Town of Easton, MA. Credit Strengths. Manageable long-term liabilities. Credit Challenges. Reliance on reserves to address budget gaps

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CREDIT OPINION Town of Easton, MA New Issue - Moody's Assigns Aa3 Rating to Easton, MA's $1.5M GO Bonds and MIG 1 to $10.3M BANs New Issue Summary Rating Rationale Moody's Investors Service has assigned a Aa3 rating to the Town of Easton, MA's $1.5 million General Obligation Municipal Purpose Loan of 2016 Bonds, and a MIG 1 to its $10.3 million General Obligation Bond Anticipation Notes. Concurrently, Moody's has affirmed the Aa3 rating on the town's outstanding GO debt Contacts Vladimir Puchek 212-553-3792 Associate Analyst vladimir.puchek@moodys.com Robert Azrin VP-Senior Analyst robert.azrin@moodys.com 617-535-7692 The Aa3 long-term rating reflects the town's sizable tax base with above-average socioeconomic indicators. The rating also incorporates the town's strong financial operations supported by healthy reserves. The MIG 1 rating reflects strong access to the capital markets along with the town's strong underlying credit characteristics. Credit Strengths Stable, mature tax base with above average wealth levels Manageable long-term liabilities Credit Challenges Reliance on reserves to address budget gaps Relatively modest General Fund reserves Rating Outlook Outlooks are usually not assigned to local government credits with this amount of debt outstanding. Factors that Could Lead to an Upgrade Continued structural balance which results in increases in fund balance Significant tax base expansion and enhancement of socioeconomic indicators Factors that Could Lead to a Downgrade Deterioration in tax base and socioeconomic profile Structurally imbalanced budget which result in deteriorated fund balance levels

Key Indicators Exhibit 1 Source: Moody's Investors Service Detailed Rating Considerations Economy and Tax Base: Stabilizing Tax Base with Above - Average Wealth Levels Easton's tax base will likely stabilize due to residential and commercial development within the town. The primarily residential town benefits from its location 28 miles outside the city of Boston (Aaa stable). The tax base is sizable at $3 billion and has declined by an average of 2.6% annually for the past five years. Although mostly built-out, the town does still have some land available for development. Of note, a sizeable 290 unit residential complex is currently under construction, which points to the demand for housing in this part of the Commonwealth. Resident wealth levels are above average with median family income (MFI) at 134.8% of the sate median or 177.5% of the national median. Easton's unemployment rate of 3.3% (as of April 2016) was lower than the state (3.9%) and national (4.7%) rates. Financial Operations and Reserves: Financial Position Remains Satisfactory The town's financial position will remain satisfactory given its conservative budget management and maintenance of stable reserve levels. The town finished fiscal 2015 with a modest $33,000 draw on reserves. At year end, total available fund balance was $5.9 million, or 8.3% of revenues. Unassigned fund balance remains stable at $3.5 million, or 4.7% of revenues. Despite the decline in reserves in fiscal 2014, the town's available fund balance remains in line with prior years. The fiscal 2016 budget increased by 3.7% over fiscal 2015, mainly due to increased education expenses. The budget includes $1.2 million in free cash and $800,000 stabilization fund appropriations which it recouped. The town increased its snow and ice budget by $200,000, to $400,000 after it was depleted to less than $200,000 during a major snow storm in 2014. Most other revenue and expenditure items performed well, however as a result of the $2 million initial appropriation, the town expects total available fund balance to decline by approximately $50,000. The preliminary 2017 budget includes a 2% increase in spending and utilizes $1.8 million of reserves. This publication does not announce a credit rating action. For any credit ratings referenced in this publication, please see the ratings tab on the issuer/entity page on www.moodys.com for the most updated credit rating action information and rating history. 2

LIQUIDITY Fiscal 2015 ended with an operating fund net cash position of $5.9 million, or satisfactory 8.3% of operating revenues. The town's total unrestricted liquidity position at the end of fiscal 2016 is estimated to be an ample 146% of bond anticipation notes (BANs) maturing on August 18, 2017. Debt and Pensions: Manageable Long Term Fixed Costs The debt burden will remain elevated, but manageable, given minimal additional debt plans in the near to medium term. The direct debt burden is modest at 1.5% of full value; overall debt burden, inclusive of overlapping entities, increases to 1.5% of full value. Fixed costs, including annual debt service, pension, and OPEB costs, comprised a manageable 16% of fiscal 2015 operating expenditures. DEBT STRUCTURE All of Easton's debt is fixed rate. The town is a frequent market participant and has successfully issued short-term notes in each of the last five years, a factor in our assignment of the MIG 1 rating. Management has also historically sold refunding long term bonds and notes with adequate time before note maturity. DEBT-RELATED DERIVATIVES The Town of Easton is not party to any interest rate swaps or other derivatives. PENSIONS AND OPEB The town contributes to the Bristol Retirement System, a cost sharing, multiple employer defined benefit pension plan administered by the county retirement board. The town's annual required contribution (ARC) for the plan was $3 million in fiscal 2015, or 4.4% of operating expenditures. The district's adjusted net pension liability, under Moody's methodology for adjusting reported pension data, is $71 million, or an average 0.99 times operating revenues. Moody's uses the adjusted net pension liability to improve comparability of reported pension liabilities. The adjustments are not intended to replace the district's reported liability information, but to improve comparability with other rated entities. We determined the town's share of liability for the county-run plan in proportion to its contributions to the plan. The town funds its Other Post-Employment Benefits (OPEB) liability primarily on a pay-as-you-go basis. In fiscal 2015, the town contributed $2.6 million towards the liability, which represents 34% of the annual OPEB cost. As of June 30, 2015, the unfunded liability for OPEB was approximately $98 million, with a funded ratio of 0.05%. Management and Governance The town's sound fiscal management is bolstered by the implementation of a fund balance policy to maintain reserves at around 10% of expenditures. The town is currently meeting its proposed fund balance policy. Massachusetts cities have an institutional framework score of 'Aa' or strong. The primary revenue source for most Massachusetts municipalities is property taxes which are highly predictable and can be increased annually as allowed under the Proposition 2 ½ levy limit. Expenditures are largely predictable and cities have the ability to reduce expenditures. Legal Security The bonds and notes are secured by the town's general obligation limited property tax pledge, as debt service on this issuance has not been voted exempt from the levy limitations of Proposition 2 ½. Use of Proceeds The bonds are being issued to provide financing for various town projects such as water well replacement, school roof repairs and other capital needs. Proceeds from the Bond Anticipation Notes will provide new funding for various capital improvement projects and refinance outstanding notes. Obligor Profile The Town of Easton has a population of approximately 23,112 located in Bristol County. 3

Methodology The principal methodology used in this long term rating was US Local Government General Obligation Debt published in January 2014. The principal methodology used in this short term rating was US Bond Anticipation Notes published in April 2014. Please see the Ratings Methodologies page on www.moodys.com for a copy of these methodologies. Ratings Exhibit 2 Easton (Town of) MA Issue General Obligation Municipal Purpose Loan of 2016 Bonds Rating Type Sale Amount Expected Sale Date Rating Description General Obligation Bond Anticipation Notes Rating Type Sale Amount Expected Sale Date Rating Description Rating Aa3 Underlying LT $1,520,000 08/11/2016 General Obligation Limited Tax MIG 1 Underlying ST $10,280,000 08/11/2016 Note: Bond Anticipation Source: Moody's Investors Service 4

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