%

60%

80%

100%




36% 35% 37% 37% 35% 32% 36% 37% 35% 33%

64% 65% 63% 63% 65% 68% 64% 63% 65% 67%

0%

20%

40%

60%

80%

100%



Non - US US

56% 56% 51% 49% 56% 54% 51% 54% 54% 60%

44% 44% 49% 51% 44% 46% 49% 46% 46% 40%

0% 0% 0% 0% 0% 0% 0% 0% 0% 0%

0%

20%

40%

60%

80%

100%


Public Finance and Sovereign Project & Infrastructure Finance Other


Public, Project and Infrastructure: Revenue DiversificationIntroduction | Financial Overview | Capital Markets Overview | Moody’s Investors Service | Moody’s Analytics | Conclusion | Appendix

46May 10, 2016

Moody’s Analytics: Financial Overview

$0

$50

$100

$150

$200

$250

$300

$350

1Q14 2Q14 3Q14 4Q14 1Q15 2Q15 3Q15 4Q15 1Q16

Rev

enue

$ M

illio

ns



$0

$200

$400

$600

$800

$1,000

$1,200

2008 2009 2010 2011 2012 2013 2014 2015

Rev

enue

$ M

illio

ns


Professional ServicesEnterprise Risk SolutionsResearch, Data and Analytics

20% 23% 23% 27% 23% 24% 25% 30% 26% 24%

80% 77% 77% 73% 77% 76% 75% 70% 74% 76%

0%

20%

40%

60%

80%

100%

FY11 FY12 FY13 FY14 1Q15 2Q15 3Q15 4Q15 FY15 1Q16Transaction Recurring

58% 57% 55% 56% 51% 52% 55% 56% 54% 51%

42% 43% 45% 44% 49% 48% 45% 44% 46% 49%

0%

20%

40%

60%

80%

100%



Non-US US

63% 58% 58% 54% 57% 56% 55% 50% 54% 57%

28% 29% 29% 31% 29% 30% 32% 38% 33% 31%

9% 13% 13% 16% 14% 14% 13% 12% 13% 13%

0%

20%

40%

60%

80%

100%





47May 10, 2016

Historically, Rising Rates have not had a Significant Impact on Moody’s Revenue

+200bps

+120bps

+100bps

+180bps

5.8%

7.8%

4.7%

6.5%

2.3%

3.3%

1.8%

3.0%

2.2%

0%

1%

2%

3%

4%

5%

6%

7%

8%

9%

$0

$500

$1,000

$1,500

$2,000

$2,500

$3,000

$3,500

$4,000

1992 1993 1994 1995 1996 1997 1998 1999 2000 2001 2002 2003 2004 2005 2006 2007 2008 2009 2010 2011 2012 2013 2014 2015

$ M

illio

ns

MIS Revenue MA Revenue MCO Revenue 10-yr U.S. Treasury Yield (R)*

*10-yr Treasury Yields are represented by the rate at the end-of-period. Source: www.treasury.gov

MCO Revenue and Interest Rates


48May 10, 2016

$1.6$1.9 $2.1

$2.3 $2.3

$0.6 $0.5

$0.0

$0.5

$1.0

$1.5

$2.0

$2.5

$0.0

$1.0

$2.0

$3.0

$4.0

$5.0

2011 2012 2013 2014 2015 1Q15 1Q16

Rev

enue

$ B

illio

ns

Issu

ance

$ T

rillio

ns

Global Non-Financial Bonds and US HY Bank Loans (L) Global Financial Bonds (L)

Global Structured Finance (L) U.S. Municipal Bonds (L)

MIS Revenue (R)

MIS Revenue vs. Rated Issuance*

» In addition to issuance activity levels, MIS revenue is impacted by (i) the mix of issuance activity, (ii) pricing and (iii) growth in monitored credits

*Rated global investment grade bonds, global high yield bonds, US high yield bank loans, global structured finance, and US municipal issuance.Source: Moody’s Capital Markets Research Group, Dealogic, AB Alert, CM Alert, Thomson SDC. US High Yield Bank Loans represent Moody’s rated new US bank loan programs.

Year-over-Year Percent Change 2011 2012 2013 2014 2015 2011-2015

CAGR 1Q16

Issuance 2% 11% 1% 5% -5% 3% -12%

Revenue 12% 20% 9% 9% 3% 10% -13%


49May 10, 2016

Moody’s Analytics Global Banking Regulatory Radar

Source: Moody’s Analytics market research as of May 2016.1. The implementation of the LCR in the EU will be: 60% in 2015, 70% in 2016, 80% in 2017 and 100% in 2018. In the US, advanced-approach banks will have to meet 80% of the

LCR by January 1, 2015 and 100% of the ratio by Jan. 2017.2. The G-SIB surcharge will expand the conservation buffer, subject to a 3 year phase in period. G-SIBs will be required to hold a minimum Total Loss-Absorbing Capacity” (TLAC)

of at least 16% from 2019 and 18% by 2022. 3. The new standardized approach (SA-CCR) replaces both the Current Exposure Method (CEM) and the Standardized Method (SM) in the capital adequacy framework.4. Regulatory framework for domestic systemically important banks in Australia5. Phase 2 was implemented in 2015, focused on liquidity and Phase 3 will be implemented in 2016 and will focus on additional balance sheet data. banks (G-SIBs).


EMEA

20162017201820192020 and beyond 2017 2018 2019 2020 and beyond

SA-CCR3

G-SIB Surcharge2

Leverage Ratio

Reporting fin. conglomerates

CA res. mortgage

D-SIB framework4

FSB Data Initiative5

BoE/PRA ST

BCBS 239

Concentration Large Exposures

IFRS 9

TLAC2 NSFR

New securitization framework

IRRBB review

CVA review

FRTB

Revised SA approach CR

Reg cap CCP exposures

Leverage Ratio

FRTB

BoE/PRA ST

LCR1

Concentration & Large Exposures

IFRS 9

TLAC2

NSFR


IRRBB review

CVA review


ECB Anacredit

FBO STLCR1

BoE/PRA ST

CCAR /DFA ST

Leverage Ratio

G-SIB Surcharge2

G-SIB Surcharge2

Capital rules to large foreign banks

CCAR /DFAST

SA-CCR3

SA-CCR3


BoE/PRA ST

BCBS 239

BCBS 239

CCAR /DFAST

LCR1

Financial conglomerates

LCR1

NSFR

PRA CAD/Pillar 2

FRTB

EBA Liquidity monitoring

EU-wide ST



Supplementary leverage ratio

CCAR /DFAST

Concentration Large Exposures


IRRBB review


TLAC2

CVA review

LCR, NSFR

SSFA for securitizations

SEC Liquidity rules (ETF, mutual funds)

NCUA RBC rule for large credit unions

IFRS 9

CECL

LCR1


Vickers reform

FDSF

ST

Enhanced P3 disclosures



Revised SA operational risk



Restrictions use internal models for CR RWA



50May 10, 2016

Moody’s is a Seasoned Capital Markets Issuer

» Successfully issued across the maturity curve and in multiple currencies» Initial maturities ranging from 5-year to 30-year » Debt denominated in USD and EUR

0.0x

0.5x

1.0x

1.5x

2.0x

2.5x

$0

$500

$1,000

$1,500

$2,000

$2,500

$3,000

$3,500

$4,000

2005 2006 2007 2008 2009 2010 2011 2012 2013 2014 2015 TTM*1Q16

$ in

milli

ons

EBITDA** (L) Debt Outstanding*** (L) Gross Debt/EBITDA (R)

Private Placement» 2007: $300m 10yr note

Public Bond Offerings» 2010: $500m 10yr bond» 2012: $500m 10yr bond» 2013: $500m 10yr bond» 2014: $450m 5yr bond

$300m 30yr bond» 2015: €500m 12yr bond

$300m 30yr bond****

*Trailing twelve months.**Amount is a non-GAAP measure. See Appendix for a reconciliation of this non-GAAP measure to its comparable US GAAP measure. ***Debt outstanding at end of period.****On November 13, 2015, Moody’s issued $300 million of 5.25% senior unsecured notes due 2044 in a reopening of its existing series of such notes.


51May 10, 2016

Moody’s Global Presence

*As of March 31, 2016.**As of March 31, 2015.

US employees non-US employees total employees**

US employees non-US employees total employees*

3,441 7,311 10,752

2016

3,202 6,768 9,970

2015


52May 10, 2016

Adjusted Operating Income and Adjusted Operating Margin Reconciliation

Reconciliation of Non-GAAP Financial Measures to GAAP

Moody's Corporation Operating Margin Guidance Reconciliation

*Guidance as of April 29, 2016.

(in $ millions) 2011 2012 2013 2014 2015As Reported Operating Income $888.4 $1,077.4 $1,234.6 $1,439.1 $1,473.4Operating Margin 39.0% 39.5% 41.5% 43.2% 42.3%

Add Adjustment:Depreciation & Amortization 79.2 93.5 93.4 95.6 113.5

Restructuring - - - - -

Goodwill Impairment Charge - 12.2 - - -

Adjusted Operating Income $967.6 $1,183.1 $1,328.0 $1,534.7 $1,586.9Adjusted Operating Margin 42.4% 43.3% 44.7% 46.0% 45.5%

2016F*Projected Operating Margin - GAAP Approximately 41%Projected impact from Depreciation & Amortization Approximately 4%

Projected Adjusted Operating Margin Approximately 45%


Moody's Corporation Free Cash Flow Guidance Reconciliation

(in $ millions) 2016F*Cash Flow from Operations Approximately $1.1 billion

Less Capital Expenditures Approximately $125 million

Free Cash Flow Approximately $1.0 billion

53May 10, 2016

Reconciliation of Non-GAAP Financial Measures to GAAP (cont.)

Moody's Corporation EPS Reconciliation

2010 2011 2012 2013 2014 2015 2016F*Diluted EPS - GAAP $2.15 $2.49 $3.05 $3.60 $4.61 $4.63 $4.55 - $4.65

Legacy Tax (0.02) (0.03) (0.06) (0.09) (0.03) (0.03) -Impact of litigation settlement - - - 0.14 - - -ICRA Gain - - - - (0.37) - -Diluted EPS – Non-GAAP $2.13 $2.46 $2.99 $3.65 $4.21 $4.60 $4.55 - $4.65

*Guidance as of April 29, 2016.Note: Table may not sum to total due to rounding.


54May 10, 2016

Reconciliation of Non-GAAP Financial Measures to GAAP (cont.)

Moody's Corporation EBITDA Reconciliation

Note: Table may not sum to total due to rounding.

($ Millions) 2006 2007 2008 2009 2010 2011 2012 2013 2014 2015

Net Income attributable to Moody's $753.9 $701.5 $457.6 $402.0 $507.8 $571.4 $690.0 $804.5 $988.7 $941.3

Provision for Income Taxes $506.6 $415.0 $268.2 $239.1 $201.0 $261.8 $324.3 $353.4 $455.0 $430.0 Interest Expense, Net ($3.0) $24.3 $52.2 $33.4 $52.5 $62.1 $63.8 $91.8 $116.8 $115.1 Depreciation & Amortization $39.5 $42.9 $75.1 $64.1 $66.3 $79.2 $93.5 $93.4 $95.6 $113.5 EBITDA $1,297.0 $1,183.7 $853.1 $738.6 $827.6 $974.5 $1,171.6 $1,343.1 $1,656.1 $1,599.9


55May 10, 2016

Website: http://ir.moodys.com

Email: [email protected]

56May 10, 2016

© 2016 Moody’s Corporation, Moody’s Investors Service, Inc., Moody’s Analytics, Inc. and/or their licensors and affiliates (collectively, “MOODY’S”). All rights reserved.

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MOODY’S CREDIT RATINGS AND MOODY’S 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 OR MOODY’S 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.

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 the Moody’s 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 SUCH RATING OR 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 rating, agreed to pay to Moody’s Investors Service, Inc. for appraisal and rating services rendered by it fees ranging from $1,500 to approximately $2,500,000. MCO and MIS also maintain policies and procedures to address the independence of MIS’s ratings and rating processes. Information regarding certain affiliations that may exist between directors of MCO and rated entities, and between entities who hold ratings from MIS 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. It would be reckless and inappropriate for retail investors to use MOODY’S credit ratings or publications when making an investment decision. If in doubt you should contact your financial or other professional adviser.

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 rating, agreed to pay to MJKK or MSFJ (as applicable) for appraisal and rating services rendered by it fees ranging from JPY200,000 to approximately JPY350,000,000.

MJKK and MSFJ also maintain policies and procedures to address Japanese regulatory requirements.

MCO 1Q 2016 Investor Presentation vFINAL...*Guidance as of April 29, 2016. **Dividend payout ratio...

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Transcript of MCO 1Q 2016 Investor Presentation vFINAL...*Guidance as of April 29, 2016. **Dividend payout ratio...