the syndicated loan market - stanford...
TRANSCRIPT
1
The Syndicated Loan Market- Who is the LSTA (and what is our focus)?- Description of loan market (size, segments, lender constituency)- Secondary market (and what it shows)- Pressures in the loan market (and for borrowers)
Bram Smith – [email protected] (Interim Executive Director)Elliot Ganz – [email protected] (General Counsel)Meredith Coffey – [email protected] (SVP – Research)
2
Who is the LSTA?
The Loan Syndications and Trading Association is the trade association for the floating rate corporate loan market. The LSTA promotes a fair, orderly, and efficient corporate loan market and provides leadership in advancing the interestof all market participants. The LSTA undertakes a wide variety of activities to foster the development of policies and
market practices designed to promote just and equitable marketplace principles and to encourage cooperation and coordination with firms facilitating transactions in loans and related claims.
The LSTA seeks to enhance public understanding of the corporate loan market and to serve the public interest by encouraging adherence to high ethical standards by all market participants. The LSTA plays a pivotal role in monitoring and bringing consensus to this important asset class by acting as a forum for the analysis and discussion of issues and developments relating to the loan market and advocating the shared interests of its membership. The Association formulates policy through its Board of Directors after consensus is developed through the active involvement of individual officers and employees of Member firms.
The LSTA stands out among financial market trade associations because it represents all segments of the market it serves: primary sales; par/near par and distressed trading; and bank and non-bank portfolio management. The LSTA membership totals more than 280 institutions.
3
U.S. Corporate loan market is a vital source Of capital for American business
0
500
1000
1500
2000
2500
3000
1989
1990
1991
1992
1993
1994
1995
1996
1997
1998
1999
2000
2001
2002
2003
2004
2005
2006
2007
2008
Total OutstandingTotal Committed
According to government data, the U.S. syndicated loan market totals nearly $2.8 trillion of committed lines and outstanding loansIt is a key source of financing for many large and middle market companies in the U.S.
U.S. Corporate loan and loan commitments outstanding
Com
mits
/out
stan
ding
s($
Bils
.)
Source: Shared National Credit Review
4
4 key U.S. large corporate loan market segments
Investment grade loan market• Loans to companies rated >= BBB-
/Baa3 AND with a relatively low LIBOR spread
• 2007 lending: $658 billion• 2008 lending: $319 billion
Leveraged loan market• Loans to companies rated < BBB-/Baa3 or
unrated & with a high spread* • Divided into bank (pro rata) and non-bank
segments• 2007 lending : $689 billion• 2008 lending : $294 billion
Institutional loan market • Leveraged loans with non-bank lenders
(such as mutual funds, CLOs, insurance companies, hedge funds, etc)
• 2007 lending: $426 billion• 2008 lending: $69.6 billion
Secondary loan market • Market in which loans trade following the
close of primary syndication• Most U.S. loan trading involves leveraged
loans • 2007 trading: $442 billion• 2008 trading: $510 billion
Source: Reuters LPC for primary lending; LSTA for secondary trading
*Traditionally LIB+150, increased to LIB+350 in 1Q09
5
U.S. Syndicated loan volumes
0
200
400
600
800
1000
1200
1400
1600
1800
1991
1992
1993
1994
1995
1996
1997
1998
1999
2000
2001
2002
2003
2004
2005
2006
2007
2008
LTM
1Q
09
Other ($Bils.)IG ($Bils.)Lev. ($Bils.)
Overall primary loan volume is down materiallyAt $764B, new loan volume in 2008 is at lowest level since 1994At $104B, 1Q09 loan issuance is down 41% from 1Q08
Loan
vol
ume
($Bi
ls.)
Source: Thomson Reuters LPC
U.S. syndicated lending volume
6
Non-bank term loan outstandings
580.3596.1
13.634.7
148.0
192.7132.5
247.8
73.3101.1 129.9
117.3
399.7
556.8
$0B
$100B
$200B
$300B
$400B
$500B
$600B
$700B
YE1
996
YE1
997
YE1
998
YE1
999
YE2
000
YE2
001
YE2
002
YE2
003
YE2
004
YE2
005
YE2
006
YE2
007
YE2
008
2/6/
2009
As of
Non-bank term loan outstandings by year
Out
stan
ding
s($
Bils
.)
Source: S&P/LCD
7
Pressures on the secondary
2007: Supply-demand imbalance2008: Deleveraging2009: Credit?
8
Dislocation: Loan prices decline sharply in 2008Bi
d (%
of p
ar)
Source: LSTA/LPC MTM Pricing
Loan prices come under considerable pressure in past 18 monthsThis unusual behavior has impacted leveraged companies’ ability to access financing
U.S. non-bank loan bids
6062646668707274767880828486889092949698
100102
6/19
/02
1/10
/03
8/1/
03
2/24
/04
9/14
/04
4/7/
05
11/1
0/05
6/5/
06
12/2
1/06
7/13
/07
2/1/
08
8/21
/08
3/13
/09
Average bid
Median bid
9
Loan trading activity high; more loans trade < 80
0
20
40
60
80
100
120
140
160
180
1Q06 2Q06 3Q06 4Q06 1Q07 2Q07 3Q07 4Q07 1Q08 2Q08 3Q08 4Q08
"Distressed" < 80Par >= 80
Trading activity remained relatively robust in 4Q08More loans are trading < 80 cents on the dollar, which was typically considered “distressed”However, there is an increasing disconnect between price and credit quality
Trad
ing
volu
me
($Bi
ls.)
Trading volume
Source: LSTA trade data study
10
Prices have declined even for companies With high ratings and no downgrades
0
10
20
30
40
50
60
70
80
90
100
BBB- BBB BB+ BB BB- B+ B B- CCC+ CCC CCC- D
4Q07 4Q08
Trade prices by rating category (4Q07 vs. 4Q08)
% o
f tra
ding
sam
ple
Even higher rated companies are trading at levels previously considered distressedTypical trade price of BBB- names declined from 97.87 in 4Q07 to 85.15 in 4Q08Typical trade price of BB+ rated names declined from 97.7 in 4Q07 to 80.09 in 4Q08
Source: LSTA trade data study
11
Default rates are climbing
Source: LSTA/LPC MTM Pricing, Standard & Poor’s LCD
0%
1%
2%
3%
4%
5%
6%
7%
8%
9%
12/3
1/98
6/30
/99
12/3
1/99
6/30
/00
12/3
1/00
6/30
/01
12/3
1/01
6/30
/02
12/3
1/02
6/30
/03
12/3
1/03
6/30
/04
12/3
1/04
6/30
/05
12/3
1/05
6/30
/06
12/3
1/06
6/30
/07
12/3
1/07
6/30
/08
12/3
1/08
LTM $Defaults / Outstanding-12 months
LTM # of Issuers in default / Total Issuers-12months
Leveraged loan default rate
Def
ault
rate
(%)
Initially defaults were defined by small companiesDefaults becoming materially larger“Shadow” default rate higher – above 9%Amendments are becoming more difficultLoss given default could worsen
12
Impact on borrowers
PressuresDeleveragingDefaultsConsolidationLiquidity
ImpactNew issue yieldsAmendmentsRefinancing cliff
13
Bank consolidation impacts liquidity
14
Number of investor groups that made 10 or more primary commitments each year
22 29
48 5442
98116
168
218
261
857664
0
150
300
1996 1997 1998 1999 2000 2001 2002 2003 2004 2005 2006 2007 2008
*With the slow down in deal number, for the latest period LCD uses $100M of estimated allocations as a cut-off
Buyside is less active in 2008 – and may contract in 2009
Source: Standard and Poor’s LCD
# of
act
ive
inve
stor
s
15
Leveraged loan prices fall, secondary yields increase, Primary squeezed out
Source: LSTA/LPC MTM Pricing, Standard & Poor’s LCD
Secondary loan yield (yield to 3 years)
LIB+
(bps
)
Default rates have climbed, but currently are below peak of last cycleLoan prices well below last downturnSecondary spreads go into the thousands over LIBORPrimary market cannot compete
0
400
800
1200
1600
2000
2400
2800
3200
Jan-
99Ju
l-99
Jan-
00Ju
l-00
Jan-
01Ju
l-01
Jan-
02Ju
l-02
Jan-
03Ju
l-03
Jan-
04Ju
l-04
Jan-
05Ju
l-05
Jan-
06Ju
l-06
Jan-
07Ju
l-07
Jan-
08Ju
l-08
Jan-
09
BB rated loans
B rated loans
0
400
800
1200
1600
2000
2400
2800
3200
1Q98
5/1/
1999
1/1/
2000
9/1/
2000
5/1/
2001
1/1/
2002
9/1/
2002
5/1/
2003
1/1/
2004
9/1/
2004
5/1/
2005
1/1/
2006
9/1/
2006
5/1/
2007
1/1/
2008
9/1/
2008
0
400
800
1200
1600
2000
2400
2800
3200
Precision Drilling TNSLevel 3
Primary yields (higher rated loans)
LIB+
(bps
)
16
0
5
10
15
20
25
30
35
Jan-
08
Feb-
08
Mar
-08
Apr
-08
May
-08
Jun-
08
Jul-0
8
Aug
-08
Sep-
08
Oct
-08
Nov
-08
Dec
-08
Jan-
09
Feb-
09
Constraints: Companies need amendmentsAnd have to pay up
Source: S&P/LCD
Margin increase on amended loans
Cou
nt
As the economic environment weakens, more companies are seeking amendments or covenant waivers for their loans48 covenant amendments tracked in Jan/Feb; annualizes to nearly 300 – and pace may quickenWith low secondary prices, reduced lender liquidity and different lenders, amendments are more expensive
* The data above comprises publicly available covenant amendment information tracked by a loan information company (S&P/LCD). It does not include information that has not been made public.
0 bp
50 bp
100 bp
150 bp
200 bp
250 bp
300 bp
Jan-
08
Feb-
08
Mar
-08
Apr
-08
May
-08
Jun-
08
Jul-0
8
Aug
-08
Sep-
08
Oct
-08
Nov
-08
Dec
-08
Jan-
09
Feb-
09
Count of amendments w/fees
17
CLO issuance buoys institutional loan growthBoth markets stop in 2008
0
50
100
150
200
250
300
350
400
450
1998 1999 2000 2001 2002 2003 2004 2005 2006 2007 20080
10
20
30
40
50
60
70
80
90
Total issuance (incl refis, repricings)CLO issuance
Inst
issu
ance
($Bi
ls.)
Source: Thomson Reuters LPC, Intex, Wachovia
Institutional loan issuance
Institutional market growth enabled by CLO growthSevere dislocation in CLOs and institutional loan market in 2008CLO issuance stopsAbility to issue new loans endsThis is not simply an institutional problemThese loans need to be refinanced – and this is a Corporate America problem
CLO
issu
ance
($Bi
ls.)
18
The 2005-2007 bulge of leveraged loans will mature…And will need to be refinanced
0
50
100
150
200
250
2009 2010 2011 2012 2013 2014 2015 2016
TL
RC mats
0
50
100
150
200
250
2009 2010 2011 2012 2013 2014 2015
TL mats
RC mats
Scheduled maturity profile Expected refinancing profile
Issuance boom from 2005-2007 will mature in 2011-2014However, loans will need to be refinanced a year earlier (2010-2013)Revolvers will create nearer term refinancing pressure
Volu
me
of lo
ans
($Bi
ls.)
Volu
me
of lo
ans
($Bi
ls.)
Source: LSTA,S&P/LCD, Intex, Wachovia
19
CLO reinvestment period will end, Reducing demand as loan maturities hit
-300
-200
-100
0
100
200
300
1997
1998
1999
2000
2001
2002
2003
2004
2005
2006
2007
2008
2009
2010
2011
2012
2013
2014
2015
Cumulative decrease in demand asreinvestment period endsCumulative CLO outstandings
CLO issuance peaked in 2007 (Outstandings in red)CLO reinvestment periods range 5-7 years (Blue reflects “frozen” amt of CLOs as reinvestment ends)As reinvestment periods end, CLOs will no longer be able to buy new loansIn turn, “re-investible” dollars will decline Blue line reflects MAXIMUM “reinvestible” CLO dollars – eg, if all loans in CLOs are repaidIn reality, reinvestible dollars will be much lower (dotted lines)
Volu
me
($Bi
ls.)
CLO issuance vs. CLOs going static Theoretical CLO reinvestment capacity
Volu
me
($Bi
ls.)
0
50
100
150
200
250
1997
1998
1999
2000
2001
2002
2003
2004
2005
2006
2007
2008
2009
2010
2011
2012
2013
2014
2015
Max reinvestible $
75% maxreinvestible50% maxreinvestible25% maxreinvestible10% maxreinvestible
Source: LSTA,S&P/LCD, Intex, Wachovia
20
There may be a significant refinancing shortfall
-
50
100
150
200
250
2009 2010 2011 2012 2013 2014
Index TL expected refi date
CLO demand - assumes 25% max reinvestible
CLO demand - assumes 50% max reinvestible
Volu
me
($Bi
ls.)
Starting in 2011, there will be a large volume of loans that must be refinancedBecause CLOs will be entering the end of their reinvestment periods, they will not be able to refinance these maturing loansThis is probably an unrealistic best case scenario
Source: S&P/LCD, Wachovia Securities, LSTA
TL refinancing profile vs. possible CLO demand
21
How to address refinancing cliff?
0
50
100
150
200
250
2009 2010 2011 2012 2013 2014 2015
Total
Less Defaulted Loans
Less Defaulted and CCC Loans
Less Defaulted, CCC and B- Loans
Expected refinancing schedule
Issuance boom from 2005-2007 will mature in 2011-2014However, loans will need to be refinanced a year earlier (2010-2013)
Avg. Inst loan issuance1998-2005
Volu
me
of lo
ans
($Bi
ls.)