32nd annual marine money week · top 40 banks lending to shipping has fallen from us$ 463bn to us$...
TRANSCRIPT
24 June 2019
32nd Annual Marine Money WeekShipping Loan and Loan Portfolio Sales –Update & Outlook for Deal-flow
, by Richard Jansen
Private & confidential www.braemar-naves.com2
Loan portfolio sales – Concluded deals
BDI: Baltic Dry Index, BDTI: Baltic Dirty Tanker Index, Boxi: Braermar Container Index; Bank financing data from Braemar & Marine Money Research
Y Values
Historical portfolio sales – Major shipping indices (rebased on 100 at 12/2007)
Loan portfolio sales – Concluded deals Loan portfolio sales process Expected portfolio developments
0
25
50
75
100
125
150
175
200
BDI BDTI Boxi
-82%Average drop
from top
3-year gap until first wave of sales
Ship finance “exodus”
Shipping market conditions
Extended market downturn 2008 – 2019, and ongoing:• TC rates significantly reduced• Asset values at historical lows• Capital markets limited/closed
Stricter banking regulatory framework
Basel III & IV:• Higher minimum capital requirements• Introduction of minimum “leverage ratio”• Introduction of minimum liquidity requirement• Gradual implementation with full effect starting on
01/01/2022 to be completed by 2027 EBA’s March 2019 reports:
• European banks’ Tier 1 capital requirement to increase by 19.1% by 2027.
• Compliance with the new framework would require EUR 39.0bn of additional capital, of which EUR 24bn is Tier 1.
Regulatory and market impact on ship finance
Top 40 banks lending to shipping has fallen from US$ 463bn to US$ 345bn between 2008-2017.
European bank exposure to shipping has reduced from US$ 374bn in 2010 to US$ 206bn in 2017, with Asian banks’ exposure rising from US$ 66bn to US$121bn during the same period.
Chinese leasing and alternative lenders have stepped up activity but have not filled the entire funding gap.
Private & confidential www.braemar-naves.com3
Loan portfolio sales – Concluded deals
BDI: Baltic Dry Index, BDTI: Baltic Dirty Tanker Index, Boxi: Braermar Container Index; Bank financing data from Braemar & Marine Money Research
Y Values
Historical portfolio sales – Major shipping indices (rebased on 100 at 12/2007)
Loan portfolio sales – Concluded deals Loan portfolio sales process Expected portfolio developments
0
25
50
75
100
125
150
175
200Lloyds
US$ 400mnDK
RBS syndicate
US$ 985mnBAML
syndicate
DSFUS$710mnAxcel, PFA,
PKACommerzbank
US$ 376mnOCM
CommerzbankUS$ 216mn
KKR & Borealis
CommerzbankUS$ 255mn
KKR & Borealis
BDI BDTI Boxi
-82%Average drop
from top
3-year gap until first wave of sales
First wave
Ship finance “exodus”
Shipping market conditions
Extended market downturn 2008 – 2019, and ongoing:• TC rates significantly reduced• Asset values at historical lows• Capital markets limited/closed
Stricter banking regulatory framework
Basel III & IV:• Higher minimum capital requirements• Introduction of minimum “leverage ratio”• Introduction of minimum liquidity requirement• Gradual implementation with full effect starting on
01/01/2022 to be completed by 2027 EBA’s March 2019 reports:
• European banks’ Tier 1 capital requirement to increase by 19.1% by 2027.
• Compliance with the new framework would require EUR 39.0bn of additional capital, of which EUR 24bn is Tier 1.
Regulatory and market impact on ship finance
Top 40 banks lending to shipping has fallen from US$ 463bn to US$ 345bn between 2008-2017.
European bank exposure to shipping has reduced from US$ 374bn in 2010 to US$ 206bn in 2017, with Asian banks’ exposure rising from US$ 66bn to US$121bn during the same period.
Chinese leasing and alternative lenders have stepped up activity but have not filled the entire funding gap.
Private & confidential www.braemar-naves.com4
Loan portfolio sales – Concluded deals
BDI: Baltic Dry Index, BDTI: Baltic Dirty Tanker Index, Boxi: Braermar Container Index; Bank financing data from Braemar & Marine Money Research
Y Values
Historical portfolio sales – Major shipping indices (rebased on 100 at 12/2007)
Loan portfolio sales – Concluded deals Loan portfolio - Due diligence Loan portfolio – Sales process Expected portfolio developments
0
25
50
75
100
125
150
175
200Lloyds
US$ 400mnDK
RBS syndicate
US$ 985mnBAML
syndicateRBSUS$ 290mnORIX
RBSUS$ 300mn
Berenberg
CommerzbankUS$ 300mn Berenberg,
Cross Ocean Partners
Nord LB US$ 2.9bn Cerberus Capital
HSHUS$ 1.23bn
Cerebrus, J.C. Flowers etc.
Deutsche Bank US$ 1bn Oak Hill, VardePartners
DSFUS$710mnAxcel, PFA,
PKACommerzbank
US$ 376mnOCM
CommerzbankUS$ 216mn
KKR & Borealis
CommerzbankUS$ 255mn
KKR & Borealis
Piraeus US$ 950mn DK
MPSUS$ 160mnTaconic Capital and SC Lowy
BDI BDTI Boxi
-82%Average drop
from top
3-year gap until first wave of sales
First wave Second wave
Ship finance “exodus”
Shipping market conditions
Extended market downturn 2008 – 2019, and ongoing:• TC rates significantly reduced• Asset values at historical lows• Capital markets limited/closed
Stricter banking regulatory framework
Basel III & IV:• Higher minimum capital requirements• Introduction of minimum “leverage ratio”• Introduction of minimum liquidity requirement• Gradual implementation with full effect starting on
01/01/2022 to be completed by 2027 EBA’s March 2019 reports:
• European banks’ Tier 1 capital requirement to increase by 19.1% by 2027.
• Compliance with the new framework would require EUR 39.0bn of additional capital, of which EUR 24bn is Tier 1.
Regulatory and market impact on ship finance
Top 40 banks lending to shipping has fallen from US$ 463bn to US$ 345bn between 2008-2017.
European bank exposure to shipping has reduced from US$ 374bn in 2010 to US$ 206bn in 2017, with Asian banks’ exposure rising from US$ 66bn to US$121bn during the same period.
Chinese leasing and alternative lenders have stepped up activity but have not filled the entire funding gap.
Private & confidential5 www.braemar-naves.com
Braemar Naves supports clients through the entire due diligence process with an integrated set of services
Loan portfolio - Due diligence
Financial due diligence• In-depth analysis on borrower and situational background (including
credit quality assessment and moral hazard topics)• Guidance on potential exit strategies
Commercial due diligence• Vessel appraisal including vessel specific commentary and valuation
rationale• Charter analysis – rate benchmarking, counterparty rating, alternative
employment scenarios
Technical due diligence• Desktop review of publicly available reports and/or records (e.g. port-
state & class records• Review and benchmarking of OPEX, maintenance costs and budgets• Vessel inspections (when/where possible)
Financial modelling• Comprehensive modelling of loan portfolios including performance
assessment and indicative pricing
Market intelligence• Market reports on relevant asset classes
Braemar Naves due diligence reporting
Financial due diligence
Commercial and technical due
diligence
Financial modeling
Market intelligence
Legal due diligence• Comprehensive review of loan documentation by maritime-focused
law firms
Loan portfolio sales – Concluded deals Loan portfolio - Due diligence Loan portfolio – Sales process Expected portfolio developments
Private & confidential www.braemar-naves.com6
Loan portfolio - Sales process
Seller
Pre-sale
• Data Preparation• “Good house-keeping”• Information
Memorandum preparation
• VDR testing
Pre-acquisition - stages & tasks
Buyer
• Pre-marketing in order to receive invitation to bid
Loan portfolio sales – Concluded deals Loan portfolio - Due diligence Loan portfolio – Sales process Expected portfolio developments
Private & confidential www.braemar-naves.com7
Loan portfolio sales process
Seller
Pre-sale Round 1
• Data Preparation• “Good house-keeping”• Information
Memorandum preparation
• VDR testing
• Initial bidder selection• Distribution of NDA &
Information Memorandum
• Initial due diligence• Financial, technical,
and legal advisor selection
• Short window for bid submission
Pre-acquisition - stages & tasks
Buyer
• Pre-marketing in order to receive invitation to bid
Loan portfolio sales – Concluded deals Loan portfolio - Due diligence Loan portfolio – Sales process Expected portfolio developments
Private & confidential www.braemar-naves.com8
Loan portfolio sales process
Seller
Pre-sale Round 2Round 1
• Data Preparation• “Good house-keeping”• Information
Memorandum preparation
• VDR testing
• Initial bidder selection• Distribution of NDA &
Information Memorandum
• In-person due diligence days
• Finance case officer access
• In-person due diligence days
• Due diligence• Financial• Commercial• Technical• Legal
• Model exit scenarios• Final pricing• Submission of binding
bid
Pre-acquisition - stages & tasks
Buyer
• Pre-marketing in order to receive invitation to bid
• Initial due diligence• Financial, technical,
and legal advisor selection
• Short window for bid submission
Loan portfolio sales – Concluded deals Loan portfolio - Due diligence Loan portfolio – Sales process Expected portfolio developments
Private & confidential www.braemar-naves.com9
Loan portfolio sales process
Seller
Pre-sale Round 2 Exclusive RoundRound 1
• Data Preparation• “Good house-keeping”• Information
Memorandum preparation
• VDR testing
• Initial bidder selection• Distribution of NDA &
Information Memorandum
• In-person due diligence days
• Finance case officer access
• In-person due diligence days
• Due diligence• Financial• Commercial• Technical• Legal
• Model exit scenarios• Final pricing• Submission of binding
bid
• Finalize SPA• Seek approvals from
borrowers (where applicable)
Pre-acquisition - stages & tasks
• Finalize SPA• Set up funding vehicle• Set up fund
administrator• Begin specific exit
scenario preparations• Possible arrangement
of back-leverage
Buyer
• Pre-marketing in order to receive invitation to bid
• Initial due diligence• Financial, technical,
and legal advisor selection
• Short window for bid submission
Loan portfolio sales – Concluded deals Loan portfolio - Due diligence Loan portfolio – Sales process Expected portfolio developments
Private & confidential www.braemar-naves.com10
Loan portfolio sales process
Seller
Pre-sale Round 2 Exclusive RoundRound 1
• Data Preparation• “Good house-keeping”• Information
Memorandum preparation
• VDR testing
• Initial bidder selection• Distribution of NDA &
Information Memorandum
• In-person due diligence days
• Finance case officer access
• In-person due diligence days
• Due diligence• Financial• Commercial• Technical• Legal
• Model exit scenarios• Final pricing• Submission of binding
bid
• Finalize SPA• Seek approvals from
borrowers (where applicable)
Pre-acquisition - stages & tasks
• Finalize SPA• Set up funding vehicle• Set up fund
administrator• Begin specific exit
scenario preparations• Possible arrangement
of back-leverage
Final Sale
Buyer
• Legal transfer of loans
• Payment of purchase price
• Secondary loan sales• Vessel sales• Refinancing/
restructuring
• Pre-marketing in order to receive invitation to bid
• Initial due diligence• Financial, technical,
and legal advisor selection
• Short window for bid submission
Loan portfolio sales – Concluded deals Loan portfolio - Due diligence Loan portfolio – Sales process Expected portfolio developments
Private & confidential www.braemar-naves.com11
Loan portfolio sales process
Seller
Pre-sale Round 2 Exclusive RoundRound 1
• Data Preparation• “Good house-keeping”• Information
Memorandum preparation
• VDR testing
• Initial bidder selection• Distribution of NDA &
Information Memorandum
• In-person due diligence days
• Finance case officer access
• In-person due diligence days
• Due diligence• Financial• Commercial• Technical• Legal
• Model exit scenarios• Final pricing• Submission of binding
bid
• Finalize SPA• Seek approvals from
borrowers (where applicable)
Pre-acquisition - stages & tasks
• Finalize SPA• Set up funding vehicle• Set up fund
administrator• Begin specific exit
scenario preparations• Possible arrangement
of back-leverage
Post-acquisition - tasks for Buyer
Final Sale
Buyer
Borrower Management Restructuring
Collateral inspections
Loan administration and servicing Loan and covenant monitoring
Insurance
Settlement and payment processing
Final exits Refinancing
Restructuring
Secondary loan sales
Vessel sales
• Legal transfer of loans
• Payment of purchase price
• Secondary loan sales• Vessel sales• Refinancing/
restructuring
• Pre-marketing in order to receive invitation to bid
• Initial due diligence• Financial, technical,
and legal advisor selection
• Short window for bid submission
Loan portfolio sales – Concluded deals Loan portfolio - Due diligence Loan portfolio – Sales process Expected portfolio developments
Private & confidential www.braemar-naves.com12
Expected portfolio developments
Graph data: Braemar Naves research
Portfolio sales trends
Expected shipping loan portfolio sales for 2019-2020:More portfolio sales expected from traditional shipping banks based in:
• EU: Netherlands, Germany, Norway, and Greece
• RoW: Singapore, Middle East
“Hybrid” Portfolio run-down processes:1. Greek banks:
a. Eurobank loan portfolio sale completed – Portfolio rundown to be managed internally
b. Piraeus loan portfolio sale ongoing – Portfolio rundown coordinated by third-party
2. NordLB:
a. Project Big Ben – Sold to Cerberus Capital
b. Project Towerbridge – Sale process cancelled; to be internally run-down
Individual secondary loansBanks will continue to sell/restructure remaining shipping NPLs on an individual basis.
Additionally, other lenders (particularly credit funds) are exiting loans acquired through wholesale processes on an case-by-case basis, in line with exit strategies to maximize returns.
Bank financing – Total & breakdown by region
374
10
66
361
8
87
317
12
93
292
11
98
276
10
105
254
16
128
221
17
117
206
19
121
0
50
100
150
200
250
300
350
400
Europe USA Far East andAustralasia
US$
billi
ons
2010 2011 2012 2013 2014 2015 2016 2017
Loan portfolio sales – Concluded deals Loan portfolio - Due diligence Loan portfolio – Sales process Expected portfolio developments
Private & confidential www.braemar-naves.com13
Expected portfolio developments
Graph data: Braemar Naves research
Portfolio sales trends
Expected shipping loan portfolio sales for 2019-2020:More portfolio sales expected from traditional shipping banks based in:
• EU: Netherlands, Germany, Norway, and Greece
• RoW: Singapore, Middle East
“Hybrid” Portfolio run-down processes:1. Greek banks:
a. Eurobank loan portfolio sale completed – Portfolio rundown to be managed internally
b. Piraeus loan portfolio sale ongoing – Portfolio rundown coordinated by third-party
2. NordLB:
a. Project Big Ben – Sold to Cerberus Capital
b. Project Towerbridge – Sale process cancelled; to be internally run-down
Individual secondary loansBanks will continue to sell/restructure remaining shipping NPLs on an individual basis.
Additionally, other lenders (particularly credit funds) are exiting loans acquired through wholesale processes on an case-by-case basis, in line with exit strategies to maximize returns.
Global offshore exposure:In the shipping markets it took 5 years from the downturn before banks were ready to sell-down positions on a wholesale basis:.
• Hopes of an early recovery had faded
• Market improved enough to close bid-ask spreads
Offshore market currently in fifth year of the downturn, with many companies embarking on second or third round restructurings, and many assets still idle:
We expect to see more offshore portfolio sales over the coming years, particularly compared to shipping, once market has improved a bit further.
Bank financing – Total & breakdown by region
374
10
66
361
8
87
317
12
93
292
11
98
276
10
105
254
16
128
221
17
117
206
19
121
0
50
100
150
200
250
300
350
400
Europe USA Far East andAustralasia
US$
billi
ons
2010 2011 2012 2013 2014 2015 2016 2017
Loan portfolio sales – Concluded deals Loan portfolio - Due diligence Loan portfolio – Sales process Expected portfolio developments
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