The First Practical Guide to Credit Analysis for Today’s $3,500,000,000,000+ High-Yield Leveraged Bond and Loan Markets The high-yield, leveraged bond and loan market now exceeds $2.3 trillion in North America, €650 billion in Europe, and another $600 billion in emerging markets—and it’s growing fast. This market combines aspects of conventional fixed income markets, the event-driven volatility typically associated with equities, and structural features present nowhere else. To succeed in this market, you need credit analysis skills and insights specifically designed for it. Now, for the first time, there’s a complete practical guide to performing this analysis. Credit Suisse high-yield specialist Robert S. Kricheff focuses on how financial professionals actually prepare and use leveraged finance credit analysis, offering examples addressing diverse scenarios and a wide spectrum of credit risks, from companies near-investment-grade to firms in bankruptcy. He illuminates credit analysis as a dynamic process, shows how to evaluate both financial liquidity and asset protection, demonstrates how to use the field’s key tools, and explains how to apply the insights that make analysis an art, not just a science. • Projecting liquidity Will sufficient cash be generated to pay interest and principal? • Evaluating assets Can the investor be protected by the value of underlying assets? • Applying financial ratios and metrics How can credit quality be analyzed and investment options compared? • Evaluating management and ownership Can the company leaders deliver what they promise? • Investing on breaking news How can you profit from the junk bond market’s volatility?
Thought this was a good book to introduce leveraged finance concepts. Introduced the begning concepts along with more of the advanced concepts.
Below are my notes per chapter:
1. Introduction - Quick Intro on Book/Industry Market has features of traditional investment grade income, but also has event driven volatility associated with equities Few Companies of high-yield market are stagnant or stable Credit Analysis focuses on two things: Financial liquidity - cash to pay investors Asset protection - asset value to repay debt if no cash Volatility caused by companies in transition make analysis fun and frustrating and challenging 2. Common Leveraged Finance Terms - Industry Terms Basic Terms: Amortization - required debt paydown but also depletion of intangibles of assets on balance sheet Corporate bank loan - loan to firm, legally not a security, but a financing + form of a term loan (not reborrowable) or a revolver (can be prepaid and reborrowed) + other terms include loan, bank debt, syndicated loan Corporate bond - loan to firm in form of a security + also called debentures or notes Covenants: Affirmative covenants - something company must do (requirement to report financials, min cash flow) Financial covenants/maintenance covenants - (mostly in bank debt) financial tests Negative covenants - prevent or restrict what a company can do (requirement before a dividend is paid or more money is borrowed) Default Fails to make payment on time Technical default - occurs when maintenance /affirmative covenant is violated Pari Passu - two debts being ranked equally Bonds and loans typically traded at $1,000 or $1,000,000 - why for institutional investors Bank loans paid monthly and bonds semiannual 3. Defining the Market and the Ratings Agencies - Agency Info Agencies to state their concerns in short term and long term but are often backwards looking 1000bp variance on bonds traded in single B rated area Shows how little market value ratings Many debt in below investment grade is not rated 4. The Participants - Info on players Sell side - commercial and investment banks (both have IB services) Advise on structure, size and covenants For loans bank takes some of it on their books For bonds, Bank needs to fully distribute bonds before they start market making Buy Side - individual investors rarely invest in high yield corporate debt They can put money in mutual funds that are dedicated to leverage debt markets Hedge funds don't solely focus on HY focus more at distress for higher returns CDOs/CLOs managers PE - Pe sometimes buys back debt securities in public market if cheap 5. Why Is Leveraged Finance Analysis Unique? - Why Levfin Combination of tools used in equity debt and corporate finance Companies have more debt have less margin of error hence when news hit their price reacts more Speculative nature makes you need to have an understanding of asset value of firm Similar to equity valuation M&A and asset sales are more common in levfin than investment grade hence similar to equity Debt instruments -> look at ratios and Interest rate movements Not in equity Measure of value in Levfin ( spread and yield) are used in debt markets But when get diresss you switch to return basis Spend more time on cap structure because of debt load Covenant analysis, structural rankings, and such are day to day, not fo investment grade Also must know bankruptcy analysis if default Some equity funds are dedicated to HY equities Levfin more correlated to equity than fixed income markets (studies show) 6. The Major Components of Analysis - Outline of Credit Analysis Liquidity and asset value (by sale of company or of certain assets) are two basic foundations 3rd part - structural issues What's the ranking What debt has what assets Covenants 4th part - event scenarios Upcoming events and impacts (use of decision trees) 5th important - relative value Look at how risk fits with return 7. Some Features of Bank Loans - On bank debt Called bank loans, syndicated loans, or loans Not always held by banks (arranged by banks though) Bought by buy side clients - no exchange though Dividend into revolvers and term loans Revolver Unfunded amount pays .25% on undrawn amount Full interest on drawn amount Mostly done by commercial banks/investment because you need to have money aside for firms to draw down on (they supply liquidity) Would need to hold money in reserve Loans have floating rate or rate based on ratios Sometimes have principal amortization (debt paydown) Rare in bonds Low graded loans may not have amortization Loans require a cash flow sweep (not for bonds) Term loans Term loan A Typically held by commercial banks Have better terms - shorter maturity or more amortization Term Loan B Help by institutional investors Rarely have meaningful amortization Bank loans are callable anytime with a small premium while bonds want call protection to reap credit improvements Bank loan repurchases need to be made pro rata across all tranches Not for bonds Bank debt may have first out tranches that get paid out ahead of others given an event Bank loans >= to bonds Bank debt has maintenance covenants while bonds don’t Easier/more common to get amendments from loan holders than bondholders Two ways to trade bank debt - assignment (transfers voting rights) and participation (doesn't) 8. A Primer on Prices, Yields, and Spreads Bonds have different coupon terms and maturity dates - hence price does not tell much - look at yield or spread Yield is rate of return of debt Spread is rate of return compared to index Either libor or us treasuries) Loans more spread of off libor and bonds more off of gov bonds Better to look at spread than yields when comparing debt with different maturities - as yield is higher when maturity is higher When a bond is callable - YTW (yield to worst) comes into play - rate if bond is called early Bank loan coupons Total return is like YTW but end price is not principal but what you get in bankruptcy Deferred payment bonds (payment in kind) Bonds at face value Pay interest by issuing additional bonds at par instead of cash Causes debt on balance sheet to increase PIK has evolved to toggle bonds (PIK Toggle) Company has option to to PIK or pay in cash Zero coupon bonds start at a discount and increase as it get close to maturity Called accretion In bankruptcy - value is based on accretion not face value Balance sheet holds value of debt And accreted value is on interest expense on IS Close to spread is tighter and far is “wide” 9. A Primer on Key Points of Financial Statement Analysis Key things to look at in 10k: Des of business Mgmt discussion of recent results Recent events Liquidity section Footnotes with debt structure Key measures to look at: FCF and EBITDA Adj ebidta is big → Adds back non cash items like - noncash or stock compensation + noncash charges or write downs of asset values Capex - Want to see how much is maintenance and how much is for long term projects Interest expense - Some could be non cash due to deferred pay debt (PIK) Taxes - Look at taxes vs actual cash taxes Debt obligations Cash and debt on balance sheet are key Restricted cash is not counted in cash for liquidity Capital leases should be similar to debt items Cost of debt Other liquidity source to service debt Statement of cash flows it the most important as it shows were cash is going in and out 10. Credit Ratios Cash obligations EBITDA/interest + EBITDA-capex/interest Also look at cash interest Does not capture NWC etc so limited Leverage ratio Debt/EBITDA EV multiple / debt/ebitda ratio gives u equity cushion Also look at debt/equity and market adj debt/ebitda Adj debt id not really realistic as most debt in rx is paid in full from top which is not what this debt shows - would only work for liens value covers EV/ebitda method for valuation are shorthand for dcf which is the best way but quick FCF ratios fcf/debt = what % of debt can be paid down If firm pays dividends may want to take it out but most leveraged companies don't pay dividends One time charges are only good for if cash ratio analysis is for this year See what the company does with cash flow over time (dividends, capex, debt repayment, acquisitions cash retention buybacks etc). 11. Business Trend Analysis and Operational Ratios Look at revenue and ebita growth Ebitda margins Operating leverage - how rev growth turns to fcf - high fixed expenses that do not shift when sales go up → ebitda margin increases a lot when sales go up - hence operating leverage Levfin does not really use ROIC ROE ROA 12. Expectations, Modeling, and Scenarios Revenue model build is good Helpful to try to break down fixed and variable costs but hard to do Cogs moves with revenue and inflation SGA with revenue Capex off of revenue See if it is similar to dep If not may be due to M&A Other sources of liquidity besides revolver = asset backed lines and vendor financing 13. Structural Issues: Coupons Bank loans are floating and paid monthly May have a LIBOR floor Pricing grid - rate depends on financial metric Bonds Basic is fixed rate structure and paid semiannually Rare but may have a floating rate with a floor Four types of deferred pay bonds (pay no cash interest for all or part of bonds life) are (used when firm cannot afford all of the interest atm - higher risk higher yield): Zero Coupon & Zero-step/zero-fix Bond value rises = accretion as it gets closer to end date Effect on statements Balance sheet shows all bonds once issued (ex: new debt of value at discount) Year later bond value would increase on balance sheet and difference is on income statement And cash flow statement would show raise in non cash interest Zero step is when interest rate steps up Start at zero coupon and then pay cash interest Typical structure: issue at discount, accrete for five years and then pay cash interest. Rate it accreats is similar to cash payment More rare is a cash opay step Start with cash interest and it increases over time Used for RX reogr stuff PIK Bonds issued at face amount - however for a time frame (3-5y) interest is not paid in cash but issued by additional bonds thus paying interest in kind rather than cash Next payment is always larger with new bonds issued Then pays cash interest PIK toggle For PIK period firm does not need to make PIK payments May choose at interest period to pay the coupon with a PIK amount or cash payment or combination Deferred pay bonds help preserve cah during transitional period Rate/coupon is determined when bond is made Factors affecting include country IR, bonds being issued, average HY rates, supply and demand, current debt IR hedges - cost of 50-75 bps pon face value Don’t really issue levfin debt for more than 10 years HY debt is less correlated to IR changes than loans 14. Structural Issues: Maturities, Calls and Puts Maturities Bond = most common maturity is 10 years 7/8/12 year maturities are common but no set Bank loans usually less than 10 years Bonds usually mature at later date then loans “Springing maturity” -if bonds mature before loans, it says that if bonds are not retired 6 months before it actually matures, and maturity of bank loan “springs forward” and becomes due immediately Give senior guys more control Levfin bonds usually don't require payment of principal before notes mature Sinking fund = require to retire a small portion of bonds ahead of maturey But not seen anymore Bank loans have debt amortization / not in bonds market Bonds usually .25% is require to be repaid on debt each quarter Calls Call gives company right to buyback notes or loan at specific price Usually HY bond is not callable for first half and then once half coupon is paid it is Bank loans do not have the same protection HY bonds do for calls They can be called at anytime Not have some minor protection for first two years 103 face value for year 1 and nothing after example Call date affects rate of return Some bonds are not callable at all = Noncall bonds or noncall for life More common in IG market If wanted to refinance firm would have to pay big premium to buy bonds back Clawbacks Fancy word for call option If new money is raised in stock offering, firm can retire some of the bonds Option only for first three years and have to pay a premium Can't buy all the bond - only 35% Idea is that raising equity is a credit improvement and something that bondholders would like - there for if company does this soon bondholders are willing to give the firm a call option Somemoney will also have to be used to reduce bank debt 10% call Right to call certain percentage of issue each year Idea behind is bonds are callable anyway and it delivers the firm Cash Flow Sweeps Does not usually utilize entire portion of excess cash flow but usually 50% For bonds it is more common to see debt holder has the option to sell the debt back to the company Company has obligation to make a “mandatory offer to purchase” AHYDO = Applicable HY discount obligation It is a factor for most deferred pay HY instruments ???? Banks usually require mandatory prepayments upon some events All or a portion of proceeds from asset sales Also limitation on how much asset sale can be in cash Min value threshold to trigger this Mandatory payment for issue of equity and sometimes junior debt Open market repurchases Buy bonds on open market with cash Has to be allowed in covenants Can buy at any price set by seller Can capture the discount if buys debt at discount Books gain (noncash) on income statement And reduced debt on balance sheet Company cannot do discount buybacks of bank debt - firms are restricted They have to pay down debt / cases in which waivers have been given IF bonds at discount need to look at if firm will buy the m back = do NPV with premium on bonds If bonds are not callable - company can tender for the bonds Is an offer to repurchase bonds to holders Even noncallable bonds have a provision that lets them call bonds at equivalent treasury note plus spread 15. Structural Issues: Ranking of Debt Ranking Bank loans have senior ranking and security (claim to asset) Senior secured (has asset claim) = bank debt Senior unsecured = bank loans sometimes but more often bonds - most common is HY bonds Senior subordinated Subordinated Stock Two most common ways to change ranking are through corporate structures and subsidiary guarantees Structural subordination If holding company owns operating company - operating company debt goes first Hold co debt Is structurally subordinated to operating co debt Covenants for operating company do not dictate what holding company does but operating company covenant usually dictate how cash and assets could move up to the holding company Subsidiary guarantees Guarantee from entity 1 on debt issued to entity 2 make debt of entity 2 an obligation for both entities If opco guaranteed notes of holdco on a senior basis then holdco bonds would have priority claim on the assets ahead of sub
This is an incredible book and should be the official guide for any professional working in the Leveraged Finance / High Yield space. Robert Kricheff, a Managing Director at Credit Suisse who ran Leveraged Finance Strategy and Portfolio Analytics is the author of the book and he wrote this in 2012 so is very up to date. This is not a theory book / straight quantitative / or historical book which you typically find with books on this subject, but it is written in a way from the leveraged finance banker’s perspective. The book is extremely focused and speaks on all of the concepts / terminology / analysis that comes across our role and discusses the meaning and how to view them in depth. Although a lot of this book was review for me, many of the things I understood 75% prior to reading the book, but now I can say I understand these concepts 95% well. There is even a little quiz at the end of each chapter to make sure you are understanding the concepts correctly. You will have an extremely sound understanding of the leveraged finance field after reading this book and also how to finance companies as there is also a significant amount of time talking about different capital structure solutions etc. Again, this is an absolutely must read for people working in the industry as the material it covers are the things that we should all know 100% cold and I cannot think of any better book that I have come across that goes into such great depth but is so focused on relevant items that come across our job on a day to day basis. You will become not only a better banker after reading this, but also a better investor and you will understand structuring / credit / financing well after reading this book.
Surprisingly easy to read and of-course wide ranging. I enjoyed the author's occasional quips of sarcasm that made it feel a bit more like I was having a conversation with a real live human. I would definitely recommend this as an extensive primer on HY debt, I learnt a lot.
First textbook-like reading I've done in some time. Mr. Kricheff did a fantastic job avoiding the pitfalls of many academic writings by keeping it just to the pragmatic tips for the business. For those starting out in Leveraged Finance I can't recommend it enough. For those in other fields...you can probably skip it.