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GMI Ratings Investor Alert: Ratings Reports for Ten Companies Dear Colleague, Based on recent events, GMI Ratings has re-rated and updated the reports for the following companies: Cracker Barrel Old Country Store, Inc. (NYSE:CBRL) SBM Offshore N.V. (Euronext Amsterdam: IHC) Apple: GMI Ratings updated and republished Apple after it was announced that federal and state officials filed antitrust suits alleging that former Apple CEO Steve Jobs and top executives at five major book publishers illegally conspired to raise the prices of e-books, costing consumers tens of millions of dollars. The Justice Department's antitrust division stated that the collusion began in 2009 and price fixing took effect with the launch of the iPad in early 2010, boosting the average cost of e-books by $2 to $3 each "virtually overnight." The suit, and another by 16 state attorneys general, was filed against Apple, Simon & Schuster Inc., Hachette Book Group, HarperCollins Publishers, Macmillan and Penguin Group. Hachette, HarperCollins and Simon & Schuster reached a settlement with the Justice Department that would require them to allow retailers such as Amazon and Barnes & Noble to reduce the prices of e-books they sell from the publishers, the Justice Department said. Apple, Macmillan and Penguin did not agree to a settlement. GMI Ratings had previously flagged Apple for Corporate Behavior issues. GMI Ratings holds Apple's Global Corporate Behavior rating at 1.0. Chevron: GMI Ratings updated and republished Chevron after a three-judge appellate panel in Ecuador denied for the fourth time a Chevron attempt to block enforcement of the $18B environmental judgment against the company. The panel ruled that Chevron was not entitled to use an order from international investor arbitration to block the rainforest communities from enforcing their judgment, which was affirmed on appeal in January after 18 years of hard-fought litigation. After the original appellate court decision, Chevron had asked the panel on four separate occasions to block enforcement of the judgment based on the arbitration. GMI Ratings had previously flagged Chevron for Corporate Behavior issues. GMI Ratings holds Chevron's Global Corporate Behavior rating at 4.5. Cracker Barrel: GMI Ratings updated and republished Cracker Barrel after the company said it would seek shareholder approval of a poison pill with a 20 percent threshold after Biglari Holdings Inc. won regulatory clearance to buy as much as 49.99 percent of the stock. Last year, Cracker Barrel owners rejected a shareholder rights plan with a 10 percent threshold. Biglari Holdings Chief Executive Sardar Biglari in the past year has pushed for a seat on Cracker Barrel's board and for management to improve slipping performance at the company. Although he didn't win the board seat, Mr. Biglari has gradually increased his stake in Cracker Barrel to 16%. The rights plan, effective immediately, will expire in April 2015 if approved by shareholders at the company's annual meeting. GMI Ratings had not previously flagged Cracker Barrel. As a result of this new concern, GMI Ratings lowered Cracker Barrel's Global Market for Control rating from 7.5 to 6.0. Eni and Total: GMI Ratings updated and republished Eni and Total, after the U.S. Securities and Exchange Commission sent formal requests for information to Eni SpA and Total SA related to the companies' Libyan businesses. The investigation is among the first new probes to be disclosed since the fall of Col. Moammar Gadhafi last year. Eni said it was being investigated by the U.S. Securities and Exchange Commission for alleged illegal payments to Libyan officials. GMI Ratings had previously flagged Eni for Market for Control and Corporate Behavior concerns and Total for Corporate Behavior concerns. GMI Ratings holds Eni Global Corporate Behavior Rating at 6.5 and Total's at 4.0. JDA Software: GMI Ratings updated and republished JDA Software, after the company said it would restate its results for fiscal years 2008 to 2010 and the first three quarters of 2011 based on an ongoing review of its revenue recognition policies. Shares of the company fell more than 14 percent to $22.99 after the announcement. In January 2012, the company received a notice from U.S. regulators seeking information about the way it recognizes revenue and some other accounting practices. In March 2012, the company received a letter from the NASDAQ staff notifying the company that it was no longer in compliance with listing rules because it has not yet filed its Annual Report on Form 10-K for the period ended December 31, 2011. GMI Ratings had previously flagged JDA Software for Financial Disclosure/Internal Controls issues. As a result of this new concern, GMI Ratings lowered JDA Software's Global Financial Disclosure/Internal Controls rating from 4.5 to 2.5. Johnson & Johnson: GMI Ratings updated and republished Johnson & Johnson after it was announced that the company was ordered to pay more than $1.1B by a judge after an Arkansas jury found the company's officials misled doctors and patients about the risks of Risperdal. The judge found J&J and its Janssen unit committed more than 238,000 violations of the state's Medicaid fraud laws by illegally marketing Risperdal over an almost four-year period starting in 2002. Judge Tim Fox found each violation carried a $5,000 fine, pushing the total to more than $1.1B. GMI Ratings had previously flagged Johnson & Johnson for Corporate Behavior issues. GMI Ratings holds Johnson & Johnson's Global Corporate Behavior rating at 5.5. SBM Offshore: GMI Ratings updated and republished SBM Offshore after the company it had found evidence of possibly "improper" sales practices involving third parties. SBM said last year its management board had launched a review of the company's compliance procedures, including anti-corruption guidelines, and their implementation. SBM said it had taken the necessary steps to terminate any such practices and had disclosed its internal investigation to the appropriate authorities. GMI Ratings had not previously flagged SBM Offshore. GMI Ratings holds SBM Offshore's Global Corporate Behavior rating at 8.0. Sony Corporation: GMI Ratings updated and republished Sony, adding a flag for Financial Disclosure/Internal Controls, after the company posted a record 520B yen ($6.4B) loss after taking a $3.7B charge to write down deferred tax assets as it loses. The preliminary loss for the year ended March 31 was more than double what the company forecast in February. The loss is the worst for Sony since it was founded in 1946 as Tokyo Telecommunications Engineering Corp. The company also plans to cut as many as 10,000 jobs. GMI Ratings had previously flagged Sony for Corporate Behavior issues. As a result of this new concern, GMI Ratings lowered Sony's Global Financial Disclosure/Internal Controls rating from 7.0 to 5.5. Thomas Cook: GMI Ratings updated and republished Thomas Cook after it confirmed on that it was in advanced talks with lenders to extend financing arrangements as part of a strategic review that could also result in the possible sale and leaseback of some aircraft. The company has been forced to consider a raft of fundraising proposals after it issued three profit warnings last year. Having secured a £200M ($317M) rescue package from lenders in November, it has now opened new talks to give it more financial headroom; however that could come at a heavy price for the company, which is grappling with £890M in debt. Restructuring could involve the banks taking an equity stake in the business. GMI Ratings had previously flagged Thomas Cook for Financial Disclosure/Internal Controls and Remuneration issues. GMI Ratings holds Thomas Cook's Global Financial Disclosure/Internal Controls rating at 5.5. GMI Ratings +1 212-949-1313 www.gmiratings.com [email protected]

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