Financial news: Finance, Trading & Personal finances

Pre cap loans a moveable feast for sponsors


Bull markets produce innovation. The latest novelty in U.S. leveraged loans is a pre-capitalization or pre-cap financing, which allows companies to keep existing financing and capital structures in place if they are sold. Pre-cap loans reappeared in 2012 after debuting in 2005. Six were completed in the U.S. last year and they look set to remain a feature of 2013. The structure is good for private equity buyers and sellers which save paying a new set of fees. Change of control provisions are not triggered, which usually prompt an expensive refinancing. The portable pre-cap structure is less popular with investors, which are wary of losing control over who they are lending to. Pre-caps remove a happy dilemma for private equity firms - whether to refinance and take a dividend from a portfolio company or wait and sell the business later - by allowing them to do both."It's very compelling for a private equity sponsor who has been in an asset for a while, who wants to monetize but is not ready to sell yet," said Jeff Cohen, co-head of U.S. loan capital markets at Credit Suisse (MLPN. P), which pioneered the structure and completed five deals last year. Credit Suisse led a $1.06 billion credit, a $660 million term loan B and a $350 million second-lien loan for Atlantic Broadband ATLBR. UL in March 2012 to refinance existing debt and provide a $345 million dividend to owners ABRY Partners and Oak Hill Capital.

A few months later, Atlantic Broadband was sold to Canadian cable company Cogeco Cable (CCA. TO) for $1.36 billion, which used the $660 million term loan B to fund part of the purchase. Easing buyout concernsPre-caps are useful in a weak M&A environment and a hot capital markets climate as they ease buyout barons' concerns that they could be missing a refinancing window and give investors a supply of high-yielding paper. Outside a bull market, investors would not give up their right to choose their borrower. Even yield-hungry investors are disdainful of the structure, which one source called an abrogation of his fiduciary duty. Other lenders with a more sanguine view argue that companies are the same regardless of financial owner.

"We are sensitive. But you can't make a blanket rule that you won't do it," said Jonathan Insull, managing director at Crescent Capital Group. "Each one has its own set of circumstances."Investor reservations and several failures mean that only top companies qualify for precaps. NEP Broadcasting NEPBC. UL pulled a dividend effort and Hyland Software dropped the provision."It requires a very strong market and a very strong transaction. You need a very attractive credit that is going to draw heavy oversubscription" said Tracy Mehr, managing director at Jefferies. The investment bank completed P2 Energy Solutions' latest $355 million debt tap as a pre-cap, which waived the change-of-control provision from the close of the deal until the end of 2012.

Some restrictions have been put in place around acceptable buyers, equity contributions and leverage tests. The duration of change-of-control waivers is also usually capped. The largest precap to date - Kronos's SEHWKR. UL $1.9 billion dividend recapitalization, structured by Credit Suisse for Hellman & Friedman and JMI Equity, came with conditions. Change of control provisions will only be waived for a maximum 18 months if the new owner is a private equity company with assets above a certain size, makes a minimum equity contribution and meets a maximum debt incurrence test when the M&A deal closes. The structure has given Kronos more financing options and saved $15 million to $20 million in additional financing costs which will boost profits for the selling sponsor, Cohen said. Bankers do not see the pre-cap becoming a market norm, as covenant-lite loans are now, as it is only used in specific circumstances. This will not stop buyout firms trying to make the latest innovation a trend."Certain sponsors are looking to make this into a permanent feature," said Richard Farley, a partner at Paul Hastings. So far, though, "No one has bitten."

Rpt fitch assigns bee first finance sa compartment edelweiss 2013 1s


Nov 25 (The following statement was released by the rating agency)Fitch Ratings has assigned Bee First Finance S. A. -Compartment Edelweiss 2013-1 (Edelweiss)'s notes the following expected this site Class A notes, due December 2021: 'AAA(EXP)sf'; Outlook StableEUR18.3m Class B notes, due December 2021: 'A(EXP)sf'; Outlook StableEUR9.3m Class C notes, due December 2021: 'BBB(EXP)sf'; Outlook StableEUR6.6m Class D notes, due December 2021: 'BB+(EXP)sf'; Outlook StableThe final ratings are contingent upon the receipt of final documents conforming to the information already received and on a satisfactory review of final legal opinions to support the agency's analytical approach. The transaction is a one-year revolving securitisation of vehicle lease receivables originated in Austria by EBV Leasing GmbH & Co. KG (EBV), ultimately owned by Erste Bank Group AG (Erste Bank, A/Stable/F1). KEY RATING DRIVERS Lessee defaultsFitch has assumed a base case default rate of 2.8% and applied default multiples of 6.8x in a 'AAAsf' scenario, 4x in 'Asf', 2.9x in 'BBBsf' and 1.8x in 'BB+sf', reflecting primarily the presence of balloon risk, the revolving nature of the pool and a concentration towards employees of Erste Bank and Vienna Insurance Group (VIG). Fitch set its recovery base case at 67.7%, applying haircuts of up to 45% in 'AAAsf'. Revolving Period Additional RiskThe transaction envisages a one-year revolving period. Fitch considers that the early amortisation triggers, along with the eligibility criteria and available credit enhancement, mitigate the risk added by the revolving period. The agency analysed potential changes in the pool composition during this period and assumed a shift towards a more risky - considering Fitch's loss assumptions - composition. Limited Residual Value RiskThe lessee's right to return the vehicles at maturity, in lieu of settling balloon payments, exposes the issuer to residual value (RV) risk; however, these rights are restricted under the lease contracts. Additionally, if a lessee exercises such rights, they remain liable for 75% of any RV loss incurred. In Fitch's opinion, the RV risk therefore lies largely with the lessees, exposing the transaction to balloon risk when obligors are faced with stressed economic circumstances and limited re-financing options. Stable Asset Outlook

Fitch expects the repayment abilities of Austrian consumers to remain stable, based on flat unemployment rates (4.7% expected throughout 2014), an improvement in GDP growth (1.4% forecasted for 2014, up from 0.4% in 2013) and stable interest rates. TRANSACTION CHARACTERISTICS Key CounterpartiesEBV, the originator will continue to service the portfolio. EBV belongs to the Erste Bank Group and Erste Bank will act as back-up servicer from closing. Additionally, PwC Transaction Services is appointed as servicer facilitator, in case Erste Group Bank is unable to take over the servicing activity upon servicer termination. HSBC Bank plc (AA-/Stable/F1+) will provide an amortising liquidity facility (LF) sized at 1.6% of the collateral balance. The LF will cover senior expenses and interest payments on all the classes of notes. The issuer will enter into a fixed-floating interest rate swap with Erste Bank to hedge the interest rate mismatch between the fixed-rate assets in the portfolio (16.2% of the initial portfolio) and the floating-rate notes. Portfolio FeaturesAs of September 2013, the securitised portfolio included 21,884 variable- (83.8%) and fixed-rate (16.2%) monthly-paying lease receivables originated by EBV to Austrian private (42.4%) and commercial (57.6%) obligors for the purchase of new (64.3%) and used/demo vehicles (35.7%). The weighted-average (WA) seasoning of the pool and the WA remaining term were 25 and 34 months, respectively. The lease claims will be purchased by the issuer at their net present value, which is the sum of all scheduled principal payments over the lease term discounted at the contractual yield on the lease minus a security deposit ('Kaution').

Credit Enhancement (CE)The transaction features a principal deficiency ledger mechanism (PDL) for each class of notes, according to which certain interest funds will be allocated to the principal waterfall in an amount implicitly equal to the receivables classified as defaulted in a given period, with debiting starting from the class D PDL. Hence, excess spread provides the first layer of protection against losses, with a minimum weighted-average margin of 2.45% over the three-month Euribor (or the swap rate for fixed-rate loans) being guaranteed during the revolving period. The class A, class B, class C and class D notes will be redeemed sequentially. This mechanism ensures that potential losses will be first allocated to the junior notes, providing CE to the more senior ones. Additionally, a static cash reserve, funded at closing by the originator through a subordinated loan, equal to 1.25% of the portfolio balance, will provide CE by covering for any unpaid PDL. Initial CE is thus 14.15% for the Class A, 7.25% for the Class B, 3.75% for the class C, and 1.25% for the class D. RATING SENSITIVITIES The rating of the Class D notes cannot exceed the Issuer Default Rating of Erste Group Bank. This is due to the exposure of up to 5% of the portfolio to Erste Bank's employees (see Default Risk below). In addition, Fitch has used the contractual servicing/back-up servicing fee of 20bp in its modelling for the lower rating categories (instead of its normal servicing fee assumption of 70bp) as in such scenarios the agency assumes that Erste Bank will perform its obligations. For those reasons, significant changes to Erste Bank's IDR may lead to changes to the ratings of the class D notes. Unexpected increases in the default rate and loss severity on defaulted loans could produce loss levels higher than the base case and could result in potential rating actions on the notes. Rating Sensitivity to Increased Default Rate Assumptions

Class A / Class B / Class C / Class DCurrent default base case: 'AAAsf' / 'Asf' / 'BBBsf' / 'BB+sf'Increase in default rate base case by 10%: 'AA+sf' / 'Asf' / 'BBB-sf' / 'BB+sf'Increase in default rate base case by 25%: 'AAsf' / 'A-sf' / 'BBB-sf' / 'BBsf'Increase in default rate base case by 50%: 'AA-sf' / 'BBB+sf' / 'BBB-sf' / 'BBsf'Rating Sensitivity to Reduced Recovery Rate AssumptionsClass A / Class B / Class C / Class DCurrent recovery rate (RR) base case: 'AAAsf' / 'Asf' / 'BBBsf' / 'BB+sf'Reduce RR base case by 10%: 'AA+sf' / 'Asf' / 'BBB-sf' / 'BBsf'Reduce RR base case by 25%: 'AA+sf' / 'A-sf' / 'BBB-sf' / 'BB-sf'Reduce RR base case by 50%: 'AAsf' / 'BBB+sf' / 'BBB-sf' / 'Bsf'Rating Sensitivity to Multiple FactorsClass A / Class B / Class C / Class DCurrent base case assumptions: 'AAAsf' / 'Asf' / 'BBBsf' / 'BB+sf'Mild stress: Increase in default rate by 10%, reduce recovery rate by 10%: 'AA+sf' / 'A-sf' / 'BBB-sf' / 'BBsf'Moderate stress: Increase in default rate by 25%, reduce recovery rate by 25%: 'AA-sf' / 'BBB+sf' / 'BBB-sf' / 'Bsf'Severe stress: Increase in default rate by 50%, reduce recovery rate by 50%: 'Asf' / 'BBB-sf' / 'BBsf' / 'CCC to D'A presale report, including further information on transaction related stress and sensitivity analysis, and material sources of information that were used to prepare the credit rating is available at this site Link to Fitch Ratings' Report: Bee First Finance S. A. - Compartment Edelweiss 2013-1 var $relatedItems = $('lia "/article/idUSFWN1EU0JJ"BRIEF-Sesac says it will be acquired by Blackstone/a/lilia "/article/riyad-bank-dividend-idUSD5N1E9002"Saudi\'s Riyad Bank recommends lower cash dividend for H2 2016/a/li'), $relatedItems = $relatedItems.slice(0,10), relatedBlockLimit = Number('6'), relatedItemsTotal = $relatedItems.length, $paragraphTags = $('#article-text p'), contentParagraphs = 0, minParagraphs = Number("8"); for (i=0; i $paragraphTags.length; i++) { if ($paragraphTags[i].innerText.trim().length 0) { contentParagraphs = contentParagraphs + 1; } } if (contentParagraphs minParagraphs) { setTimeout(function(){ if (relatedItemsTotal relatedBlockLimit) { $('.first-article-divide').append('div class="related-content group-one"h3 class="related-content-title"Also In Financials/h3ul/ul/div'); $('.second-article-divide').append($('.slider.slider-module')); $('.third-article-divide').append('div class="related-content group-two"h3 class="related-content-title"Also In Financials/h3ul/ul/div'); var median = (relatedItemsTotal / 2); var $relatedContentGroupOne = $('.related-content.group-one ul'); var $relatedContentGroupTwo = $('.related-content.group-two ul'); $.each($relatedItems, function(k,v) { if (k + 1 = median) { $relatedContentGroupOne.append($relatedItems[k]); } else { $relatedContentGroupTwo.append($relatedItems[k]); } }); } else { $('.third-article-divide').append($('div class="related-content group-one"h3 class="related-content-title"Also In Financials/h3ul/ul/div')); $('.related-content ul').append($relatedItems); } },500); } Next In Financials BRIEF-CME Group reached record average daily volume of 15.6 mln contracts in 2016 * Cme group reached record average daily volume of 15.6 million contracts in 2016, up 12 percent from 2015 Dubai Islamic Bank requests proposals for dollar sukuk - sources DUBAI, Jan 4 Dubai Islamic Bank (DIB) has asked banks to submit proposals to arrange a potential U.S. dollar-denominated sukuk issue, sources familiar with the situation said on Wednesday. BRIEF-Colliers International UK acquires hospitality asset management firm * Colliers international uk acquires market leading hospitality asset management firm MORE FROM REUTERS window._taboola = window._taboola || []; _taboola.push({ mode: 'organic-thumbnails-a', container: 'taboola-recirc', placement: 'Below Article Thumbnails - Organic', target_type: 'mix' }); Sponsored Content @media(max-this site) { #mod-bizdev-dianomi{ height: 320px; } } From Around the Web Promoted by Taboola window._taboola = window._taboola || []; _taboola.push( { mode: 'thumbnails-3X2', container: 'taboola-below-article-thumbnails', placement: 'Below Article Thumbnails', target_type: 'mix' } ); window._taboola = window._taboola || []; _taboola.push