Bangkok--27 Dec--TRIS Rating TRIS Rating Co., Ltd. has affirmed the rating of Nestl? (Thai) Ltd.’s (NTH or Issuer) guaranteed debentures (NTH086A) at “AAA” with “stable” outlook. The debentures are guaranteed unconditionally and irrevocably by Nestl? S.A. (Guarantor), which owns 100% of NTH. The issue rating is based on the credit quality of the Guarantor, which is rated “Aa1” with a “negative” outlook by Moody’s Investors Service (Moody’s). The Guarantor is also rated “AA” by Standard and Poor’s (S&P), with a “stable” outlook. Although the Guarantor’s ratings were downgraded from “Aaa” and “AAA” by both rating agencies in August 2007 after Nestl? S.A.’s announcement of 3-year SFr25 billion share buyback program, the ratings of the Guarantor are higher than Thailand’s sovereign ratings (local currency rating), which are rated “Baa1” by Moody’s and “A” by S&P. The Guarantor has agreed to guarantee the payment of a maximum amount equal to Bt5,500 million. Although the Guarantor shall not be liable for the guaranteed debentures in the event that the intervention of any government agency of Thailand expropriates or nationalizes the assets of the Issuer, TRIS Rating believes that such an event is highly unlikely.The “stable” outlook of NTH’s guaranteed debentures reflects the very strong credit profile of the Guarantor, Nestl? S.A., which is rated “Aa1” by Moody’s and AA” by S&P. TRIS Rating reported that, under the guarantee, the Guarantor irrevocably and unconditionally guarantees, as joint and several Guarantor under Article 496 of the Swiss Code of Obligations, to make payment on demand to the debentureholders’ representatives of the principal and any other amounts payable by the Issuer up to a maximum amount of Bt5,500 million. This maximum amount covers the overdue principal, overdue interest, and any other amounts owed with respect to the debentures. However, the Guarantor will not be liable to pay any amount pursuant to this guarantee to the extent that the Issuer’s failure to pay has resulted from the occurrence of: the expropriation or nationalization by any government agency of Thailand equal to or exceeding 10% of the consolidated fixed assets of the Issuer and its subsidiaries; or the expropriation or nationalization that has the effect of preventing the Issuer and its subsidiaries from carrying on business; or, the transfer by intervention from any government agency of Thailand of the majority shareholding in, or control over, the Issuer to an entity that is not a member of the Nestl? Group. This guarantee is governed by Swiss law. TRIS Rating said that Nestl? S.A., the ultimate holding company of the Nestl? Group, is a public company listed on the Swiss Exchange. In the view of S&P, the rating for Nestl? S.A. reflects the group’s leading position in branded and packaged food in the global marketplace, its ability to generate strong and stable cash flow, an extremely diversified product portfolio and a geographically-diverse customer base. S&P expects that Nestl?’s changing financial policy, which is reflected by the announcement of 3-year SFr25 billion share buy-back program, will prevent the restoration of Nestl?’s financial measures.