Breakingviews - Buyout lenders will enter a new world of pain

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LONDON (Reuters Breakingviews) - Leveraged buyout lenders are in the firing line in 2019. With central banks raising rates and shrinking balance sheets, the happy times for the likes of Blackstone, KKR and Apollo Global Management will subside. But buyout barons will be laughing compared to those who financed their deals. Low rates and the hunt for yield in recent years triggered a boom in risky lending. The volume of leveraged loans in particular reached $1.3 trillion in the United States and Europe in 2018, versus $734 billion in 2007, according to LCD, part of S&P Global. The average U.S. leveraged buyout piled debt equivalent to almost seven times EBITDA in 2018, only marginally below the record in 2007, according to Refinitiv data. The fuel powering bigger and riskier deals should now dissipate. Helped by the downgrading of General Electric, BBB-rated debt is at record levels. Now that investors can earn yields of nearly 5 percent from companies deemed investment grade, junk-fuelled buyouts will get harder. Yet dealmakers have less to fear than in 2007. Assuming 2019 is a slowdown rather than a 2008-style financial crash, companies are less likely to suddenly run out of cash. That will keep defaults far lower than the 13 percent they reached in 2009. And it may help that collateralised loan obligations (CLOs), a kind of securitised investment vehicle that buys loans, account for half of the market now. These vehicles create a stable demand for credit, reducing scope for fire sales. Creditors face a much trickier time. Senior lenders who provide the bulk of the funding are in particular more at risk than in the last cycle, because they now provide a bigger share of the credit. With U.S. deals’ senior debt on average 5.2 times EBITDA, according to Refinitiv, versus 4.4 times in 2007, those at the top of the capital structure will absorb more losses if companies implode. But creditors also have less control. In previous cycles, a company in danger of failing a so-called maintenance covenant would need to keep lenders on side, and pay them extra fees. Now, most deals are “cov-lite”. Debt documents give companies more freedom to take risks or siphon off assets, even when they are struggling. Private equity-held companies can also sell assets without repaying debt and pay themselves dividends. They can even move assets out of creditors reach, and use them to borrow more. That’s what happened with TPG Capital and Leonard Green’s acquisition of retailer J.Crew. The upshot is that there will be fewer defaults, but losses will be much higher than the roughly 20 percent that senior lenders are used to. Unpredictable recoveries mean that loans will be harder to value, and vulture funds will pay lower prices for distressed debt. There’s also still a way for both dealmakers and funders to get hosed. A sudden spate of low recoveries could spook the market and cause prices to collapse. Investors in CLOs, particularly those in the lower-ranking tranches, could lose their income and take severe losses, freezing new securitisations and funding for new deals. But of the two, lenders have far more to fear.

- This is a Breakingviews prediction for 2019. To see more of our predictions, click


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