When two rating agencies disagree, do not average the symbols or automatically choose the higher grade. First verify that both ratings cover the same issuer or debt instrument, then compare each agency’s definition, methodology, time horizon, outlook and evidence. Finally, assess the bond’s legal terms, price, liquidity and fit for your situation. A credit rating is an opinion about relative credit risk and payment ability—not a guarantee and not a buy, sell or hold recommendation.
What a rating disagreement actually tells you
Ratings are opinions produced under each agency’s own definitions, models and review processes. A disagreement may reflect different conclusions about default probability, the loss a creditor would suffer after default, the time horizon being emphasized, or the information available on the rating date. It may also be no disagreement at all if one agency rates the company and the other rates a particular bond.
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The symbols are therefore not fully interchangeable. Similar-looking notches on two scales do not necessarily represent identical risk. The US Securities and Exchange Commission (SEC) says each agency owns its scale and definitions, and that definitions differ across agencies. The familiar investment-grade boundary is typically BBB-/BBB or higher versus below that line, but the exact symbols and conventions must be checked on the relevant agency’s scale and in the applicable jurisdiction.
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Why do rating agencies disagree?
Different objects are being rated
One rating can apply to the issuer as a whole while another applies to a specific bond, subsidiary, guarantor or secured obligation. Senior secured, senior unsecured, subordinated and structurally subordinated debt can have different recovery prospects even when issued by the same corporate group. A company-level rating is not a substitute for the rating of the security you may buy.
Check the legal name, issuing entity, currency, maturity and debt class on every rating notice. A subsidiary may have access to cash that cannot legally be transferred to a holding company, while a guaranteed bond may have protections that an otherwise similar issue lacks. Until the rated objects match, there is no clean agency-versus-agency comparison.
Different definitions and analytical emphasis
Agencies may differ in how they define default, how they model economic stress, how much weight they assign to management or industry conditions, and whether the central question is likelihood of default or expected loss. S&P describes quantitative and qualitative analysis that can include financial health, industry conditions, management, debt structure and the economic context. Moody’s describes methodologies as frameworks used by rating committees. These approaches can produce different outcomes without either symbol being an error.
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Different horizons and timing
An agency may react quickly to a new event while another takes a longer-cycle view. Record the date of every rating and rationale. Check whether an agency has assigned a stable, positive or negative outlook, or placed the rating on a watch list. Ratings can change without warning, and an alert does not necessarily precede every action.
Compare the economic assumptions as well as the calendar dates. A rationale written before a refinancing, acquisition, covenant amendment, regulatory event or commodity-price move may not incorporate the same facts as a later opinion. A negative outlook is an indication of possible direction over the agency’s stated horizon, not a promised downgrade; a stable outlook is not a guarantee that the rating will remain unchanged.
Different information or assumptions
Agencies can receive information at different times or interpret the same forecast differently. A refinancing plan, acquisition, covenant amendment, regulatory event or commodity-price exposure may be incorporated into one analysis before the other. The rationale should reveal which assumptions drive the gap.
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Look for explicit sensitivities: leverage targets, expected cash flow, refinancing access, asset-sale proceeds or management’s financial policy. If one rationale depends on an optimistic forecast, test that forecast against the issuer’s filings and the bond’s maturity schedule rather than assuming the agency’s conclusion is self-validating.
A practical workflow for conflicting ratings
1. Match the rating objects
- Write down the issuer’s legal name and the exact bond identifier, maturity and currency.
- Confirm whether each agency rates the issuer, the issue, a guarantor, a subsidiary or a particular class of debt.
- Identify the bond’s seniority, security package, guarantees and governing terms.
- Do not label the result a disagreement until both opinions concern the same obligation or you have adjusted for the difference in scope.
The SEC confirms that ratings can apply to both entities and debt instruments. Priority and collateral can materially change the risk of the obligation you own.
2. Translate each symbol on its own scale
Use the definitions published by the agency that issued each rating. Do not assume that a superficially similar letter grade means the same probability of default or recovery expectation elsewhere. Record the full symbol, including modifiers such as plus, minus or numerical designations, and note whether the agency’s scale is global, national or otherwise specialized.
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Do not convert symbols into a homemade average or a single “true” notch. The SEC does not establish a universal conversion rule, and agencies’ definitions may differ even when the labels appear close. Keep a written record of the definition you used so that a later rating change can be compared consistently.
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Read beyond the headline grade. Extract the specific factors each agency says support or constrain the rating:
- Revenue stability, margins, leverage and interest coverage.
- Operating cash flow, free cash flow and access to cash or committed facilities.
- Debt maturities, refinancing needs, covenant headroom and derivative obligations.
- Industry cyclicality, competitive pressure, regulation and economic sensitivity.
- Management strategy, acquisitions, shareholder distributions and financial policy.
- Collateral, guarantees, structural subordination and expected recovery.
Then check the methodology that applies to the issuer’s sector and debt type. Methodologies can change, so use the current version and note its publication date. A methodology is a framework, not a guarantee that an agency has considered every risk in your bond.
Separate stated facts from assumptions. Mark each rationale sentence as a reported fact, a forecast, a qualitative judgment or a stress-case conclusion. This makes it easier to see whether the agencies truly disagree about evidence or simply apply different assumptions to the same evidence.
4. Compare dates, outlooks and watches
| Item | What to record | Why it matters |
|---|---|---|
| Rating date | Date of the symbol and rationale | Two grades issued months apart may reflect different information. |
| Outlook | Positive, stable, negative or equivalent | Signals the direction an agency sees over its stated horizon, not a promised action. |
| Watch or review status | Whether the rating is under review and for what reason | Can indicate an event that may change the rating, but no alert is guaranteed before every action. |
| Rationale horizon | Near-term event risk versus through-cycle assessment | Different horizons can make ratings diverge while each remains internally consistent. |
Record the date you performed your review as well. Ratings are monitored over time and may change without warning. A stale opinion should not be treated as current merely because it remains displayed by a broker or data platform.
5. Test the agencies’ theses against disclosures
Read the prospectus or offering document, the issuer’s latest financial statements and filings where available, and material event announcements. Build your own fact checklist rather than trying to reproduce an agency model. Ask whether the disclosed numbers support the agencies’ statements about leverage, cash generation, liquidity and refinancing.
- Map every debt maturity for at least the period in which you expect to hold the bond.
- Compare cash, operating cash flow and committed liquidity with upcoming obligations.
- Read restricted-payment, leverage, asset-sale and change-of-control covenants.
- Identify secured creditors, guarantees, subsidiaries and structural subordination.
- Check customer concentration, cyclicality, litigation, regulation and other business-specific risks.
- Look for differences between reported earnings and cash actually available for debt service.
Pay special attention to definitions in the indenture. “Debt,” “consolidated EBITDA,” permitted liens and permitted investments may be defined terms that do not match the numbers used in financial headlines. A covenant package can limit some actions without preventing all value transfer or additional borrowing. If a term is unclear, obtain a qualified explanation rather than inferring protection from a summary table.
6. Separate credit quality from investment value
A stronger rating does not prove that the bond is attractively priced. Compare the market price and yield with the bond’s maturity, duration, call features, taxes and trading costs. Assess interest-rate risk, inflation risk, currency exposure, reinvestment risk and liquidity independently of default risk. A highly rated long-maturity bond can lose market value when rates rise; a lower-rated bond can have a price that already compensates for some credit risk, although compensation is never assured.
Calculate yield using the actual cash-flow schedule, including any call, put or sinking-fund provisions. Include accrued interest, commissions, bid-ask spreads and applicable taxes in the decision. A quoted yield may be based on a different assumption about redemption than the one that matters to you. Compare like maturities and call structures rather than selecting the largest headline yield.
7. Keep unresolved uncertainty visible
If you cannot explain why the agencies differ, cannot verify the bond’s priority and covenants, or cannot obtain reliable current financial information, do not manufacture certainty by averaging grades. Pause the decision, seek qualified professional advice where appropriate, or choose a security whose terms and risks you can evaluate.
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Write down what remains unknown: an unconfirmed guarantee, an uncertain refinancing source, a missing financial filing or an unclear recovery assumption. That list is useful because it prevents a familiar rating symbol from concealing unresolved risk.
How to compare two agencies systematically
| Comparison axis | Questions to ask |
|---|---|
| Same security and date? | Do both ratings cover the identical issue, and were they current at the same time? |
| Scale and definition | What does each symbol mean under that agency’s published scale? |
| Issuer or issue? | Is one opinion about the company and the other about a bond, subsidiary or guarantor? |
| Methodology | Which sector framework, assumptions and stress cases does each rationale use? |
| Risk concept | Is the emphasis on default likelihood, expected loss, recovery or a combination? |
| Horizon | What period and economic conditions does each agency emphasize? |
| Outlook/watch | Is either opinion already signaling a possible change? |
| Evidence | Which financial, business and market facts does each rationale cite, and are they current? |
There is no universal formula in the cited SEC, S&P and Moody’s materials for converting one agency’s rating into another’s or for selecting the highest, lowest or average. The explanation for the difference matters more than a numerical average.
A useful comparison memo has three columns: Agency A’s claim, Agency B’s claim and your evidence check. Add a fourth column for the consequence to the specific bond—default risk, recovery, liquidity or price. This keeps the exercise focused on decisions that affect the obligation rather than on abstract rankings.
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Bond risks a rating does not measure completely
Price and yield
Ratings do not assess whether the offered price is fair. Calculate the yield under the actual call, put and maturity terms, and account for accrued interest, commissions, taxes and any premium or discount.
Liquidity
A bond may be difficult or expensive to sell, especially during market stress. Check recent trading activity, dealer quotations, bid-ask spreads and the size of the position relative to the market. A rating cannot guarantee that a buyer will be available when you need one.
Interest-rate and duration exposure
Longer duration generally creates greater sensitivity to changes in market yields. This risk exists even when the issuer’s credit fundamentals remain unchanged.
Legal priority and recovery
Default probability is only part of the outcome. Read the indenture for collateral, guarantees, ranking, covenants, make-whole provisions, change-of-control puts and restrictions on additional debt. A lower-priority claim can recover less than a senior claim in the same bankruptcy.
Issuer-specific and structural risks
Holding-company debt may depend on dividends or upstreamed cash from operating subsidiaries. Foreign-currency bonds add exchange-rate risk. Callable bonds can be redeemed when reinvestment opportunities are poor. Tax treatment and investor protections vary by jurisdiction.
These risks interact. A bond with weak liquidity can experience a larger price move when rates rise or when the issuer’s outlook changes. A currency mismatch can reduce the value of otherwise timely coupon payments. Review the complete cash-flow and legal structure instead of treating “credit risk” as a single number.
Conflicts, oversight and what registration means
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 an SEC endorsement of an agency or any rating.
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An SEC announcement dated July 8, 2008 described examinations of Fitch, Moody’s and Standard & Poor’s that evaluated adherence to published methodologies and conflict management. The findings discussed the increase and complexity of subprime mortgage-backed securities and collateralized debt obligations during that period. They should not be generalized into a current conclusion about corporate-bond ratings.
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Use registration and conflict disclosures as context, not as a substitute for reading the rationale and bond documents. The existence of oversight does not remove the need to check whether the assumptions fit the issuer, issue and holding period you are evaluating.
Independent reader supportYour contribution helps us test, update, and keep practical guides available for everyone.Using rating performance data without overreading it
The SEC explains that annual agency performance statistics can help investors examine rating transitions and defaults. Results vary by sector, time period and geography, so a historical default rate for a category is not a forecast for your bond. S&P’s public “Understanding Credit Ratings” material displays cumulative default-rate figures, but the available passage does not establish a clear publication year; do not present those figures as a dated current statistic. Use performance data to understand how a scale has behaved historically, not to replace security-level analysis.
Transition data can show how often ratings move between categories, while default data concerns a different outcome. Neither measure captures the price you will pay, the recovery of a particular bond, or the liquidity available when you want to sell. Compare statistics only when the sector, geography, time period and rating definitions are comparable.
An example of resolving a disagreement
Suppose an operating company has one agency rating the issuer at an investment-grade notch and another assigning a lower rating to a subordinated bond. The apparent gap may be explained by scope and priority rather than a simple difference of opinion. Start by confirming that the lower-rated bond is subordinated and lacks the issuer-level protections assumed in the higher opinion. Next, compare each rationale’s leverage forecast, maturity schedule, liquidity assumptions and economic horizon. Then read the indenture to determine what assets and guarantees stand behind the bond. Finally, compare the bond’s yield and liquidity with the risks you identified. The result may be that both ratings are reasonable descriptions of different claims.
If both opinions do cover the same instrument, identify the precise divergence: perhaps one agency assumes stronger refinancing access, while the other applies a more severe industry stress. Test each assumption against current filings, debt maturities and available liquidity. If neither assumption can be validated, preserve the uncertainty and avoid treating the higher grade as confirmation.
A printable decision checklist
- Both ratings identify the same issuer, issue, currency and maturity.
- The full symbols, definitions, dates, outlooks and watch statuses are recorded.
- The relevant, current sector methodologies and rationales have been read.
- The disagreement has been reduced to specific assumptions or risk drivers.
- Debt priority, collateral, guarantees, covenants and maturity walls are understood.
- Recent financial information supports—or challenges—the agencies’ key claims.
- Price, yield, duration, call terms, liquidity, taxes and currency risks are assessed separately.
- The bond fits the investor’s objectives, horizon, loss tolerance and jurisdiction.
- Any uncertainty that cannot be resolved is stated explicitly rather than averaged away.
Which rating should you trust?
Neither the highest nor the lowest rating deserves automatic trust. Prefer the analysis that correctly matches the security, clearly explains its assumptions, uses current evidence and addresses the risks that matter for your holding period and claim priority. If the two rationales remain irreconcilable, treat the disagreement as a reason for deeper review—not as a signal to buy, sell or hold on the basis of a letter grade alone.
Frequently asked questions
Why do rating agencies disagree on the same corporate bond?
They may use different definitions, methodologies, assumptions, time horizons or information sets. They may also emphasize default likelihood differently from expected loss and recovery. First confirm that both ratings actually cover the identical obligation.
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Which rating should I trust?
There is no universal rule to choose the highest, lowest or average rating. Trust the rationale that matches the security, uses current evidence, explains its assumptions and addresses the risks relevant to your holding period and legal claim.
Should I average two ratings?
No. Agency symbols are not fully interchangeable, and the reasons for a gap can matter more than the arithmetic. Averaging can conceal a difference in issuer-versus-issue scope, priority, recovery assumptions or timing.
What should I check beyond the rating?
Review the offering document, indenture, financial statements and filings where available. Check debt maturities, liquidity, leverage, covenants, guarantees, collateral, structural subordination, price, yield, duration, call terms, taxes, currency and trading liquidity.
Does an investment-grade rating guarantee that I will not lose money?
No. A rating is not a guarantee and does not measure price, interest-rate, inflation, currency or liquidity risk. A highly rated bond can lose market value, especially when rates rise, and any bond can be affected by issuer-specific events.
Do outlooks and watch lists predict the next rating action?
They indicate an agency’s stated direction or review status, but they are not promises. Ratings can change without warning, and an alert does not necessarily precede every action.
What does an agency’s SEC registration prove?
Registration does not mean the SEC endorses the agency or any rating. NRSROs must disclose and manage potential conflicts, but investors still need to examine the methodology, rationale, bond documents and independent evidence.
Frequently Asked Questions
Why do rating agencies disagree on the same corporate bond?
They may use different definitions, methodologies, assumptions, time horizons or information sets. They may also emphasize default likelihood differently from expected loss and recovery. First confirm that both ratings actually cover the identical obligation.
Which rating should I trust?
There is no universal rule to choose the highest, lowest or average rating. Trust the rationale that matches the security, uses current evidence, explains its assumptions and addresses the risks relevant to your holding period and legal claim.
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No. Agency symbols are not fully interchangeable, and the reasons for a gap can matter more than the arithmetic. Averaging can conceal a difference in issuer-versus-issue scope, priority, recovery assumptions or timing.
What should I check beyond the rating?
Review the offering document, indenture, financial statements and filings where available. Check debt maturities, liquidity, leverage, covenants, guarantees, collateral, structural subordination, price, yield, duration, call terms, taxes, currency and trading liquidity.
Does an investment-grade rating guarantee that I will not lose money?
No. A rating is not a guarantee and does not measure price, interest-rate, inflation, currency or liquidity risk. A highly rated bond can lose market value, especially when rates rise, and any bond can be affected by issuer-specific events.
Do outlooks and watch lists predict the next rating action?
They indicate an agency’s stated direction or review status, but they are not promises. Ratings can change without warning, and an alert does not necessarily precede every action.
What does an agency’s SEC registration prove?
Registration does not mean the SEC endorses the agency or any rating. NRSROs must disclose and manage potential conflicts, but investors still need to examine the methodology, rationale, bond documents and independent evidence.
The Bottom Line
Conflicting ratings are a prompt for security-level analysis, not a contest to be settled by averaging symbols. Match the issuer and issue, read each agency’s scale, methodology, rationale, date and outlook, then test its assumptions against filings and bond documents. Evaluate priority, recovery, covenants, price, yield, duration, liquidity, taxes and currency separately. If the disagreement remains unexplained or the bond’s terms cannot be verified, keep that uncertainty visible and seek qualified advice rather than treating any letter grade as a recommendation.
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