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Page 1: Distressed Debt Slides_Melissa Brady

©2016 RSM US LLP. All Rights Reserved. ©2016 RSM US LLP. All Rights Reserved.

Page 2: Distressed Debt Slides_Melissa Brady

©2016 RSM US LLP. All Rights Reserved. ©2016 RSM US LLP. All Rights Reserved.

VALUATION METHODOLOGIES OF VARIOUS DEBT PRODUCTS

Melissa Brady, CFA

Phone: 212-372-1296

Email: [email protected]

Website: www.RSMUS.com

September 26, 2016

Page 3: Distressed Debt Slides_Melissa Brady

©2016 RSM US LLP. All Rights Reserved.

Distressed Debt Overview

• What is distressed debt?

• How does distressed debt differ for the middle market?

• What are the underlying factors that cause inefficiencies in the distressed market?- Complexity- Illiquidity- Stigma- Information asymmetries- Investor disqualifications

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Page 4: Distressed Debt Slides_Melissa Brady

©2016 RSM US LLP. All Rights Reserved.

Causes

• Aggressive lending (weak terms)• Macro conditions• Company performance• Accounting vs. Reality• Fraud / negative news• Covenants / acceleration• Maturities• Liquidity• Bankruptcy / emergence• Securities prices• Lack of confidence• Forced Sellers

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Page 5: Distressed Debt Slides_Melissa Brady

©2016 RSM US LLP. All Rights Reserved.

Distressed Debt Valuation

• Traditional models breakdown and tend to overestimate value.

• Valuation Approaches - Income approach using distressed rates of return

- Net recovery approach in assessing collateral coverage

- Weighted approaches with going concern and liquidation

- Simulation / scenario approach

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Page 6: Distressed Debt Slides_Melissa Brady

©2016 RSM US LLP. All Rights Reserved.

Recovery Rates

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• Academic papers• Studies

• CEPRES Data – Private Debt & Mezzanine Market Report

• S&P Global Market Intelligence & LSTA• Moody’s Annual Default & Recovery Studies• Other

Page 7: Distressed Debt Slides_Melissa Brady

©2016 RSM US LLP. All Rights Reserved.

Academic Study: Recovery By Instrument

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Instrument Type # of Obs. Mean Recovery Rate

Revolvers 254 82.45%Term Loans 209 70.49%Senior Secured Bonds 218 58.90%Senior Unsecured Bonds 483 52.69%Senior Subordinate Bonds 148 28.79%Subordinate Bonds 120 25.79%Junior Bonds 17 18.36%

Source: Debt Structure, Market Value of Firm, and Recovery Rate by Min Qi and Xinlei Zhao. Office of the Comptroller of the Currency. Economics Working Paper 2011-2, October 2011. Sample is from Moody’s Ultimate Recovery Rate Database.

Page 8: Distressed Debt Slides_Melissa Brady

©2016 RSM US LLP. All Rights Reserved.

Syndicated Loan Study: Recovery Rates

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Instrument Type Recovery Rate

Weighted Recovery Rate

First Lien Term Loans 76.6% 80.7%Second Lien Term Loans 36.9% 57.6%

All Term Loans 74.4% 80.1%

Secured Bonds 56.3% 55.4%Senior Unsecured Bonds 43.8% 41.4%Subordinate Bonds 29.3% 28.7%Junior Subordinate Bonds 22.8% 26.8%

Source: S&P Capital IQ LossStats & LCDRecoveries for 410 leveraged syndicated term loans that defaulted between 1998 and 2015 based on LCD’s database.

Page 9: Distressed Debt Slides_Melissa Brady

©2016 RSM US LLP. All Rights Reserved.

Recovery Rates by EBITDA

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EBITDA Level First Lien Term Loan Recoveries by EBITDA (Approximate)

Negative 60%

Positive 77%

Source: S&P Capital IQ LossStats & LCDRecoveries for 410 leveraged syndicated term loans that defaulted between 1998 and 2015 based on LCD’s database.

Page 10: Distressed Debt Slides_Melissa Brady

©2016 RSM US LLP. All Rights Reserved.

Recovery Rates by Industry

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Industry RecoveryPrinting & Publishing 64.8%Telecom 68.1%Gaming & Hotel 68.2%Chemicals 68.8%Healthcare 69.9%Utilities 72.9%Computers and Electronics 73.8%Automotive 85.8%Entertainment & Leisure 89.2%Radio 91.0%Source: S&P Capital IQ LossStats & LCDRecoveries for 410 leveraged syndicated term loans that defaulted between 1998 and 2015 based on LCD’s database.

Page 11: Distressed Debt Slides_Melissa Brady

©2016 RSM US LLP. All Rights Reserved.

Distribution of Recovery Rates

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Distribution of First Lien Recoveries

Recovery

< 50% 25.4%

50% to 70% 12.9%

70% to 90% 11.5%

90% or More 50.2%

Source: S&P Capital IQ LossStats & LCDRecoveries for 410 leveraged syndicated term loans that defaulted between 1998 and 2015 based on LCD’s database.

Page 12: Distressed Debt Slides_Melissa Brady

©2016 RSM US LLP. All Rights Reserved.

Recovery Rates for Balance Sheet Assets

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Example:• Cash – 100% recoverable

• Accounts Receivable – 75% to 85% recoverable

• Inventory – 50% to 80% recoverable

• Fixed assets – 50% recoverable

• Intangible assets – 0%

• Prepaid assets – 0%

• Other assets – 0%

The rates above are for illustrative purposes only. Recovery rates vary by industry and by company.

Page 13: Distressed Debt Slides_Melissa Brady

©2016 RSM US LLP. All Rights Reserved.

Example 1 – Plant Nursery Business

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Balance Low High Low HighCurrent Assets:

Cash & Cash Equivalents 3,040$ 0% 0% -$ -$ Accounts Receivable 2,973 70% 80% 2,081 2,378 Prepaids 5,225 0% 0% - - Inventory 250,257 15% 25% 37,539 62,564 Other Current Assets - 0% 0% - -

Total Current Assets 261,495$ 39,620$ 64,943$

Net Fixed Assets 18,368 40% 60% 7,347 11,021

Intangible Assets 12,667 0% 0% - - Total Other Assets 12,667$ -$ -$

Total Assets Supporting Debt 292,530$ 46,967$ 75,963$

Less: Revolver 31,035 31,035 31,035

Collateral Supporting First Lien 261,495 15,932 44,928

First Lien Term Loan A 75,000$ 75,000$ 75,000$ First Lien Coverage 21.2% 59.9%

Page 14: Distressed Debt Slides_Melissa Brady

©2016 RSM US LLP. All Rights Reserved.

Example 2: Sun Block Retail (Part I of II)

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($ in thousands) Low Range High RangeValuation Valuation

Balance Adjustments Adjustments Low HighCurrent Assets:

Cash 80$ 100% 100% 80$ 80$ Accounts Receivable 6,990 75% 85% 5,243 5,942 Inventories 6,018 90% 90% 5,416 5,416 Other Current Assets 2,065 0% 0% - -

Total Current Assets 15,153$ 10,739$ 11,438$

Net Fixed Assets 1,445$ 45% 55% 650$ 795$

Intangible Assets 16,564 0% 0% - - Brands - N/A N/A 12,496 14,995 Other Assets 964 0% 0% - -

Total Other Assets 17,528$ 12,496$ 14,995$

Total Assets 34,126$ 23,885$ 27,228$

Page 15: Distressed Debt Slides_Melissa Brady

©2016 RSM US LLP. All Rights Reserved.

Example 2: Sun Block Retail (Part II of II)

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($ in thousands)Low -- High

Available for Paydown 23,885$ 27,228$ Less: Senior Debt 13,322 13,322 Residual Coverage 10,563$ 13,906$ Less: Subordinated Debt 17,854 17,854 Residual Value to Common -$ -$

Subordinated Debt Coverage 59.2% 77.9%

Page 16: Distressed Debt Slides_Melissa Brady

©2016 RSM US LLP. All Rights Reserved.

Considerations

• Factors behind market approach limitations.

- Choosing only distressed firms may be problematic if there is few available.

- Adjust multiple for distress (highly challenging)

• Factors behind income approach limitations.

- Using distressed discount rates of 30% or higher may overestimate value.

• Use multiple methods, if possible.

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Page 17: Distressed Debt Slides_Melissa Brady

©2016 RSM US LLP. All Rights Reserved.

Example 3: Market Approach – Service Co.

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Low -- HighAdjusted EBITDA 5,355$ 5,355$ EBITDA Multiple 6.5x 7.0xImplied Enterprise Value 34,808$ 37,485$ Plus: Sponsor Committed Equity Infusion 2,500 5,000 Plus: Cash 248 248 Available for Paydown 37,556$ 42,733$ Less: Senior Debt 25,249 25,249 Residual Value For Subordinated Debt 12,307 17,485 Less: Subordinated Debt 29,045 29,045

Subordinated Debt Coverage 42% 60%

Valuation Range

Page 18: Distressed Debt Slides_Melissa Brady

©2016 RSM US LLP. All Rights Reserved.

Example 3: Income Approach – Service Co.

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Sensitivity Analysis - Implied Price of Debt Based on Following Concluded Yields27.00% 28.00% 29.00% 30.00% 31.00% 32.00% 33.00%71.3% 69.6% 67.9% 66.3% 64.7% 63.2% 61.7%

Concluded Price of Debt (% of Par) 63.2% -- 69.6%

Page 19: Distressed Debt Slides_Melissa Brady

©2016 RSM US LLP. All Rights Reserved. ©2016 RSM US LLP. All Rights Reserved.

Page 20: Distressed Debt Slides_Melissa Brady

©2016 RSM US LLP. All Rights Reserved.

This document contains general information, may be based on authorities that are subject to change, and is not a substitute for professional advice or services. This document does not constitute audit, tax, consulting, business, financial, investment, legal or other professional advice, and you should consult a qualified professional advisor before taking any action based on the information herein. RSM US LLP, its affiliates and related entities are not responsible for any loss resulting from or relating to reliance on this document by any person. Internal Revenue Service rules require us to inform you that this communication may be deemed a solicitation to provide tax services. This communication is being sent to individuals who have subscribed to receive it or who we believe would have an interest in the topics discussed.

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