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Check out SPP online: http://sppcapital.com/ Market Update April 2016 SPP’s Middle Market Leverage Cash Flow Market At A Glance Deal Component April ‘16 March ‘16 April15 Cash Flow Senior Debt (x EBITDA) <$7.5MM EBITDA 1.50x-2.50x >$10.0MM EBITDA 2.50x-3.50x >$20.0MM EBITDA 3.00x-4.00x <$7.5MM EBITDA 1.50x-2.50x >$10.0MM EBITDA 2.50x-3.50x >$20.0MM EBITDA 3.00x-4.00x <$7.5MM EBITDA 1.50x-2.00x >$10.0MM EBITDA 2.00x-3.50x >$25.0MM EBITDA 3.00-4.25x Total Debt Limit (x EBITDA) <$7.5MM EBITDA 3.00x-4.00x >$10.0MM EBITDA 3.75x-4.50x >$20.0MM EBITDA 4.00x-5.50x <$7.5MM EBITDA 3.00x-4.00x >$10.0MM EBITDA 3.75x-4.50x >$20.0MM EBITDA 4.00x-5.50x <$7.5MM EBITDA 3.00x-4.00x >$10.0MM EBITDA 3.75x-4.50x >$25.0MM EBITDA 4.00x-5.00x Senior Cash Flow Pricing Bank: L+3.50%-5.00% Non-Bank: <$10.0MM EBITDA L+7.00%-8.00% Non-Bank: >$15.0MM EBITDA L+4.50%-6.50% (potential for a 1.00% floor) Bank: L+3.50%-5.00% Non-Bank: <$10.0MM EBITDA L+7.00%-8.00% Non-Bank: >$15.0MM EBITDA L+4.50%-6.50% (potential for a 1.00% floor) Bank: L+2.00%-3.50% Non-Bank: L+4.00%-6.00% Second Lien Pricing (Avg) <$7.5MM EBITDA L+9.00%-12.00% floating (1.00% floor) >$10.0MM EBITDA L+7.50%-9.00% floating (1.00% floor) >$20.0MM EBITDA L+5.50%-7.50% floating (1.00% floor) <$7.5MM EBITDA L+9.00%-12.00% floating (1.00% floor) >$10.0MM EBITDA L+7.50%-9.00% floating (1.00% floor) >$20.0MM EBITDA L+5.50%-7.50% floating (1.00% floor) <$7.5MM EBITDA L+8.00%-11.00% floating (1.00% floor) >$10.0MM EBITDA L+6.50%-9.00% floating (1.00% floor) >$25.0 MM EBITDA L+5.50%-7.50% floating (1.00% floor) Subordinated Debt Pricing <$7.5MM EBITDA 12.00%-14.00% >$10.0MM EBITDA 11.00%-13.00% >$20.0MM EBITDA 10.00%-12.00% Warrants limited to special situations; Second lien may buy down rate to ~9.00%. Equity co-invest readily available. <$7.5MM EBITDA 12.00%-14.00% >$10.0MM EBITDA 11.0%-13.00% >$20.0MM EBITDA 10.00%-12.00% Warrants limited to special situations; Second lien may buy down rate to ~9.00%. Equity co-invest readily available. <$7.5MM EBITDA 12.00%-14.00% >$10.0MM EBITDA 11.00%-13.00% >$25.0MM EBITDA 10.0%-12.00% Warrants limited to special situations; Second lien may buy down rate to ~9.00%. Unitranche Pricing <$7.5MM EBITDA L+8.50%-11.00% (1.00% floor) >$10.0MM EBITDA L+7.50%-8.50% (1.00% floor) >$20.0MM EBITDA L+6.00%-7.50% (1.00%-1.50% floor) Fixed rate alternatives available. Most unitranche lenders allow a small ABL facility outside of the unitranche facility though pricing likely to be impacted by size of revolver if external to unitranche. Capex, acquisition lines, and equity co-investments readily available. <$7.5MM EBITDA L+8.50%-11.00% (1.00% floor) >$10.0MM EBITDA L+7.50%-8.50% (1.00% floor) >$20.0MM EBITDA L+6.00%-7.50% (1.00%-1.50% floor) Fixed rate alternatives available. Most unitranche lenders allow a small ABL facility outside of the unitranche facility though pricing likely to be impacted by size of revolver if external to unitranche. Capex, acquisition lines, and equity co-investments readily available. <$7.5MM EBITDA L+8.00%-11.00% (1.00% floor) >$10.0MM EBITDA L+6.50%-8.50% (1.00% floor) >$25.0 MM EBITDA L+6.00%-7.50% (1.00% floor) Potential for fixed rate with BDC or mezz lender. Most Unitranche lenders allow a small ABL facility outside of the loan. Libor Floors No Libor floor for club bank deals. Generally 1.00% floor for large, syndicated bank facilities, and non- bank senior deals. Recently seeing pressure by unitranche lenders to increase Libor floors to 1.50%. No Libor floor for club bank deals. Generally 1.00% floor for large, syndicated bank facilities, and non- bank senior deals. Recently seeing pressure by unitranche lenders to increase Libor floors to 1.50%. No Libor floor for most bank deals. In fact, some deals now contain “Libor Discounts;” 1.00% for non-bank deals, second lien, and floating- rate unitranche. Minimum Equity Contribution Acquisitions need 25.00%-40.00% total equity (inclusive of rollover); minimum 10.0% new cash combined with rollover or seller notes. The market continues to be sensitive to “thin capitalization” and will seek greater equity cushion in cyclical sectors and challenged credit stories. Fortunately, there is significant (and growing) interest in structured equity products to supplement equity contributions from independent sponsors, management teams, etc. Acquisitions need 25.00%-40.00% total equity (inclusive of rollover); minimum 10.0% new cash combined with rollover or seller notes. The market continues to be sensitive to “thin capitalization” and will seek greater equity cushion in cyclical sectors and challenged credit stories. Fortunately, there is significant (and growing) interest in structured equity products to supplement equity contributions from independent sponsors, management teams, etc. 25.00%-35.00% total equity (including rollover); minimum 10.00% new cash combined with rollover or seller notes. Focus continues to be more on aggregate credit metrics (Total Debt/EBITDA, etc.) than on the level of equity contribution. “Promote to Independent Sponsors” will differ but fall in the 5.00%-15.00% range with or without a minimum return to common. Equity Co- Investment As the market for equity products (both structured and common) develops, terms are becoming more stratified. Larger promotes (15.00%+) are relegated to “value” (below market) acquisitions, material co- investment positions, “value-add” acquisitions (perceived expertise in sector), or capacity to foot all or a meaningful part of deal expenses upfront. More structured equity products (redeemable preferred) are being invested alongside mezzanine or unitranche debt. Equity co-investment is actively sought for traditionally sponsored, independently sponsored, and unsponsored deals. Investors include BDCs, insurance companies, credit opportunity funds, SBICs, traditional mezz funds, and family offices. Variety of structures available from “debt-like” redeemable preferred to heads up common. Promotes of ~15.0% after return of 8.0% are becoming a baseline. N/A Recap Liquidity Recaps are still available, however minority share repurchases (share recaps) are more well received than pure cash distributions (dividend recaps). Cash distributions are still financeable but will have closer scrutiny on aggregate leverage metrics, level of sponsor’s equity remaining invested, and the sponsor’s capacity to deploy capital back to the issuer if needed. Cyclical sectors are subject to more conservative leverage metrics (<3.50x total leverage). Market for recapitalizations is segmenting: (i) pure cash dividend recaps are difficult to execute, especially where sponsor has already taken out its original contribution and for non-sponsored deals; (ii) minority/majority recap deals (i.e.-where Company is buying out shareholders and consolidating ownership) are still achieving competitive terms and pricing. Cyclical sectors are subject to more conservative leverage metric however (<3.50x total leverage). The recent shake-up in the commercial banking world is having a materially adverse impact on bank funded recaps in excess of the 3.0x by 4.0x Fed leverage guidelines. There is no such limitation in the non-bank and unitranche communities. Sponsors looking to quickly recap after a purchase are best served by structuring their initial investment as common shares, combined with a preferred or subordinated tranche, and positioning a subsequent recap as a refinancing. Story Receptivity The rise of credit opportunity funds with abundant liquidity combined with an otherwise sluggish market have resulted in surprisingly strong market conditions for storied and challenged credits, notwithstanding a more general perception of an approaching “down cycle.” Pricing remains ~10.00%-14.00% and leverage metrics stand below 4.0x TD/EBITDA. Contrary to conventional wisdom, there appears to be an abundance of capital for storied credits in this tightening market. While some attribute the liquidity to investors’ hunger for yield or a slowdown, the reality is that there are a number of new credit funds in the market looking for storied or challenged credits. Rates tend to be in the ~10.0%-14.0% range. A surplus of liquidity combined with a dearth of new deal flow has created a window to execute more challenging credit stories. A number of “distressed funds” have been created to take advantage of the drop in valuations in the energy sector with a specific focus on oil and gas service businessesbut the anticipated inventory has not materialized to date. Tone of the Market Most market participants are bemoaning a particularly slow start to 2016; new deal activity is languishing, and M&A/Exit activity is still well below 2015 levels. Sluggish activity has also created greater competition for assets and no discernable reduction in liquidity conditions, notwithstanding the anticipated tightening in credit. Even with a general slowdown in deal flow, price creep is settling in. Commercial banks, BDCs, finance companies and other non-bank lenders report 50+ basis point increases across the board in pricing for senior debt, second lien and unitranche structures. Borrowers are waking up to a more conservative funding environment, especially for issuers with exposure to cyclical sectors. Sponsors are getting accustomed to a less aggressive banking community and the clear beneficiaries of the bank pullback are the non-bank commercial lenders and unitranche providers. New non-bank lenders are emerging weekly; the most notable recent entrant is TIAA-CREF backed Churchill Asset Management, which could signal a concerted push into the leveraged markets by the major insurance companies. *Changes from last month are in red
6

Market Update April 2016 SPP’s Middle Market Leverage Cash ...€¦ · Oh, won't you stay Just a little bit longer? 120.0 Please, please, please Say you will, say you will Oh, won't

Apr 12, 2020

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Page 1: Market Update April 2016 SPP’s Middle Market Leverage Cash ...€¦ · Oh, won't you stay Just a little bit longer? 120.0 Please, please, please Say you will, say you will Oh, won't

Check out SPP online: http://sppcapital.com/

Market Update April 2016

SPP’s Middle Market Leverage Cash Flow Market At A Glance

Deal Component April ‘16 March ‘16 April‘15

Cash Flow Senior Debt (x EBITDA)

<$7.5MM EBITDA 1.50x-2.50x >$10.0MM EBITDA 2.50x-3.50x >$20.0MM EBITDA 3.00x-4.00x

<$7.5MM EBITDA 1.50x-2.50x >$10.0MM EBITDA 2.50x-3.50x >$20.0MM EBITDA 3.00x-4.00x

<$7.5MM EBITDA 1.50x-2.00x >$10.0MM EBITDA 2.00x-3.50x >$25.0MM EBITDA 3.00-4.25x

Total Debt Limit (x EBITDA)

<$7.5MM EBITDA 3.00x-4.00x >$10.0MM EBITDA 3.75x-4.50x >$20.0MM EBITDA 4.00x-5.50x

<$7.5MM EBITDA 3.00x-4.00x >$10.0MM EBITDA 3.75x-4.50x >$20.0MM EBITDA 4.00x-5.50x

<$7.5MM EBITDA 3.00x-4.00x >$10.0MM EBITDA 3.75x-4.50x >$25.0MM EBITDA 4.00x-5.00x

Senior Cash Flow Pricing

Bank: L+3.50%-5.00% Non-Bank: <$10.0MM EBITDA L+7.00%-8.00% Non-Bank: >$15.0MM EBITDA L+4.50%-6.50% (potential for a 1.00% floor)

Bank: L+3.50%-5.00% Non-Bank: <$10.0MM EBITDA L+7.00%-8.00% Non-Bank: >$15.0MM EBITDA L+4.50%-6.50% (potential for a 1.00% floor)

Bank: L+2.00%-3.50% Non-Bank: L+4.00%-6.00%

Second Lien Pricing (Avg)

<$7.5MM EBITDA L+9.00%-12.00% floating (1.00% floor) >$10.0MM EBITDA L+7.50%-9.00% floating (1.00% floor) >$20.0MM EBITDA L+5.50%-7.50% floating (1.00% floor)

<$7.5MM EBITDA L+9.00%-12.00% floating (1.00% floor) >$10.0MM EBITDA L+7.50%-9.00% floating (1.00% floor) >$20.0MM EBITDA L+5.50%-7.50% floating (1.00% floor)

<$7.5MM EBITDA L+8.00%-11.00% floating (1.00% floor) >$10.0MM EBITDA L+6.50%-9.00% floating (1.00% floor) >$25.0 MM EBITDA L+5.50%-7.50% floating (1.00% floor)

Subordinated Debt Pricing

<$7.5MM EBITDA 12.00%-14.00% >$10.0MM EBITDA 11.00%-13.00% >$20.0MM EBITDA 10.00%-12.00% Warrants limited to special situations; Second lien may buy down rate to ~9.00%. Equity co-invest readily available.

<$7.5MM EBITDA 12.00%-14.00% >$10.0MM EBITDA 11.0%-13.00% >$20.0MM EBITDA 10.00%-12.00% Warrants limited to special situations; Second lien may buy down rate to ~9.00%. Equity co-invest readily available.

<$7.5MM EBITDA 12.00%-14.00% >$10.0MM EBITDA 11.00%-13.00% >$25.0MM EBITDA 10.0%-12.00% Warrants limited to special situations; Second lien may buy down rate to ~9.00%.

Unitranche Pricing <$7.5MM EBITDA L+8.50%-11.00% (1.00% floor) >$10.0MM EBITDA L+7.50%-8.50% (1.00% floor) >$20.0MM EBITDA L+6.00%-7.50% (1.00%-1.50% floor) Fixed rate alternatives available. Most unitranche lenders allow a small ABL facility outside of the unitranche facility though pricing likely to be impacted by size of revolver if external to unitranche. Capex, acquisition lines, and equity co-investments readily available.

<$7.5MM EBITDA L+8.50%-11.00% (1.00% floor) >$10.0MM EBITDA L+7.50%-8.50% (1.00% floor) >$20.0MM EBITDA L+6.00%-7.50% (1.00%-1.50% floor) Fixed rate alternatives available. Most unitranche lenders allow a small ABL facility outside of the unitranche facility though pricing likely to be impacted by size of revolver if external to unitranche. Capex, acquisition lines, and equity co-investments readily available.

<$7.5MM EBITDA L+8.00%-11.00% (1.00% floor) >$10.0MM EBITDA L+6.50%-8.50% (1.00% floor) >$25.0 MM EBITDA L+6.00%-7.50% (1.00% floor) Potential for fixed rate with BDC or mezz lender. Most Unitranche lenders allow a small ABL facility outside of the loan.

Libor Floors No Libor floor for club bank deals. Generally 1.00% floor for large, syndicated bank facilities, and non-bank senior deals. Recently seeing pressure by unitranche lenders to increase Libor floors to 1.50%.

No Libor floor for club bank deals. Generally 1.00% floor for large, syndicated bank facilities, and non-bank senior deals. Recently seeing pressure by unitranche lenders to increase Libor floors to 1.50%.

No Libor floor for most bank deals. In fact, some deals now contain “Libor Discounts;” 1.00% for non-bank deals, second lien, and floating-rate unitranche.

Minimum Equity Contribution

Acquisitions need 25.00%-40.00% total equity (inclusive of rollover); minimum 10.0% new cash combined with rollover or seller notes. The market continues to be sensitive to “thin capitalization” and will seek greater equity cushion in cyclical sectors and challenged credit stories. Fortunately, there is significant (and growing) interest in structured equity products to supplement equity contributions from independent sponsors, management teams, etc.

Acquisitions need 25.00%-40.00% total equity (inclusive of rollover); minimum 10.0% new cash combined with rollover or seller notes. The market continues to be sensitive to “thin capitalization” and will seek greater equity cushion in cyclical sectors and challenged credit stories. Fortunately, there is significant (and growing) interest in structured equity products to supplement equity contributions from independent sponsors, management teams, etc.

25.00%-35.00% total equity (including rollover); minimum 10.00% new cash combined with rollover or seller notes. Focus continues to be more on aggregate credit metrics (Total Debt/EBITDA, etc.) than on the level of equity contribution. “Promote to Independent Sponsors” will differ but fall in the 5.00%-15.00% range with or without a minimum return to common.

Equity Co-Investment

As the market for equity products (both structured and common) develops, terms are becoming more stratified. Larger promotes (15.00%+) are relegated to “value” (below market) acquisitions, material co-investment positions, “value-add” acquisitions (perceived expertise in sector), or capacity to foot all or a meaningful part of deal expenses upfront. More structured equity products (redeemable preferred) are being invested alongside mezzanine or unitranche debt.

Equity co-investment is actively sought for traditionally sponsored, independently sponsored, and unsponsored deals. Investors include BDCs, insurance companies, credit opportunity funds, SBICs, traditional mezz funds, and family offices. Variety of structures available from “debt-like” redeemable preferred to heads up common. Promotes of ~15.0% after return of 8.0% are becoming a baseline.

N/A

Recap Liquidity Recaps are still available, however minority share repurchases (share recaps) are more well received than pure cash distributions (dividend recaps). Cash distributions are still financeable but will have closer scrutiny on aggregate leverage metrics, level of sponsor’s equity remaining invested, and the sponsor’s capacity to deploy capital back to the issuer if needed. Cyclical sectors are subject to more conservative leverage metrics (<3.50x total leverage).

Market for recapitalizations is segmenting: (i) pure cash dividend recaps are difficult to execute, especially where sponsor has already taken out its original contribution and for non-sponsored deals; (ii) minority/majority recap deals (i.e.-where Company is buying out shareholders and consolidating ownership) are still achieving competitive terms and pricing. Cyclical sectors are subject to more conservative leverage metric however (<3.50x total leverage).

The recent shake-up in the commercial banking world is having a materially adverse impact on bank funded recaps in excess of the 3.0x by 4.0x Fed leverage guidelines. There is no such limitation in the non-bank and unitranche communities. Sponsors looking to quickly recap after a purchase are best served by structuring their initial investment as common shares, combined with a preferred or subordinated tranche, and positioning a subsequent recap as a refinancing.

Story Receptivity The rise of credit opportunity funds with abundant liquidity combined with an otherwise sluggish market have resulted in surprisingly strong market conditions for storied and challenged credits, notwithstanding a more general perception of an approaching “down cycle.” Pricing remains ~10.00%-14.00% and leverage metrics stand below 4.0x TD/EBITDA.

Contrary to conventional wisdom, there appears to be an abundance of capital for storied credits in this tightening market. While some attribute the liquidity to investors’ hunger for yield or a slowdown, the reality is that there are a number of new credit funds in the market looking for storied or challenged credits. Rates tend to be in the ~10.0%-14.0% range.

A surplus of liquidity combined with a dearth of new deal flow has created a window to execute more challenging credit stories. A number of “distressed funds” have been created to take advantage of the drop in valuations in the energy sector with a specific focus on oil and gas service businesses—but the anticipated inventory has not materialized to date.

Tone of the Market Most market participants are bemoaning a particularly slow start to 2016; new deal activity is languishing, and M&A/Exit activity is still well below 2015 levels. Sluggish activity has also created greater competition for assets and no discernable reduction in liquidity conditions, notwithstanding the anticipated tightening in credit.

Even with a general slowdown in deal flow, price creep is settling in. Commercial banks, BDCs, finance companies and other non-bank lenders report 50+ basis point increases across the board in pricing for senior debt, second lien and unitranche structures. Borrowers are waking up to a more conservative funding environment, especially for issuers with exposure to cyclical sectors.

Sponsors are getting accustomed to a less aggressive banking community and the clear beneficiaries of the bank pullback are the non-bank commercial lenders and unitranche providers. New non-bank lenders are emerging weekly; the most notable recent entrant is TIAA-CREF backed Churchill Asset Management, which could signal a concerted push into the leveraged markets by the major insurance companies.

*Changes from last month are in red

Page 2: Market Update April 2016 SPP’s Middle Market Leverage Cash ...€¦ · Oh, won't you stay Just a little bit longer? 120.0 Please, please, please Say you will, say you will Oh, won't

“People stay Just a little bit longer We want to play Just a little bit longer

Now the promoter don't mind And the union don't mind If we take a little time And we leave it all behind, and sing One more song

Oh, won't you stay Just a little bit longer? Please, please, please Say you will, say you will

Oh, won't you stay Just a little bit longer? Oh please, please stay Just a little bit more

“Stay” - Jackson Browne

Stay? Though the debate rages on respecting the number and frequency of interest rate increases in 2016, Janet Yellen’s most recent comments on the matter suggest that an April increase is off the table. In a speech to the Economic Club of New York on March 29th, Yellen noted:

“Given the risks to the outlook, I consider it appropriate for the committee to proceed cautiously in adjusting policy.....the key is that the global economic and financial backdrop looms more threateningly now than before.........and even though officials expect the U.S. economy to weather any further rough patches, the dangers can’t be ignored”

Yellen of course recognizes the strength of recent U.S. macroeconomic reports; in fact, recent releases suggest the U.S. economy is healthier, and in many ways even more robust, than it was under the economic conditions when the Fed last raised rates in December. However, Yellen also believes that slowing global economic influences have the capacity to disrupt the recent gains in domestic economic health. Her more dovish approach to interest rate hikes provides the Fed with greater flexibility to use conventional tools of Fed monetary policy; i.e. with the fed funds rate so low, the Fed has plenty of room to hike rates if inflation picks up, but little room to cut them if economic conditions deteriorate. As expressly noted in the minutes of the March FOMC meeting, this “asymmetry” (of options to tighten vs. loosen) “made it prudent to wait for additional information regarding the underlying strength of economic activity and prospects for inflation before taking another step to reduce policy accommodation.”

It should be noted that Yellen’s position is not unanimous by any means. Four of the 17 members of the Fed Open Market Committee have now publicly indicated their disagreement the Fed’s March policy statement. Patrick Harker (Philadelphia), John Williams (San Francisco), and Dennis Lockhart (Atlanta) all support (and have spoken out in favor of) an April rate hike; Esther George (Kansas City) dissented from the last FOMC Statement, expressing her belief that a hike of 0.25% was appropriate in March.

Implied Probability of Rate Hikes for April FOMC

Source: CME 3.30.16

Personal Income and Outlays

Source: BEA

Conference Board's Consumer Confidence Index

Source: Conference Board

PCE and Core PCE

Source: FRED

95.4%

4.6%

0.0%

10.0%

20.0%

30.0%

40.0%

50.0%

60.0%

70.0%

80.0%

90.0%

100.0%

No Change 25bp Hike

0.0%

0.1%

0.2%

0.3%

0.4%

0.5%

0.6%

Oct '15 Nov '15 Dec '15 Jan '16 Feb '16

% C

han

ge fr

om

Pre

ced

ing

Mo

nth

Personal Income (Current Dollars)

Personal Consumption Expenditures (Current Dollars)

96.2

0.0

20.0

40.0

60.0

80.0

100.0

120.0

0.0%

0.5%

1.0%

1.5%

2.0%

2.5%

3.0%

3.5%

12

-Mo

nth

Per

cen

t C

han

ge

PCE

Core PCE

Page 3: Market Update April 2016 SPP’s Middle Market Leverage Cash ...€¦ · Oh, won't you stay Just a little bit longer? 120.0 Please, please, please Say you will, say you will Oh, won't

Below is a quick recap of the month’s headline economic reports: Consumer Confidence/Retail Sales: The February Personal Income and

Outlays report showed surprisingly weak consumer spending. Not only was February weak, growing by a mere 0.1%, but January was revised sharply downward, from 0.5% growth to 0.1%. The light spending numbers caused most economists to revise their GDP expectations downward for Q1. Notwithstanding the fact that consumers are spending less, at least their spirits remain strong; the Conference Board’s Consumer Confidence Index registered a very robust 96.2, up from 94 from February (and February was revised upward from the 92.2 initially reported).

Inflation: Given the Fed’s decision not to raise rates in March and, as reported in the March FOMC minutes, its continued reluctance to raise rates in April as well, it is clear that the Fed has doubts about the sustainability of the upticks in recent inflation indices. Fed economists most strongly rely on the PCE Price Index and Core PCE Price Index, each which moderated in February. The PCE Price Index stayed static 0.1% in February, while the Core PCE Price Index (excluding more volatile food and energy components) dropped to 0.1% from 0.3% in January. Core PCE Prices remain at 1.7% year-over-year, just shy of the Fed’s 2.0% year-over-year stated target.

GDP: Real GDP for Q4 was revised upward for a second time in March, to 1.4% year-over-year growth from 1.0% (the latter raised from the 0.7% initially reported). This third estimate to Q4 GDP got its boost from an upward revision to personal consumption expenditures, which were raised to 2.4% from 2.0%. Unfortunately, Q1 2016 does not look like it will not be nearly as strong. The GDPNow model forecast for real GDP growth (seasonally adjusted annual rate) in the first quarter of 2016 was 0.1% on April 8th, down from 0.4% on April 5th according to the Atlanta Fed. The forecast was downgraded as a result of a worse than expected trade report from the U.S. Bureau of the Census which showed that U.S. wholesale inventories fell markedly in February, with the decline far exceeding forecasts.

Manufacturing and Services: The ISM Manufacturing Index for March rose to 51.8 pushing the reading into expansion territory for the first time since October 2014 (prior to this month was a string of sub 50 readings showing U.S. manufacturing in contraction mode). The jump was a function of the new orders sub-component which surged nearly seven points for a reading of 58.3 (the best result since July of last year). Other highlights in the report included healthy increases in production and backlogs. The ISM Non-Manufacturing (services) Index also came in strong for March rising to a robust 59.8 (up from 57.8 in February). The report points to solid economic growth for the bulk of the nation’s economy. Highlights of the report include a spike in new orders component (56.7—the highest reading of the year) and output, which rose to 59.8 (the healthiest rate of growth in five months). These reports, taken together provide the strongest support yet for another rate increase, maybe as early as June.

Employment: The U.S. created 215,000 jobs in March (expectation had been for approximately 200,000). The unemployment rate increased to 5.0% from 4.9%, but for all the right reasons—more Americans joined the civilian workforce, upping the Participation Rate to 63.0% in the process. While this represents an important jump for the Participation Rate, it should be noted that this reading is still a full 3.0% less than the Participation Rate from pre-recession 2007. Since the beginning of 2015, the U.S. economy has added approximately 200,000 jobs a month on average, demonstrating strong and steady job growth in the face of an increasingly volatile and weakening global economic situation. Average hourly earnings also increased 0.3% to $25.43, bringing the yearly wage gain to 2.3% and demonstrating sustained, albeit moderate, wage growth.

Housing: Price concession did not increase sales as much as expected in February. Housing demand continutes to wane across the board with existing home sales down 7.1%, single family homes down 7.2%, and condos down 6.6%, all lower than expected and comprising the second

Quarterly Change in GDP

Source: FRED

GDPNow Data Real GDP Forecast for Q1 2016

Source: Federal Reserve Bank of Atlanta

ISM Manufacturing and Non-Manufacturing Indices

Source: FRED

Labor Force Participation Rate

Source: BLS

1.4%

-2.0%

-1.0%

0.0%

1.0%

2.0%

3.0%

4.0%

5.0%

Quarterly Change in GDP

0.00%

0.50%

1.00%

1.50%

2.00%

2.50%

3.00%

3.50%

Atlanta Fed GDPNow Forecast Blue Chip Consensus (Average)

30

35

40

45

50

55

60

65

70

Manufacturing

Non-Manufacturing

63.0%

61.0%

61.5%

62.0%

62.5%

63.0%

63.5%

64.0%

64.5%

65.0%

65.5%

Page 4: Market Update April 2016 SPP’s Middle Market Leverage Cash ...€¦ · Oh, won't you stay Just a little bit longer? 120.0 Please, please, please Say you will, say you will Oh, won't

weakest month since February last year. The median U.S. home price was down 1.4% to $210,800, yet year-over-year, the median home price is still up 4.4%, which is greater than the year-over-year sales rate of 2.2% and hints that further price concession may be ahead. Lack of supply has been depressing sales numbers as of late; however, available supply increased 3.3% in February (still down 1.1% year-over-year), further suggesting a weaker housing market to start 2016 than initially thought. More supporting evidence of weakness is found in the number of housing permits, which dropped 2.3% to 1.177 million from January’s 1.204 million. While housing starts may be up a surprising 5.2% in February, housing permits—the more important of the two—were not expected to change from the previous month. It is worth mentioning though that the permit split for single-family homes was up 0.4% on the month. Multi-family home permits accounted for the overall decrease, dropping 8.4% but they are often the more volatile component due to investment demand, making single-family home permits the more telling of the two. Such an increase in single-family permits may help ease concern that the housing market is losing momentum.

Private Market Update Deal activity is slowing down dramatically. Market participants not only report lackluster new transaction activity, but also dubious quality for what little activity there is—i.e. a pronounced lack of high quality deals and a greater incidence of “retreads” (deals being remarketed after broken or suspended executions earlier in the year, or deals making their way to market as recaps after failed sales processes).

To add some empirical data, U.S. private equity deal count fell 8.0% year-over- year in 2015, the first substantial drop in activity since 2009. The negative trend has continued into 2016, with only 515 deals in January across the U.S. and Europe, marking a 20.0% dip from December of 2015 and a 42.0% drop on a yearly basis. Exit activity has also decreased substanstially; January recorded only 124 sales in the U.S. and Europe, representing a drop of over 30.0% month-over-month as well as year-over-year. Quarterly Sponsored middle market loan volume has dropped from over $12.5 billion in Q4 2015 to less than $7.5 billion in Q1 2016, marking a six year low.

Conventional wisdom for the downturn in activity posits that a tightening lending environment is leading to less leverage available to buyers, and consequently, a drop in valuation multiples. Lower valuation multiples in turn translate to a lower number of sellers. There is some support for this proposition; very highly leveraged deals (think 7.0x EBITDA) have dropped precipitously in the last year, from over 15.0% in 2014, to less than 4.0% in 2015, to 0.0% in 2016. High yield issuance has also fallen off a cliff, standing at less than $2 billion thus far in 2016 whereas Q4 2015 saw $8 billion.

Such activity has resulted is a very strange juxtaposition of market influences; as we enter the second quarter of 2016, rather than the tightening leverage conditions limiting the issuance of new deals, the lack of new deal flow is actually resulting in a more competitive pricing and terms. Though SPP did increase its pricing metrics earlier in the year, there are no corresponding increases in pricing for our April “Market At A Glance.” In fact, market conditions are so competitive for quality deals, that it is likely we will reduce our pricing guidance for May absent a compelling uptick in market activity. Notwithstanding all the “talk” of a tightening credit market, corporate loans on banks' balance sheets are still growing at nearly 11.0% per year in the U.S..

Housing Permits

Source: FRED

Quarterly Sponsored Middle Market Loan Volume

Source: TRLPC, reprinted in Daily Shot

LBOs Leveraged 7.0x or Higher

Source: S&P Capital IQ

Corporate Loans on Bank Balance Sheets

Source: FRED

1,177

0

200

400

600

800

1,000

1,200

1,400

1,600

Th

ou

san

ds

of P

erm

its

-

5.0

10.0

15.0

20.0

25.0

30.0

Q1 09 Q1 10 Q1 11 Q1 12 Q1 13 Q1 14 Q1 15 Q1 16

Issu

ance

($

Bn

)

0.0%

5.0%

10.0%

15.0%

20.0%

25.0%

30.0%

'04 '05 '06 '07 '08 '09 '10 '11 '12 '13 '14 '15 '16

$1,988

0

500

1000

1500

2000

2500

Bil

lio

ns

of $

US

D

Page 5: Market Update April 2016 SPP’s Middle Market Leverage Cash ...€¦ · Oh, won't you stay Just a little bit longer? 120.0 Please, please, please Say you will, say you will Oh, won't

SPP-Tracked Market Activity

March LTM 2016 total deal count is down approximately 30.0% from March LTM 2015 consistent with what 2016 has seen in terms of lack of deal flow in comparison with the previous two years. Individually, March did see an uptick in deals and exits from February across both <$500M and <$250M transactions. As noted in the preceding Market Update however, February had the lowest deal total in almost two years and hence any relative increase must be put into context—March’s deal and exit numbers were well below what was seen as recently as Q3 2015. Still, perhaps February could be signal a rock bottom from which deal and exit count will start to recover—only time will tell.

Please feel free to call any of the professionals at SPP Capital to discuss a particular financing need, amendment, or restructuring situation, or just to get a little more color on the market. You don’t need an imminent or market-ready deal to call us. Our hope is that you use SPP as your go-to resource for any information, analysis, and review of potential transactions. Stefan Shaffer Managing Partner 212.455.4502 DISCLAIMER: The "SPP Leveraged Cash Flow Market At-A-Glance" and supporting commentary is derived by the anecdotal experience of SPP Capital Partners, LLC, its specific transactions, discussion with issuers, lenders and investors consistent with its standard operating practices. Any empirical data specifically derived by third parties, or intellectual property or opinions of third parties are expressly attributed when utilized. The factual information provided has been obtained from sources believed to be reliable, but is not guaranteed as to accuracy or completeness. All data, facts, tables or analyses provided by Governmental or other regulatory bodies are deemed to be in the public domain and not otherwise expressly attributed herein. SPP Capital Partners, LLC is a member of FINRA and SIPC. This information represents the opinion of SPP Capital and is not intended to be a forecast of future events, a guarantee of future results or investment advice. It is not intended to provide specific advice or to be construed as an offering of securities or recommendation to invest.

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March Deal Count

Source: Pitchbook

March Exit Activity

Source: Pitchbook

March LTM Deal Count

Source: Pitchbook

March LTM Exit Activity

Source: Pitchbook

-

50

100

150

200

250

March 2014 March 2015 March 2016

Total Deals

<500M

<250M

-

20

40

60

80

100

120

March 2014 March 2015 March 2016

Total Exits

<500M

<250M

-

500

1,000

1,500

2,000

2,500

3,000

March LTM 2014 March LTM 2015 March LTM 2016

Total Deals

<500M

<250M

-

200

400

600

800

1,000

1,200

1,400

March LTM 2014 March LTM 2015 March LTM 2016

Total Exits

<500M

<250M

Page 6: Market Update April 2016 SPP’s Middle Market Leverage Cash ...€¦ · Oh, won't you stay Just a little bit longer? 120.0 Please, please, please Say you will, say you will Oh, won't

SUPPORTING DATA Historical Senior Debt Cash Flow (x EBITDA) Historical Total Debt Limit (x EBITDA)

Source: SPP’s “MIDDLE MARKET LEVERAGE CASH FLOW MARKET AT A GLANCE” Source: SPP’s “MIDDLE MARKET LEVERAGE CASH FLOW MARKET AT A GLANCE”

Historical Senior Cash Flow Pricing (Bank) Historical Senior Cash Flow Pricing (Non-Bank)

Source: SPP’s “MIDDLE MARKET LEVERAGE CASH FLOW MARKET AT A GLANCE” Source: SPP’s “MIDDLE MARKET LEVERAGE CASH FLOW MARKET AT A GLANCE”

Historical Second Lien Pricing Historical Subordinated Debt Pricing

Source: SPP’s “MIDDLE MARKET LEVERAGE CASH FLOW MARKET AT A GLANCE” Source: SPP’s “MIDDLE MARKET LEVERAGE CASH FLOW MARKET AT A GLANCE”

Historical Minimum Equity Contribution U.S. PE LMM Deal Flow by Quarter

Source: SPP’s “MIDDLE MARKET LEVERAGE CASH FLOW MARKET AT A GLANCE” Source: Pitchbook

0.00x

1.00x

2.00x

3.00x

4.00x

5.00x

6.00x

7.00x

< $7.5MM EBITDA > $10MM EBITDA > $20MM EBITDA

0.00x

1.00x

2.00x

3.00x

4.00x

5.00x

6.00x

7.00x

< $7.5MM EBITDA > $10MM EBITDA > $20MM EBITDA

0 bps

100 bps

200 bps

300 bps

400 bps

500 bps

600 bps

700 bps

Bank Lower Bound Bank Upper Bound

0 bps

100 bps

200 bps

300 bps

400 bps

500 bps

600 bps

700 bps

800 bps

900 bps

NB Lower Bound (<$10) NB Upper Bound (<$10)

NB Lower Bound (>$15) NB Upper Bound (>$15)

0%

3%

6%

9%

12%

15%

Lower Bound Upper Bound

LIBOR Floor Lower Bound LIBOR Floor Upper Bound

0%

3%

6%

9%

12%

15%

<$7.5MM EBITDA >$10MM EBITDA > $20MM EBITDA

0%

5%

10%

15%

20%

25%

30%

35%

40%

45%

Lower Bound Upper Bound

$6.89

170

0

50

100

150

200

250

$-

$2.00

$4.00

$6.00

$8.00

$10.00

$12.00

Nu

mb

er

of

De

als

Clo

sed

Dea

l Val

ues

($

Bil

lio

ns)

Deal Value ($Billions) Number of Deals Closed