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When credit-rating agencies disagree, do not average their letters or automatically choose the highest grade. First confirm that they are rating the same legal obligation on comparable dates. Then translate each symbol using its own agency’s definitions, read the dated rationale and methodology, and test the agencies’ assumptions against the bond documents, issuer disclosures, capital structure and market terms.
A rating is an agency’s opinion about relative credit risk and the issuer’s future ability to make scheduled payments. It is not a guarantee, a valuation of the bond’s price, or a buy, sell or hold recommendation. Your conclusion should explain why the ratings differ and whether that explanation changes your view of this particular security.
What a rating disagreement actually tells you
Two different grades do not necessarily represent contradictory facts. Agencies can be examining different objects, using different definitions, applying different time horizons or emphasizing different loss scenarios. A company-level rating may describe the general probability that an issuer will default, while an issue-level rating may incorporate a bond’s seniority, collateral, guarantees or expected recovery after default.
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Why agencies can reach different conclusions
| Potential source of the gap | What it can look like | Question to ask |
|---|---|---|
| Different rating object | One grade is for the issuer; another is for a specific bond, subsidiary or secured obligation. | Are the legal entity, guarantors and debt instrument identical? |
| Different definitions | One agency’s “A” may not represent the same default or loss concept as another agency’s “A.” | What does each agency’s published scale measure? |
| Different methodology | Agencies assign different weights to leverage, cash flow, industry conditions, management or recovery. | Which current sector methodology and assumptions support each grade? |
| Different horizon | One agency reacts to near-term pressure while another emphasizes a longer cycle. | What dates, outlooks and watch statuses apply? |
| Different information or judgment | Analysts interpret forecasts, liquidity, refinancing plans or management actions differently. | Which evidence does each rationale cite, and is it current? |
| Different loss perspective | Senior secured debt and deeply subordinated debt receive different treatment even for the same issuer. | How would priority and collateral affect recovery if default occurred? |
Step 1: Make sure the ratings refer to the same thing
Start with the legal identity of the issuer and the exact security identifier. The US Securities and Exchange Commission (SEC) notes that ratings may apply to an entity or to a debt instrument. A clean comparison requires the same issuer, the same bond or obligation, and the same currency and maturity where those features affect risk.
Check issuer versus issue scope
- Issuer rating: a broad view of the company’s ability to meet obligations, usually without capturing every term of a particular bond.
- Issue rating: an assessment of a named debt instrument, potentially adjusted for seniority, collateral, guarantees, covenants and expected recovery.
- Subsidiary or guarantor: a legally separate entity may have different assets, cash flows and claims than the parent.
- Secured versus unsecured debt: collateral and structural priority can change the expected loss even when the issuer is unchanged.
Read the prospectus or offering document to identify the obligor, guarantors, security package, ranking and any provisions that permit additional debt. If one agency rates the parent and another rates a secured subsidiary bond, label the result as a scope difference rather than a pure agency disagreement.
Record the identifiers
Write down the bond’s issuer, maturity, currency, coupon type, seniority, security identifier and each agency’s exact rating label. Include whether the rating is solicited or unsolicited when that information is disclosed. This prevents a comparison from quietly switching between a company’s general credit profile and the terms of the bond you could actually buy.
Step 2: Translate each symbol on its own scale
Use the definitions published by the agency that issued each rating. Do not create a homemade conversion table based solely on letter appearance. The SEC says that agencies’ scales and definitions differ, even when the symbols look similar.
The SEC describes the typical US boundary between investment grade and non-investment grade as BBB-/BBB or higher versus below that boundary, but the exact symbol, definition and convention depend on the agency and jurisdiction. Treat that boundary as a classification aid, not as proof that two bonds on opposite sides have a particular probability of default.
What to capture from each definition
- Whether the grade addresses default likelihood, expected loss, or both.
- The time horizon implied by the definition.
- How modifiers such as plus, minus, numbers or “positive” and “negative” outlooks operate.
- Whether the symbol applies to the issuer, a debt class or a specific instrument.
- Any sector-specific or regional conventions that qualify the scale.
Keep the original symbols in your notes. A plain-language translation such as “higher relative credit risk than the agency’s A category” is safer than asserting that an A from one agency is numerically equivalent to an A from another.
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Step 3: Read the rationale and methodology, not just the grade
Open the dated rating action, rationale and applicable methodology for each agency. Look for the two or three factors that actually drove the committee’s decision. A methodology document is a framework, not a guarantee that every analyst weighs inputs identically; it tells you what the agency says it is evaluating.
Identify the agencies’ credit drivers
S&P Global Ratings describes analysis that can include financial health, industry conditions, management, debt structure and the economic environment, alongside quantitative and qualitative judgment. Use those categories as a checklist, then note where the rationales diverge. One agency may focus on recurring operating cash flow while another gives more weight to cyclicality, refinancing needs or asset value.
Moody’s describes its methodologies as frameworks used by rating committees. Matthew Woolley, Managing Director – Global Methodology Review at Moody’s, said: “Strong independent oversight helps ensure Moody’s rating methodologies remain robust and fit for purpose across market cycles and as risks evolve.” That is a vendor statement about methodology oversight, not independent evidence that any particular rating is correct. Read the current sector methodology and its assumptions rather than relying on the existence of an oversight process.
Separate facts from projections
Mark each rationale statement as historical fact, current condition, forecast or judgment. Check whether the agencies use different assumptions about revenue, margins, capital spending, acquisitions, dividends, interest rates or refinancing access. A disagreement rooted in a forecast should remain visible as uncertainty; it should not be presented as a settled fact.
Step 4: Compare dates, outlooks, watches and horizons
Ratings are time-stamped opinions. Record the publication date of every grade and rationale, then check whether an agency has assigned an outlook or placed the rating on watch or review. Ratings can change without warning, and an alert does not precede every action.
| Timeline item | How to use it |
|---|---|
| Rating date | Determine whether the agencies evaluated the issuer after the same earnings release, acquisition, refinancing or regulatory event. |
| Outlook | Shows the agency’s stated direction over its outlook horizon; it is not a promise that a change will occur. |
| Watch or review | Signals focused uncertainty or a possible action, but the eventual direction and timing are not guaranteed. |
| Surveillance status | Check whether the agency says it continues to monitor the credit and which triggers could cause a revision. |
Different horizons can make one grade appear more stable and another more responsive. A long-cycle assessment may tolerate temporary weakness that a shorter-horizon process treats as material. Compare the horizons stated in the methodologies and rationales before deciding that one agency is “late.”
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Step 5: Test the agencies’ thesis against independent evidence
Use the rating rationales as a set of claims to test. Review the bond’s prospectus or offering document, recent issuer financial statements and filings where available, earnings releases, debt schedules and relevant industry developments. The goal is not to recreate an agency’s model but to determine whether its key assumptions are plausible for the security you are considering.
Financial capacity
- Trace the sources and uses of cash, including operating cash flow, capital expenditure, acquisitions, dividends and debt maturities.
- Map total debt by maturity, currency, secured status and interest-rate type. A company can appear solvent while facing a concentrated refinancing need.
- Examine liquidity sources and restrictions: cash, committed facilities, covenant capacity and access to capital markets.
- Assess leverage and interest-servicing capacity in relation to the issuer’s own history and industry conditions rather than applying an unsupported universal threshold.
- Look for contingent obligations, guarantees, litigation, pension commitments and off-balance-sheet exposures described in the filings.
Business and management factors
Read how the issuer earns money, which customers or suppliers are concentrated, how cyclical demand is, and whether regulation or technology could alter cash flow. Compare management’s stated strategy with the debt structure and the actions described in filings. If an agency highlights a planned asset sale or cost reduction, verify the timing, execution risk and consequences if it fails.
Industry and economic context
Consider conditions that can affect many issuers at once: commodity prices, demand cycles, policy changes, foreign-exchange movements and funding costs. The SEC cautions that rating performance varies by sector, time and geography. A historical default or transition statistic therefore cannot be transferred mechanically to a different industry, period or country.
Step 6: Examine risks the rating does not measure
A credit rating does not tell you whether the offered price or yield is attractive, whether you can sell quickly, or whether the bond fits your circumstances. Analyze the security’s investment risks separately from the issuer’s credit opinion.
| Risk or term | What to inspect | Why it matters |
|---|---|---|
| Priority and security | Senior, subordinated, secured or unsecured ranking; collateral and guarantees. | Determines the bond’s position relative to other claims if the issuer restructures or defaults. |
| Covenants | Limits on additional debt, liens, asset sales, dividends and transactions with affiliates. | Protective terms can weaken or strengthen the position over time. |
| Maturity and calls | Final maturity, issuer call dates, make-whole terms, puts and sinking funds. | Changes refinancing exposure and the period during which you receive the stated coupon. |
| Coupon and duration | Fixed or floating rate, reset index, spread, duration and sensitivity to rate changes. | Market value can fall even when credit quality is unchanged. |
| Price and yield | Clean and dirty price, yield-to-maturity, yield-to-call, accrued interest and fees. | A stronger rating does not establish that the purchase price compensates you for risk. |
| Liquidity | Trading frequency, bid-ask spread, issue size and dealer availability. | You may have to accept a poor price or hold to maturity to exit. |
| Currency and jurisdiction | Payment currency, tax treatment, governing law and local insolvency rules. | Exchange rates, taxes and legal remedies can change realized outcomes. |
These issues are bond-specific. Two obligations from the same issuer can carry different market and recovery risks even when their issuer rating is identical.
Step 7: Explain the gap instead of averaging it
After reading both rationales, write a one-sentence explanation of the difference. If you cannot do that, the uncertainty is itself a result that warrants more investigation.
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| If the gap is caused by… | Interpretation | Next check |
|---|---|---|
| Issuer versus issue scope | Not a clean disagreement; the grades answer different questions. | Compare the bond’s ranking, collateral, guarantees and recovery assumptions. |
| Different dates | One agency may incorporate newer information. | Recheck both grades after the latest filing or transaction. |
| Different methodology | Reasonable analysts can assign different weights to the same facts. | Decide which assumptions fit the issuer and your holding horizon. |
| Default versus expected loss | One rating may emphasize whether default occurs; the other may emphasize loss severity. | Analyze both default probability and priority-specific recovery. |
| Forecast uncertainty | The agencies disagree about future cash flow, refinancing or business conditions. | Stress the assumptions and identify what evidence would change your view. |
| Unclear or stale rationale | You cannot establish what drives the gap. | Obtain current documents or seek qualified advice rather than averaging. |
There is no rule in the SEC, S&P or Moody’s materials that says the highest, lowest or average rating is the correct one. A mechanical average can conceal that one grade concerns a different obligation or that the disagreement is about a severe but plausible scenario.
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The SEC says many rating agencies are paid by issuers or obligors, creating a potential conflict. Subscriber-paid models can also present conflicts. Nationally Recognized Statistical Rating Organizations (NRSROs) must disclose and manage potential conflicts, but registration is not SEC endorsement of an agency or its ratings.
The SEC’s July 8, 2008 examination announcement discussed examinations of Fitch, Moody’s and Standard & Poor’s concerning adherence to published methodologies and conflict management. The findings described there related to the increase and complexity of subprime mortgage-backed securities and collateralized debt obligations during the period examined. They should not be generalized into a current conclusion about corporate-bond ratings.
The SEC’s investor education is written for the US market. Definitions of investment grade, disclosure requirements, insolvency priorities, tax rules and available filings can differ elsewhere. Apply the rules of the bond’s jurisdiction and your own residence before relying on a regulatory description.
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Keep a dated record so your conclusion can be revisited when the issuer reports or an agency changes its view.
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- Identify the obligation: issuer, legal entity, security identifier, currency, maturity, coupon, ranking, collateral and guarantors.
- Capture both ratings: agency, exact symbol, issuer-versus-issue scope, publication date, outlook, watch or review status.
- Read the definitions: record what each agency says the symbol measures and the relevant time horizon.
- Extract the thesis: list each agency’s principal strengths, weaknesses, triggers and assumptions from the rationale.
- Check the methodology: confirm the current sector framework and whether the security receives any issue-specific adjustment.
- Test the evidence: reconcile the thesis with the prospectus, filings, debt maturities, cash flow, liquidity and industry conditions.
- Analyze bond terms: assess priority, covenants, calls, duration, currency, price, yield and liquidity separately.
- Write the explanation: state why the grades differ, what evidence supports each view and which uncertainties remain.
- Set monitoring triggers: note upcoming maturities, covenant tests, earnings dates, refinancing plans and agency review conditions.
- Check suitability: decide whether the security’s risk, liquidity and time horizon fit your circumstances; a rating alone cannot make that decision.
Common mistakes and how to correct them
Choosing the highest letter automatically
A higher grade may reflect a different obligation, a different date or a different loss definition. Correct the comparison before treating it as evidence of superior safety.
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Assuming a notch is a universal unit
Agency symbols are not interchangeable units like centimeters. Read each agency’s scale and preserve the original label in your notes.
Ignoring the bond’s ranking
An issuer rating does not replace analysis of seniority, collateral, guarantees and covenants. Read the offering document for the claim you would actually own.
Treating an outlook as a forecast
An outlook describes the agency’s stated directional view over its horizon; it is not a scheduled upgrade or downgrade. A watch or review also does not guarantee the eventual action.
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Using a rating as a price signal
Credit quality and investment value are separate. Compare price, yield, duration, liquidity, taxes and fees with your objectives instead of inferring value from the letter grade.
Averaging away uncertainty
If the rationales cannot be reconciled, do not manufacture precision. Identify the missing information, obtain current documents or consult a qualified professional who can assess the security and your circumstances.
How to state a defensible conclusion
A useful conclusion is conditional and security-specific: “Agency A’s lower view is driven by near-term refinancing and subordinated ranking, while Agency B places more weight on long-term cash-flow resilience. The bond documents confirm the lower priority, and the issuer has a concentrated maturity before the stated liquidity sources become available. The unresolved issue is whether refinancing access will remain open; the rating labels alone do not answer it.”
This form separates observed terms, agency assumptions and your remaining uncertainty. It avoids claiming that one agency is universally right and keeps the decision focused on the bond’s legal terms, price, market risks and suitability.
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Consider qualified advice when the issuer has a complex group structure, multiple secured and subordinated layers, foreign-law documentation, unusual derivatives, limited disclosure or a material conflict between the agencies that you cannot explain. Professional advice cannot eliminate uncertainty, but it may help interpret covenants, recovery priorities, tax consequences and jurisdiction-specific rules.
Before making a security-specific assessment, confirm the current ratings, latest rationales, offering documents and applicable local requirements. Ratings can change, and a careful review is a process rather than a one-time verdict.
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