Private equity deals default at nearly the same rate as a benchmark portfolio of other US speculative-grade companies. The average annual default rate for companies backed by the 14 largest PRIVATE EQUITY FIRMS was 6.0% from 2008-13. Mega-deals performed much worse, with an average default rate of 6.4%.
Private equity deals default at nearly the same rate as a benchmark portfolio of other US speculative-grade companies. The average annual default rate for companies backed by the 14 largest PRIVATE EQUITY FIRMS was 6.0% from 2008-13. Mega-deals performed much worse, with an average default rate of 6.4%.
Private equity deals default at nearly the same rate as a benchmark portfolio of other US speculative-grade companies. The average annual default rate for companies backed by the 14 largest PRIVATE EQUITY FIRMS was 6.0% from 2008-13. Mega-deals performed much worse, with an average default rate of 6.4%.
Table of Contents: PRIVATE EQUITY DEALS DEFAULT AT A SIMILAR PACE 2 MEGA-DEALS PERFORMED MUCH WORSE 4 DEFAULT RATES VARY AMONG PE FIRMS 5 BETTER-PERFORMING COMPANIES LEVER UP AGAIN VIA DIVIDENDS 8 IPOS AUGUR HIGHER RATINGS 9 PRIVATE EQUITY DEALS GET MORE DOWNGRADES AND FEWER UPGRADES IN THE RECOVERY 9 PRIVATE EQUITY DEFAULTS HAVE SIMILAR FIRM-WIDE ULTIMATE RECOVERY RATES 12 DEFAULTS LIKELY AHEAD FOR A CORE GROUP OF WEAK COMPANIES 13 COVENANT-LITE LOANS AND BONDS WITH WEAK PROTECTIONS 13 EXITS FROM PRE-CRISIS DEALS HAVE BEEN SLOW 14 APPENDIX A: COMPANIES OWNED BY THE TOP 14 PRIVATE EQUITY FIRMS 15 ABBREVIATIONS: 21 MOODYS RELATED RESEARCH 22
Analyst Contacts: NEW YORK +1.212.553.1653 John Rogers +1.212.553.4481 Senior Vice President john.rogers@moodys.com David Keisman +1.212.553.1487 Senior Vice President david.keisman@moodys.com Tom Marshella +1.212.553.4668 Managing Director - US and Amer Corporate Fin tom.marshella@moodys.com contacts continued on the last page
US Private Equity - Tracking the Largest Sponsors Defaults Contained in the Recession but Downgrades Continue Long After Ratings trends suggest a modest weakening of credit quality Private equity deals default at nearly the same rate as a benchmark portfolio of other US speculative-grade companies. The high leverage common in big US private equity- backed buyouts prior to the credit crisis did not translate into disproportionately high default rates over the past six years. From 2008-13, the average annual default rate for companies backed by the 14 largest private equity firms was 6.0%, compared with 6.4% for a benchmark portfolio. 1
Mega-deals performed much worse. The average annual default rate for the 10 mega- deals from the top 14 firms deals involving more than $10 billion of debt was 17.8% 2 from 2008-13, compared with 6.4% for the benchmark portfolio. Default rates vary among private equity (PE) firms. Portfolio companies of Cerberus and Apollo had the highest average annual default rates among the top 14 PE firms from 2008-13, while those of Madison Dearborn, KKR, Blackstone and Providence Equity Partners had the lowest. Although TPG and Providence had low default rates, a large number of their companies are currently rated B3 with a negative outlook or below, so their default rates could ultimately increase. Top 14 private equity firm deals experienced more downgrades than upgrades during the recovery. Due to the combination of a weak economic recovery and a lax credit environment, companies owned by the top 14 sponsors received more downgrades than upgrades from 2010-13. Almost 25% of the firms owned by these sponsors have underperformed expectations, resulting in downgrades. Others have increased leverage to finance dividends or acquisitions, limiting any upside to their ratings and leaving them at greater risk of default in the event of a future tightening of market liquidity. Private equity defaulters have firm-wide recovery rates similar to those of non- sponsored defaulters. The high leverage of LBOs, on average, does not translate into lower investor recoveries in the event of default. We plan to publish more detailed research on this topic in the near future.
1 All US speculative-grade nonfinancial companies with an estimated senior unsecured rating of B1 or lower, excluding companies owned by the top 14 private equity firms. The estimated senior unsecured rating is typically one notch below the corporate family rating. 2 This default rate is not controlled for ratings relative to the benchmark portfolio; the differences in default rates are not statistically significant largely due to sample size. See additional comments in the About this report box on page 2.
CORPORATES 2 JUNE 17, 2014
SPECIAL COMMENT: US PRIVATE EQUITY - TRACKING THE LARGEST SPONSORS DEFAULTS CONTAINED IN THE RECESSION BUT DOWNGRADES CONTINUE LONG AFTER
About this report As part of our continuing effort to provide transparency on the behavior of 14 of the largest private equity firms 3 and the performance of the companies they own, we have analyzed 336 companies from 2008-13. One hundred eighty eight of these deals were structured in the bubble years prior to the financial crisis (2004-07) and were still owned by private equity sponsors at the start of 2008. The remaining 148 transactions were initially rated over the past six years. Our analysis focuses on the default and ratings performance of these deals and compares them to a benchmark portfolio 4 .We also comment on how the low interest rate environment and investors willingness to accept minimal covenants in the debt they purchase has affected ratings and defaults over this timeframe. In this report, we outline the major conclusions from our analysis. Appendix A contains a list of the companies included in this analysis. On average, each of the of the top 14 private equity firms has 24 companies in this study. Given the small sample size, differences in each companys initial rating, differences in the time span of each deal, as well as the studys short time frame (2008-13), it is extremely difficult to generate data that can be deemed statistically significant to any reasonably high threshold (a 95% confidence interval or a t- statistic of 2.0 or greater). This is especially true for smaller groupings like the mega-deals, where even an 11 percentage point differential in the default rate versus the benchmark portfolio is not statistically significant. To determine statistical significance, we used a standard regression analysis using monthly data and controlled for the companys rating. (This is important because the average rating of the companies in this study is lower than the average rating for high yield companies.) Nevertheless, differences between the performance of these firms and the benchmark portfolio appear to be reasonable and consistent with the behaviors we have observed. We also place greater emphasis on the performance of these firms relative to each other, as each firm is responsible for structuring the deals it participates in, irrespective of the ratings we assign. Private equity deals default at a similar pace Despite the high leverage associated with private equity-backed US corporate buyouts prior to the credit crisis, companies owned by the top 14 private equity firms have defaulted at nearly the same pace as a benchmark portfolio over the past six years. During 2008-13, the annual default rate 5 for companies backed by these top 14 private equity firms was 6.0%, compared with 6.4% for the benchmark portfolio. There were 55 defaults among companies owned by the top 14 firms, of which 37, or 67%, occurred during 2008-09, while the remaining 18 occurred during 2010-13. Nearly all of the defaults (53 of 55) occurred among the 188 companies structured during the bubble years prior to the financial crisis.
3 In 2008, we examined companies that were financed during 2004-07 and were owned by private equity sponsors. We then ranked the private equity firms by the amount of their Moodys-rated debt. These 14 firms were the largest and there was a substantial drop-off in the rated debt for next largest sponsor. As a result, we limited our analysis to the 14 largest firms. 4 The benchmark portfolio consists of all US speculative-grade nonfinancial companies with an estimated senior unsecured rating of B1 or lower, excluding companies owned by the top 14 private equity firms. The estimated senior unsecured rating is typically one notch below the corporate family rating. Companies owned by these 14 firms comprise roughly 15% of all companies rated B1 or below. 5 Unless noted otherwise, average annual default rates refer to trailing 12-month default rates calculated using monthly ratings data and adjusted for rating withdrawals. See Measuring Corporate Default Rates, November 2006. This publication does not announce a credit rating action. For any credit ratings referenced in this publication, please see the ratings tab on the issuer/entity page on www.moodys.com for the most updated credit rating action information and rating history.
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SPECIAL COMMENT: US PRIVATE EQUITY - TRACKING THE LARGEST SPONSORS DEFAULTS CONTAINED IN THE RECESSION BUT DOWNGRADES CONTINUE LONG AFTER
Covenant-lite loan structures, low interest rates and the availability of credit enabled these private equity sponsors to delay bankruptcy or out-of-court restructuring for some of their sponsored companies during the recession, which pushed some of the defaults into the subsequent years. Of the 18 companies that defaulted during 2010-13, only two were initially rated after 2009. Taking a closer look at the recession period 2008-09, it would have been reasonable to assume a high default rate for LBO companies owing to their high leverage. Were it not for covenant-lite loans, we believe the default rate for companies owned by the top 14 private equity sponsors likely would have been higher. But among companies owned by these private equity sponsors, the average annual default rate in 2008-09 was 12.8%. This was slightly better than the 13.9% default rate for the benchmark portfolio. While these default rates are high by historical standards for US non-financial companies, the similarity between the two default rates suggests that private equity involvement has not put sponsored companies at greater risk of default relative to similarly rated companies. When we calculated the default rates by whole-letter rating category for the period 2008-09, the differences were larger, with the benchmark portfolio having a lower default rate than companies owned by the top 14 PE firms in the B-category and higher rates for the Caa-category (see Exhibit 1, below). However, regression analysis indicates that these differences in default rates are not statistically significant. Nevertheless, a higher default rate in the B-category for companies owned by these top 14 PE firms would be consistent with more aggressive use of distressed exchanges, while the lower default rate in the Caa-category would be consistent with greater use of covenant-lite loans by the PE firms to help their lower-rated companies survive through the recession. We are undertaking additional research on LBO defaults to determine if the empirical data supports these suppositions. During the recovery period, 2010-13, the average annual default rate for companies owned by these 14 firms and rated B1 or below declined to 3.1%, which is equivalent to the 3.3% rate for the benchmark portfolio. Again, we believe that these large firms have taken advantage of the lax credit environment to keep all but the weakest companies afloat. The market has been searching for yield over the past three years, which has allowed these companies to refinance maturing obligations despite, in some cases, extremely weak credit metrics. For example, Momentive Performance Materials LLC (ratings withdrawn) was able to refinance its entire capital structure in 2012 and 2013, despite total debt/EBITDA of over 12x throughout that period. Momentive filed for bankruptcy protection in April 2014. The same is true for Energy Future Holdings Corp. (ratings withdrawn), which also filed for bankruptcy in April 2014. Other companies owned by these 14 PE firms have been able to refinance their debt and avoid default despite being rated Caa1 or below. During the six-year period 2008-13, the annualized and cumulative default rates for companies owned by the top 14 PE firms are very similar to those for the benchmark portfolio. Larger differences in the default rate by rating category are also noted. This data is summarized in Exhibit 1. EXHIBIT 1 Average Annual Default Rates* Top 14 PE Firms versus Benchmark** 2008-09 2010-13 2008-13 Rating*** Benchmark Top 14 Benchmark Top 14 Benchmark Top 14 B 5.5% 8.7% 0.5% 0.1% 1.8% 2.6% Caa-C 31.9% 18.3% 9.8% 6.5% 16.4% 9.9% B1 or below 13.9% 12.8% 3.3% 3.1% 6.4% 6.0% Notes: *Average annual default rates using monthly data for ratings and withdrawals; **All US speculative grade nonfinancial issues rated B1 and below excluding companies owned by the top 14 PE firms;**Estimated senior unsecured rating, typically one notch below the corporate family rating. Source: Moodys Investors Service
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SPECIAL COMMENT: US PRIVATE EQUITY - TRACKING THE LARGEST SPONSORS DEFAULTS CONTAINED IN THE RECESSION BUT DOWNGRADES CONTINUE LONG AFTER
What is a default? Moodys declaration of a default for a corporate issuer can be triggered by one of three events: a. a failure to make an interest or principal payment within the grace period allowed under the debt agreement or indenture; b. a bankruptcy filing or legal receivership by the obligor that will likely cause an interruption or delay in future interest or principal payments; or c. a distressed exchange where creditors are offered restructured debt, new debt or a package of securities (combination of cash, debt or assets) that materially diminishes the value of the original obligation, and where the execution of this exchange allows the obligor to avoid a bankruptcy or a future payment default.
In addition, companies can have several defaults (missed payments or distressed exchanges) before eventually filing for or winding up in bankruptcy, liquidation or in an out-of-court restructuring. We use the first such event as the default date for that company. For example, if a company has a payment default or distressed exchange in 2009 and files for bankruptcy in 2010, we would define it as having defaulted in 2009 and only include it with companies that have defaulted in 2009 and not with those that defaulted in 2010. Mega-deals performed much worse While default rates for companies owned by the top 14 sponsors have been in line with those of similarly rated companies, they have been higher for the larger top 14 PE-backed deals that were initiated prior to the financial crisis when valuations were elevated and leverage in the capital structure was high. Specifically, we examined 10 mega-deals, each involving more than $10 billion of debt and whose ownership typically included more than one of the largest 14 PE firms. These mega-deals have defaulted at an average annual rate of 17.8% (50% cumulative rate), compared with 6.4% for the benchmark portfolio, over the past six years. Of the five mega-deal companies that defaulted, Chrysler went through bankruptcy, Energy Future Holdings Corp. recently filed for bankruptcy, Caesars Entertainment Operating Company, Inc. (Caa3 negative) is executing internal asset sales so that one or more parts may survive, Clear Channel Communications Inc. (Caa3 negative) remains highly leveraged and we believe its capital structure is unsustainable and Freescale Semiconductor Inc. (B2 stable) has recovered after a distressed exchange that eliminated a significant portion of its debt. We have not found a similar relationship between size and default frequency for non-LBO companies. During the recovery (2010-13), only four rated LBO transactions exceeded $5 billion in debt. These deals Charter Communications Inc. (Ba3 stable; 2010), Hilton Worldwide Finance LLC (B1 stable; 2013), Samson Investment Company (B1 stable; 2011) and BMC Software Finance Inc. (B3 stable; 2013) continue to perform well. However, we note that BMC was recently downgraded to B3 after its sponsor took a large debt financed dividend in April 2014. Several of the 10 pre-crisis mega-deals performed quite well during the recession, despite their leverage. Alltel Communications Inc. (ratings withdrawn) and HCA Holdings Inc. (B1 positive) were not downgraded in 2008 or 2009. Alltel was sold to a strategic buyer in 2009 and HCA was upgraded to B1 a few months after its IPO in 2011. Hertz Corp. (B1 stable), First Data Corp. (B3 stable) and Univision Communications Inc. (B3 stable) were negatively affected during the recession, but avoided falling into distress. Univision and First Data continue to be rated B3 due to high leverage.
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SPECIAL COMMENT: US PRIVATE EQUITY - TRACKING THE LARGEST SPONSORS DEFAULTS CONTAINED IN THE RECESSION BUT DOWNGRADES CONTINUE LONG AFTER
Default rates vary among PE firms Not all of the 14 private equity firms exhibited similar default rates. In 2008-13, portfolio companies of Cerberus, Apollo and TH Lee had the highest average annual default rates among the 14 firms, while those of Madison Dearborn, KKR, Providence Equity Partners and Blackstone had the lowest. During the recession, Apollo and TH Lee had the highest default rate by a wide margin, while Cerberus and Welsh Carson had the highest default rate by far during the recovery. EXHIBIT 2 Average annual Default Rate for The Top 14 Firms Ranked by 2008-13 Default Rate Top 14 Sponsors 2008-09 2010-13 2008-13 Cerberus 18.7% 16.4% 15.9% Apollo 32.0% 4.5% 12.9% TH Lee 26.6% 0.0% 7.8% Warburg 8.1% 2.6% 6.6% Welsh Carson 0.0% 11.4% 6.2% Bain 15.3% 2.8% 6.1% Average 12.8% 3.1% 6.0% Goldman Sachs 17.6% 1.4% 5.6% Carlyle 9.9% 3.1% 5.3% JPMorgan 0.0% 8.7% 5.0% TPG 10.1% 1.8% 3.8% Blackstone 8.8% 1.3% 3.1% Providence 10.7% 0.0% 3.1% KKR 3.0% 2.6% 2.9% Madison Dearborn 4.8% 0.0% 1.5% Source: Moodys Investors Service
The vast majority of defaults (53 of 55) occurred among the deals structured prior to the financial crisis. Therefore, in Exhibit 3 on the next page, we focus on the default rate for these firms, including only the 188 companies they bought before the crisis. The table shows the number of transactions for each firm, the number of defaults and the number of companies still rated B3 negative or lower. We expect that some of these low-rated companies may eventually default, raising the sponsors ultimate default rate. This analysis does not factor in ratings, because we wanted to focus on the behavior of each sponsor. We believe these large sponsors establish the capital structures of their companies based on what the markets will bear, not on the ratings we assign. Hence, this analysis is a better indicator of the aggressiveness of each firm. Apollo and Cerberus have the highest percentage of companies that have had a default, well above the other 12 firms. For Apollo, when you include the low-rated companies, the rate rises above 85%. TH Lee, Bain and Warburg Pincus are also above the average. However, including low-rated companies does not change their relative ranking. TPG and Providence are the only firms below the average where including low-rated companies significantly changes their rankings. KKR and Madison Dearborn are the firms with the lowest percentage of companies that have had a default by a wide margin.
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SPECIAL COMMENT: US PRIVATE EQUITY - TRACKING THE LARGEST SPONSORS DEFAULTS CONTAINED IN THE RECESSION BUT DOWNGRADES CONTINUE LONG AFTER
EXHIBIT 3 Rates of Default and Low-Rated Companies by PE Firm Deals Structured Prior to the Financial Crisis PE Firm Deals Defaults Low Rated Defaults Defaults & Low Rated Apollo 21 12 6 57% 86% Cerberus 6 3 0 50% 50% TH Lee 13 5 1 38% 46% Bain 23 7 2 30% 39% Warburg Pincus 14 4 1 29% 36% JP Morgan 8 2 1 25% 38% Goldman Sachs 21 5 2 24% 33% Welsh Carson 13 3 0 23% 23% Carlyle 32 7 0 22% 22% TPG 20 4 4 20% 40% Providence Equity 11 2 2 18% 36% Blackstone 23 4 1 17% 22% Madison Dearborn 9 1 0 11% 11% KKR & Co 20 2 1 10% 15% Eliminations* (46) (8) (4) Total 188 53 17 28% 37% *Eliminations due to multiple firms involved in the same transaction Source: Moodys Investors Service
Included in the defaults above are some distressed exchanges that involved a small portion of the outstanding debt (less than 10%), and the companys rating has subsequently gone above B3 (i.e., the chance of default is now much lower). These small distressed exchanges resulted in unusually high recovery rates (greater than 95%) for debtholders and were excluded from the Ultimate Recovery Database (URD). 6 Of the 53 defaults among the top 14 firms, seven companies had distressed exchanges with very high recoveries and their ratings subsequently improved. These seven companies were concentrated among three firms: Apollo had four (Berry Plastics, Noranda Aluminum, Quality Distribution and RBS Global); Bain had two (Bloomin Brands and Sensata Technologies); and Welsh Carson had one (Ozburn-Hessey Holding Company). Exhibit 4, below, adjusts the default rates in the prior chart to exclude these seven companies. While Apollos ranking falls, it remains among the top three firms in terms of percentage of defaults. Bains drops below the average, while JP Morgans and Goldman Sachs rise above as the average is lower (24% versus 29% previously). Finally, Welsh Carson falls much closer to Madison Dearborn and KKR.
6 Moodys Ultimate Recovery Database includes more than 1,000 defaults from 1988 through the present, but only includes companies for which there is sufficient public information to estimate a recovery rate for debtholders.
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SPECIAL COMMENT: US PRIVATE EQUITY - TRACKING THE LARGEST SPONSORS DEFAULTS CONTAINED IN THE RECESSION BUT DOWNGRADES CONTINUE LONG AFTER
We also note that these 14 firms were very active in pursuing distressed exchanges from 2008-13, accounting for 20 of the 30 LBO distressed exchanges that occurred. During the recession, LBO defaults showed a large increase in the percentage of pre-packaged bankruptcies and distressed exchanges. However, when you exclude the top 14 firms, the remaining LBOs did not exhibit any increase in the percentage of distressed exchanges, as shown in Exhibit 5. These top 14 firms have continued to pursue distressed exchanges during the recovery; distressed exchanges have accounted for a third of all their defaults. Distressed exchanges enabled these firms to reduce debt while retaining all, or the majority of, their equity in a company. We note that the URD includes only 44 of the 55 defaults in our study, as it excludes high recovery distressed exchanges and other defaults where there was insufficient public information to determine a recovery value for all debtholders. EXHIBIT 5 Default by Type for Top 14, LBOs and Non-LBOs
Notes: Data taken from the Ultimate Recovery Database, which includes information on over 1,000 defaults from 1988 to the present. The URD only includes companies for which there is sufficient public information to assess a recovery value for all debtholders and excludes distressed exchanges where there is greater than a 95% recovery value. Source: Moodys Investors Service
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SPECIAL COMMENT: US PRIVATE EQUITY - TRACKING THE LARGEST SPONSORS DEFAULTS CONTAINED IN THE RECESSION BUT DOWNGRADES CONTINUE LONG AFTER
Better-performing companies lever up again via dividends The lax credit environment during 2010-13 resulted in a large number of dividends by companies owned by the top 14 PE firms. Thirty-seven, or 27%, of the 135 companies owned by these firms that we initially rated after the recession (2010-13) have since taken dividends. This is higher than during the bubble era of 2004-07, when less than 24% of the companies owned by these PE firms issued dividends. When the analysis is expanded to include all 303 companies owned by these firms during 2010-13, 69 of these companies issued dividends. Among the top 14 PE firms, five took dividends in a third or more of their deals: Goldman Sachs, Bain, TH Lee, Welsh Carson and Warburg Pincus. Prior to the financial crisis, the top five firms that took the highest percentage of dividends were Welsh Carson, Providence Equity, TH Lee, Cerberus and Apollo. While some names remain the same, Apollo had the biggest change in ranking, falling from the top five pre-crisis to the most conservative with regard to dividends during 2010-13. While this may be partly due to the large number of low-rated companies Apollo was managing in the post- crisis timeframe, clearly the firm was being less aggressive in terms of dividends. However, when Apollo did take dividends, in three of the four deals it did so within one year of the initial rating. Bain and TH Lee had the most aggressive dividend policies during the recovery, as they had the largest percentage of dividend deals and a large number of deals where at least 75% of the initial equity was taken out. Of course, the ability to extract dividends is affected by the underlying performance of the sponsored issuers, so a higher dividend rate may be indicative of strong performance at certain sponsored companies. EXHIBIT 6 Dividends by PE Firm from 2010-13 PE Firm Deals Dividends (1)
Dividend Deals (%) Large Dividends (2)
Large Dividends (%) Dividends < 1 yr (3)
Dividends < 1 yr (%) Goldman Sachs 28 11 39% 2 18% 2 18% Bain 35 13 37% 5 38% 1 8% TH Lee 19 7 37% 2 29% 0 0% Welsh Carson 15 5 33% 1 20% 0 0% Warburg Pincus 24 8 33% 0 0% 2 25% TPG 40 10 25% 3 30% 1 10% Carlyle 43 10 23% 5 50% 3 30% Cerberus 9 2 22% 1 50% 1 50% Blackstone 34 7 21% 2 29% 1 14% Madison Dearborn 16 3 19% 1 33% 1 33% JP Morgan 12 2 17% 1 50% 0 0% Providence Equity 18 3 17% 0 0% 1 33% KKR & Co 31 5 16% 2 40% 0 0% Apollo 36 4 11% 1 25% 3 75% Eliminations (4) (57) (21) (5) (2) Total 303 69 23% 21 30% 14 20% Notes: 1. Refers to the number of deals where dividends were financed with additional debt; several of these firms took more than one dividend; 2. Cumulative dividends amounted to more than 75% of the initial equity used to finance the deal; 3. Debt-financed dividend within 1 year of the initial rating; 4. Eliminations due to multiple firms involved in the same transaction Source: Moodys Investors Service
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SPECIAL COMMENT: US PRIVATE EQUITY - TRACKING THE LARGEST SPONSORS DEFAULTS CONTAINED IN THE RECESSION BUT DOWNGRADES CONTINUE LONG AFTER
Since most dividends were paid following the recession when default rates were low and companies were performing well, the top 14 private equity-backed companies that took out dividends had a relatively low cumulative default rate over the past six years. PE-backed companies that provided dividends to their sponsors defaulted at a 6% cumulative rate over the past six years, much lower than the 35% rate for the benchmark portfolio. Even including companies that issued dividends prior to the financial crisis, only five have defaulted. This lower default rate makes sense. Companies that are capable of paying dividends to equity holders typically have performed well and these dividends were paid when default rates were low. However, these dividends are usually funded with debt, increasing leverage, which could put the company at greater risk of default in the event of an economic downturn or other exogenous event that negatively affects its performance for a sustained period. Another possible contributor to the high rate of debt-financed dividends is an increase in private equity ownership periods, which is the time that a PE firm holds a portfolio company before exiting through a sale or IPO. In lieu of realizing a return through an exit, many PE firms extracted returns through dividends, perhaps waiting for higher exit valuations. There were more than a dozen debt-financed dividends after the sponsor had sold off a portion of the company via an IPO. In the past, this type of dividend was unusual due to the leakage, or the proportion of cash that did not go to the PE firm or its associates in the initial deal. IPOs augur higher ratings IPOs are typically considered credit positive for LBOs, but they do not often result in a rating change because proceeds can bypass the company and go directly to the sponsor or sponsors. In some instances, IPO proceeds are used to repay debt, which can result in an upgrade. In 2010-13, only 11 of 63 upgrades of PE-owned companies, or 17%, were the direct result of an IPO or had an IPO cited as a factor contributing to the upgrade. Nevertheless, of the 78 PE-backed companies in our sample that have had IPOs, more than 60% are rated more highly today than they were prior to their IPOs. The majority of these upgrades occurred within a year or two after the IPO, as the company continued to perform well and repaid debt. These 78 companies also exhibited a lower probability of default after completing their IPOs. Of the 78, only one defaulted after its IPO: SemGroup L.P. (rating withdrawn). However, two of the 78 are rated B3 negative or lower, indicating an elevated probability of default: Caesars Entertainment Operating Company, Inc. (Caa3 negative) and Education Management LLC (Caa1 stable). Private equity deals get more downgrades 7 and fewer upgrades in the recovery While private equity firms have managed to keep default rates for sponsored companies in line with those of the benchmark portfolio, rating trends for these sponsored companies suggest a modest weakening of credit quality during the recovery. In the weak economic recovery and lax credit environment of the past few years, a number of sponsor-owned companies have underperformed expectations or increased leverage to finance dividends or acquisitions, limiting any upside to their
7 Downgrades and upgrades refer to changes in the corporate family rating only.
CORPORATES 10 JUNE 17, 2014
SPECIAL COMMENT: US PRIVATE EQUITY - TRACKING THE LARGEST SPONSORS DEFAULTS CONTAINED IN THE RECESSION BUT DOWNGRADES CONTINUE LONG AFTER
ratings and leaving them at greater risk of default in the event of a future tightening of market liquidity. When we examine all the companies owned by the top 14 PE firms that were rated during 2010-13, the number of downgrades is actually greater than the number of upgrades. The vast majority of these downgrades were due to sponsored companies failing to meet expectations for improving financial performance. This increase in the number of downgrades mostly affected deals initially rated in the 2010-12 period, as deals rated prior to 2010 actually saw more upgrades than downgrades (see analysis versus the benchmark portfolio, below). None of the deals initially rated in 2013 were upgraded or downgraded. The table below shows the number of upgrades and downgrades for each PE firm in 2010-13 and for the earlier 2008-09 period. We think this is more helpful as the data for 2010-13 shows a greater variation in performance by firm. In the 2008-09 period, the downgrade rates are consistent with the firms showing the highest default rates in the first section of this report. Some firms like Apollo, Carlyle and Bain, whose companies had a large number of downgrades during the recession, received a large number of upgrades in the recovery; others, like Cerberus, Goldman Sachs and TPG, did not. PE firms that did not get a large number of downgrades in the recession also saw fewer upgrades during the recovery. Apollo saw almost three times more upgrades than downgrades (its up/down ratio was 2.8x) and Madison Dearborn saw two times more upgrades than downgrades. These two firms ratios were substantially higher than those of Providence, Goldman, Cerberus, KKR and TPG, which had the lowest upgrade to downgrade ratios. The downgrades of companies owned by these firms were for the most part triggered by weaker-than-anticipated performance during the recovery (Providence and Cerberus, 100%; KKR, 85%; Goldman, 80%; TPG; 69%). TPG saw the highest number of downgrades related to dividends (3). For all 14 firms, the reasons for downgrades during the recovery were as follows: 81% due to performance, 16% due to dividends and 3% related to acquisitions. During the recession, the firms that had the majority of their companies downgraded were Apollo, Cerberus and Carlyle. Three of the four firms with the highest percentage of downgrades also had the highest percentage of defaults. 8 Carlyle, along with TPG and Madison Dearborn, were unusual in that they had a relatively high percentage of downgrades, but much lower percentages of defaults.
8 Per Exhibit 3
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SPECIAL COMMENT: US PRIVATE EQUITY - TRACKING THE LARGEST SPONSORS DEFAULTS CONTAINED IN THE RECESSION BUT DOWNGRADES CONTINUE LONG AFTER
EXHIBIT 7 Ratings Migration by PE Firm From 2010-13 and From 2008-09 PE Firm Ratings Movement 2010-13 Deals UP DOWN Up/Down Ratio Apollo 36 14 5 2.8 Madison Dearborn 16 2 1 2.0 Bain 35 11 6 1.8 TH Lee 19 3 2 1.5 Warburg Pincus 24 7 5 1.4 Carlyle 43 13 10 1.3 Blackstone 34 8 7 1.1 JP Morgan 12 3 4 0.8 Welsh Carson 15 2 3 0.7 TPG 40 7 12 0.6 KKR & Co 31 4 7 0.6 Cerberus 9 1 2 0.5 Goldman Sachs 28 5 10 0.5 Providence Equity 18 2 5 0.4 Eliminations* (57) (18) (6) Total 303 64 73 0.9 PE Firm Ratings Movement 2008-09 Deals UP DOWN % Down Apollo 22 - 16 73% Cerberus 6 2 4 67% Carlyle 33 2 18 55% Bain 25 3 12 48% Goldman Sachs 22 2 10 45% TPG 20 1 9 45% Madison Dearborn 9 - 4 44% TH Lee 14 - 6 43% JP Morgan 9 - 3 33% Providence Equity 12 2 4 33% Warburg Pincus 15 - 5 33% Blackstone 27 1 7 26% KKR & Co 21 3 5 24% Welsh Carson 13 - 3 23% Eliminations* (48) (2) (20) Total 200 14 86 43% *Eliminations due to multiple firms involved in the same transaction Source: Moodys Investors Service
We also examined the performance of these sponsored companies against the benchmark portfolio. For this analysis, we had to examine how the ratings of a specific set of companies evolved from 1 January 2010 through the end of 2013. Of the 337 companies in our study, 150 were rated on 1 January 2010; in the benchmark portfolio, 784 companies were rated on that date. As shown in Exhibit 8,
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SPECIAL COMMENT: US PRIVATE EQUITY - TRACKING THE LARGEST SPONSORS DEFAULTS CONTAINED IN THE RECESSION BUT DOWNGRADES CONTINUE LONG AFTER
below, the downgrade rate for the sponsored companies was 27%, slightly higher 9 than the 23% rate for the benchmark portfolio. Similarly, 29% of sponsored companies were upgraded during 2010-13, compared with 34% 9 for the benchmark portfolio. Consequently, sponsored firms have had a much lower measured net upgrade rate (11% versus 2%). One reason upgrades are limited among sponsored companies is that the potential for acquisitions or dividend payouts to shareholders tends to cap our ratings on companies owned by these firms at B1 or Ba3 until there is an IPO. A similar comparison during the recession showed that the rates for these sponsors firms and the benchmark portfolio were very close, 9 with a 44% downgrade rate for the sponsored firms versus 43% for the benchmark portfolio, and an upgrade rate of just 8% for these sponsored firms compared with 12% for the benchmark portfolio. During both periods (2008-09 and 2010-13), the majority of the upgrades and downgrades were due to changes in financial performance and not events such as dividends, acquisitions or IPOs. EXHIBIT 8 Ratings Migrations for Top 14 PE Firms Versus the Benchmark Portfolio
2008-09
No. of Companies Downgrades
Upgrades
Up/Down Ratio
Number
%
Number
%
Benchmark Portfolio 985
423
42.9%
115
11.7%
0.3 Top 14 PE Firms 181
79
43.6%
15
8.3%
0.2
2010-13
No. of Companies Downgrades
Upgrades
Up/Down Ratio
Number
%
Number
%
Benchmark Portfolio 784
183
23.3%
263
33.5%
1.4 Top 14 PE Firms 150
40
26.7%
43
28.7%
1.1 Source: Moodys Investors Service Private equity defaults have similar firm-wide ultimate recovery rates As we have shown in prior research, 10 there is no correlation between firm-wide ultimate recovery rates and a firms leverage prior to default. Our research shows that the high leverage of LBOs, on average, does not translate into significantly lower investor recoveries in the event of default. LBOs have exhibited a greater use of prepackaged bankruptcies and a slightly higher use of distressed exchanges. Prepackaged bankruptcies have a slightly higher firm-wide recovery rate than do regular bankruptcies, which offsets the slightly lower firm-wide recoveries for LBOs in regular bankruptcies. Distressed exchanges have higher firm-wide recovery rates than do prepackaged or regular bankruptcies; however, companies may experience multiple distressed exchanges before ultimately filing for bankruptcy (e.g., Energy Futures Holding Corp.). In these cases, firm-wide recoveries may actually end up significantly lower.
9 While these rates are different, the differences are not statistically significant using a 95% confidence interval (t-statistic of over 2.0). 10 See Lessons from 200 LBO Defaults, June 2012.
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Moodys follows these subsequent defaults and has published prior research on this topic. 11 According to an updated data-set of defaulted LBOs, which we will discuss in more detail in an upcoming special comment, 224 defaulted LBOs had an average firm-wide recovery rate of 55.2%, compared with 54.7% for 822 defaulted non-LBOs from 1988 through the first quarter of 2014. Defaults likely ahead for a core group of weak companies For some sponsored companies, distressed exchanges bought time to strengthen balance sheets and boost credit quality enough to receive rating upgrades, and they remain on solid ground. Others that completed a distressed exchange during the financial crisis eventually filed for bankruptcy or had a follow-on distressed exchange. A smaller group of companies continue to operate with very weak credit metrics and many have capital structures that we view as unsustainable. We expect most of these companies to file for bankruptcy or restructure over the next two to four years, barring a major economic upturn that would allow them to generate meaningful organic growth. To date, these weaker companies have been unable to generate sustainable positive earnings or cash flow. However, they have stayed afloat through covenant-lite structures that have limited creditors ability to intervene and with the aid of liquidity that yield-hungry investors have poured into the high- yield bond and loan markets. These conditions will not remain in place indefinitely. These companies have spent most of the past five years with deeply speculative-grade corporate family ratings of Caa1 or below. Companies in this category include mega-deals Clear Channel and Caesars, as well as Builders FirstSource Inc. (Caa1 stable). We note that EFH and Momentive Performance Materials, which were part of this group, both filed for bankruptcy protection in April. Two of these companies (Caesars and Clear Channel) have undertaken distressed exchanges that have lowered their outstanding debt. We treated these distressed exchanges as default events, but the private equity sponsor remains in control of the company. Travelport (Caa1 stable) and Guitar Center (B3, stable) were also part of this group, but in 2014, they both had distressed exchanges that greatly reduced the sponsors ownership and resulted in a ratings upgrade. In some cases, sponsors have provided meaningful capital infusions that have been used to facilitate acquisitions (Expert Global Solutions, McJunkin Red Man, Packaging Dynamics Corp. and Lorado Petroleum) or reduce debt (Trinseo and Frontier Drilling), but most capital infusions have been made to avoid covenant violations. Covenant-lite loans and bonds with weak protections Covenant-lite loans enabled many sponsored firms to survive the recession because they could greatly underperform projections without financial penalty or intervention by creditors. The larger buyout deals were more likely to include covenant-lite loans in their financing, leaving creditors with fewer protections for their investments in highly leveraged companies. Apollo and TPG had the largest number of covenant-lite loans in our study. Similarly, many of the sponsored companies issued bonds with weak investor protections. Our covenant quality (CQ) scores, which assess the strength of bond covenants, tend to be weaker for bonds issued by the portfolio companies of the larger PE firms, compared with those issued by companies owned by the smaller PE firms. Goldman and TH Lee tended to have the strongest CQ
11 See Lessons from 25 Years of Chapter 22 LBO Defaults, November 2012.
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scores during the 2011-2013 period with average scores below 3.5, whereas Cerberus, Bain, KKR, Blackstone and TPG had the weakest, with average scores above 4.0. The CQ scores are presented on a five-point scale, with 5.0 denoting the weakest investor protections and 1.0, the strongest. EXHIBIT 9 Average CQ Scores by Top 14 Private Equity Sponsors PE Firm 2011 2012 2013 Historical Avg (Jan. '11 to date) Cerberus NA 4.31 NA 4.31 Bain 4.14 4.24 3.86 4.10 KKR 3.99 4.19 3.94 4.03 Blackstone 3.79 3.96 4.33 4.01 TPG 3.86 3.93 4.19 4.00 Carlyle 4.15 4.01 3.88 3.99 Apollo 3.95 3.87 3.90 3.90 Welsh Carson NA NA 3.83 3.83 Providence Equity Partners 3.38 NA 3.85 3.77 JP Morgan 3.88 3.65 3.82 3.76 Warburg Pincus 3.38 3.32 3.86 3.63 Madison Dearborn 3.46 3.73 NA 3.62 Average for All PE Sponsored Deals 3.41 3.59 3.79 3.61 Goldman Sachs 3.25 3.58 3.30 3.45 TH Lee 3.25 3.37 3.45 3.37 "NA" indicates that there are no CQ scores for that particular PE Sponsor and year. Source: Moody's High-Yield Covenant Database Exits from pre-crisis deals have been slow Of the 190 pre-crisis deals in our study, roughly 40% are still owned by their original sponsor. This reflects many deals that experienced some distress during the recession and have been slow to recover, limiting options for an IPO or sale. For deals where the private equity firm was able to exit, roughly half were sold to a strategic buyer, roughly 30% had initial public offerings and 20% were sold to another PE firm in a secondary buyout. The number of exits via secondary buyouts has increased significantly in the past two years. This is also true for newly-rated deals. In 2012 and 2013, more than 40% of the newly-rated deals sponsored by the top 14 PE firms were secondary buyouts (SBOs). This is up from less than 20% in 2010 and 2011.
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Appendix A: Companies Owned by the Top 14 Private Equity Firms
Company Name Sponsor(s) Date Initial CFR Last CFR Date Comment Pre Crisis Deals (Deals structured prior to 1/1/2008) 1 3217920 Nova Scotia Co. GS Capital, EdgeStone Capital 7/07 B2 Caa2 12/08 D E (12/08) 2 Accellent Inc. KKR, Bain Capital 11/05 B2 B3 10/10 Still Owned 3 Aeroflex Inc Golden Gate; GS Capital; Veritas 9/07 B3 B1 12/13 Exiting via IPO 4 Affinion Group, Inc Apollo 10/05 B2 Caa2 12/13 Still Owned; DE (12/13) 5 AGA Medical Welsh Carson 4/06 B2 B3 11/10 Sold to Strategic 6 Aleris International, Inc. TPG 12/06 B2 Caa3 2/09 Chapter 11 (2/09) 7 Alliance Healthcare Services, Inc. KKR 10/99 B1 B1 11/09 Sold to PE 8 Allison Transmission, Inc Carlyle, Onex 7/07 B2 B1 12/13 Exiting via IPO 9 Alltel Communications TPG Inc., GS Capital 11/07 B2 B2 1/09 Sold to Strategic 10 Altegrity Providence Equity 9/07 B3 Caa2 12/13 Still Owned 11 ARAMARK Corp. GS Cap. , JP Morgan, TH Lee, Warburg Pincus 1/07 B1 B1 9/13 Exiting via IPO 12 Arinc Inc. Carlyle 11/07 B3 B2 8/13 Sold to Strategic 13 Astoria Generating Co. Madison Dearborn, US Power Generating Co 2/06 B1 B2 12/13 Still Owned 14 Avago Technologies Finance Pte. Ltd. KKR, Silver Lake 11/05 B2 Baa3 10/11 Exited via IPO 15 Avaya, Inc. Silver Lake, TPG 10/07 B2 B3 12/13 Exiting via IPO 16 AxleTech International Carlyle 10/05 B2 B2 1/09 Sold to Strategic 17 Bausch & Lomb Inc. Warburg Pincus 10/07 B2 B2 11/13 Debt Repaid 18 Berry Plastics Corp. Apollo, Graham Partners 6/06 B1 B2 12/13 Exiting via IPO; high recovery DE (4/09) 19 Biomet Inc Blackstone, GS Capital, KKR, TPG 5/07 B2 B2 12/12 Still Owned 20 Bloomin Brands/OSI Restaurants Bain , Catterton Partners 6/07 B2 B1 5/13 Exiting via IPO; high recovery DE (3/09) 21 Boise Cascade Holdings LLC Madison Dearborn, OfficeMax 10/04 Ba3 B1 11/13 Exited via IPO 22 Bombardier Rec Products, Inc. Bain, Bombardier Family 12/03 B1 B1 12/13 Exiting via IPO 23 Bresnan Communications Providence, Quadrangle 3/06 B2 B1 6/10 Sold to Strategic 24 Broder Brothers Bain 9/03 B1 Ca 5/09 DE (5/09) 25 Builders FirstSource Inc Warburg Pincus, JLL Partners 1/05 B1 Caa1 12/13 Still Owned; DE (9/09) 26 Burlington Coat Factory Warehouse Bain 3/06 B2 B3 12/13 Exiting via IPO 27 Caesar's Entertainment Co. Apollo, TPG 2/08 B2 Caa2 9/13 Still Owned; DEs (1/09 & 4/09) 28 Caribe Media Welsh Carson 3/06 B2 Ca 5/11 Chapter 11 (5/11) 29 Catalent Pharma Solutions Blackstone 4/07 B2 B2 12/13 Still Owned 30 CCS Medical Warburg Pincus 11/05 B3 Caa1 12/08 Chapter 11 (7/09) 31 CDW Corporation Madison Dearborn , Providence Equity 10/07 B3 B1 11/13 Exiting via IPO 32 Centennial Communications Corp. Blackstone, Welsh Carson 1/99 B2 B2 11/09 Sold to Strategic 33 Cequel Communications, LLC GS Capital, Oaktree 4/06 B2 B1 10/12 Sold to PE 34 Ceridian Corp. TH Lee, Fidelity National 10/07 B3 B3 12/13 Still Owned 35 Ceva Group PLC Apollo 11/06 B1 Caa3 5/13 DEs (7/09 & 5/13) 36 Chrysler Automotive, LLC Cerberus 7/07 B3 Ca 4/09 Chapter 11 (4/09) 37 Cinemark USA Inc Madison Dearborn 9/06 B1 B1 3/11 Exited via IPO 38 Claire's Stores, Inc. Apollo 5/07 B3 Caa1 12/13 Still Owned 39 Clear Channel Communications Bain Capital, TH Lee 6/08 B2 Caa2 12/13 Still Owned; DE (3/09) 40 Clondalkin Industries B.V. Warburg Pincus 3/04 B1 B3 12/13 Still Owned 41 CMP Susquehanna Corp. Bain , Blackstone, TH Lee 4/06 B1 Caa1 4/11 Sold to Strategic; DE (4/09) 42 Colt Defense LLC Sciens, Blackstone 8/07 B2 Caa1 3/13 Sold to PE 43 Concentra inc. Welsh Carson 5/07 B1 B2 11/10 Sold to Strategic 44 Cooper Standard Automotive Inc. GS Capital, Cypress 12/04 B1 Ca 7/09 Chapter 11 (7/09) 45 CRC Health Corp. Bain 1/06 B2 B3 12/13 Still Owned 46 CVR Energy Inc . GS Capital, Kelso 6/05 B2 B2 6/08 Exited via IPO 47 CW Media Holdings Inc. GS Capital, CanWest Media 7/07 B1 Ba2 12/10 Sold to Strategic 48 DJO Finance LLC Blackstone 10/06 B2 B3 3/13 Still Owned 49 Dollar General Corp. KKR 6/07 B3 Ba1 2/13 Exited via IPO 50 Dollarama Group Holdings L.P. Bain 8/05 B1 Ba2 12/11 Exited via IPO 51 Dunkin' Brands, Inc Bain, Carlyle, TH Lee 2/06 B3 B2 8/12 Exited via IPO 52 Education Management LLC GS Capital, Leeds Equity, Providence Equity 5/06 B2 Caa1 3/13 Exiting via IPO 53 Energy Future Holding Corp. KKR, TPG 2/07 B2 Caa3 8/13 Still Owned; DEs (8/10 & 12/12) 54 Euramax International, Inc. GS Capital 6/05 B1 Ca 7/09 DE (7/09) continued on next page
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Company Name Sponsor(s) Date Initial CFR Last CFR Date Comment 55 Expert Global Solutions, Inc. JP Morgan (One Equity Partners) 7/06 B2 B2 12/13 Still Owned 56 First Data Corp GS Capital, KKR, Citigroup, Credit Suisse, Deutsche Bank, HSBC 9/07 B2 B3 10/13 Still Owned 57 Foamex International Inc GS Capital, DE Shaw, Sigma 12/06 B2 Ca 2/09 Chapter 11 (2/09) 58 Freedom Communications, Inc. Blackstone, Providence Equity 2/04 Ba3 Caa3 7/09 DE (9/09) 59 Freedom Group, Inc. Cerberus 5/07 B2 B1 12/13 Still Owned 60 Freescale Semiconductor Inc Blackstone, Carlyle, Permira Funds, TPG 11/06 Ba3 B2 10/13 Exiting via IPO; DE (3/09) 61 Frontier Drilling Carlyle/ Riverstone, DLJ Merchant Banking 5/05 B3 Caa2 10/10 Sold to Strategic 62 Gabriel Communications Finance Co. KKR 10/05 B3 B2 2/10 Sold to Strategic 63 Genoa Healthcare Group, LLC Warburg Pincus 7/05 B2 B2 2/12 Sold to PE 64 Global A&T Electronics Ltd. TPG, Affinity Equity 10/07 B1 Caa1 12/13 Still Owned 65 Global Tel*Link Corp. GS Capital 12/06 B1 B2 12/11 Sold to PE 66 Gold Toe Moretz Holdings, Corp. Blackstone 10/06 B2 Caa2 4/11 Sold to Strategic 67 Graham Packaging Company, L.P. Blackstone 1/98 B1 B2 4/11 Sold to Strategic 68 Graphics Packaging International Inc. TPG , Coors Family, CD&R, Old Town, Public 6/06 B1 Ba2 8/13 Exited via IPO 69 Great Lakes Dredge & Dock Madison Dearborn 12/03 B1 B3 8/09 Exited via IPO 70 Grohe Holding GmbH TPG, DLJ Merchant Banking 9/04 B1 B2 9/13 Sold to Strategic 71 Guitar Center Holdings, Inc. Bain 10/07 B3 Caa2 12/13 Still owned; high recovery DE( 2/11); DE (3/14) 72 Hanley-Wood LLC JP Morgan, Wasserstein & Co 8/05 B2 Ca 1/12 DE (1/12) 73 Hawaiian Telcom Communications, Inc. Carlyle 4/05 B1 Caa3 9/08 Chapter 11 (9/08) 74 Hawker Beechcraft Acq. Co. LLC GS Capital, Onex 3/07 B2 Ca 5/12 DE (4/09); Chapter 11 (5/12) 75 HCA Inc Bain , KKR, Merrill Lynch 11/06 B2 B1 11/13 Exited via IPO 76 HCR Healthcare LLC Carlyle 7/07 B2 B3 12/13 Still Owned 77 HD Supply, Inc. Carlyle, Bain, and CD& R 9/07 B2 B3 6/13 Exiting via IPO 78 Hertz Corp, Carlyle, CD&R, Merrill Lynch 12/05 Ba3 B1 12/11 Exited via IPO 79 Hughes Network Systems, LLC Apollo 5/05 B1 B1 6/11 Sold to Strategic 80 IAP Worldwide Services, Inc. Cerberus 3/05 B1 Caa3 7/08 DE (7/08) 81 IASIS Healthcare Corp. TPG , JLL, Trimaran 6/04 B1 B2 12/13 Still Owned 82 Innophos Holdings Inc Bain 8/04 B1 Ba3 12/08 Exited via IPO 83 Insight Midwest Holdings, LLC Carlyle 12/05 B1 B1 2/12 Sold to Strategic 84 Integra Telecom, Inc. Warburg Pincus 7/07 B3 Caa1 11/09 Pmt Default (5/09); DE (11/09) 85 Intergraph Corp. TPG , Hellman & Friedman, JMI Equity 11/06 B2 B2 12/10 Sold to Strategic 86 ITC^DeltaCom, Inc. Welsh Carson 7/07 B3 B3 10/10 Sold to Strategic 87 J. Crew Group, Inc. TPG 10/97 B2 Ba1 9/10 Exited via IPO 88 Jacuzzi Brands Corp. Apollo 2/07 B2 Ca 8/13 DEs (1/10 & 7/13) 89 John Maneely Co Carlyle 3/06 B1 B2 2/11 Sold to Strategic 90 KAR Auction Services, Inc. GS Capital, Kelso, Parthenon, ValueAct 3/07 B2 B1 11/13 Exited via IPO 91 Kerasotes Showplace Theatres LLC Providence Equity 10/04 B1 B2 7/10 Sold to Strategic 92 Keystone Automotive Operations Inc. Bain 10/03 B1 Ca 1/12 DE (1/12) 93 Kraton Polymers LLC TPG, JP Morgan 12/03 B1 B1 4/11 Exited via IPO 94 Laureate Education, Inc KKR 6/07 B2 B2 12/13 Still Owned 95 LifeCare Holdings Carlyle 8/05 B2 Caa3 12/12 DE (12/08); Chapter 11 (12/12) 96 Linens 'n Things Inc. Apollo, NRDC Real Estate 1/06 B3 Ca 5/08 Chapter 11 (5/08) 97 Local Insight Regatta Holdings, Inc Welsh Carson 11/07 B1 Ca 11/10 Chapter 11 (11/10) 98 Marquee Holdings Apollo, Bain, Carlyle, Spectrum 7/04 B1 B2 5/12 Sold to Strategic 99 Masonite Corp. KKR 2/05 B2 Ca 3/09 Chapter 11 (11/08) 100 McJunkin Red Man Corp. GS Capital 1/07 B1 B1 10/12 Exiting via IPO 101 Metals USA, Inc. Apollo 11/05 B1 B1 5/13 Sold to Strategic 102 MetoKote JP Morgan 7/02 B1 B3 7/12 Debt Repaid 103 Michaels Stores Inc. Bain Capital, Blackstone 9/06 B2 B2 12/13 Still Owned 104 Mobile Mini Welsh Carson 7/06 B2 B2 6/08 Sold to Strategic 105 Momentive Performance Materials Inc. Apollo 12/06 B3 Caa2 12/13 Still Owned at 12/13; DE (4/09); Chapter 11 (4/14) 106 Momentive Specialty Chemicals Inc. Apollo 8/04 B2 B3 12/13 Still Owned; high recovery DE (4/09) 107 Multiplan, Inc. Carlyle 3/06 B2 B2 7/10 Sold to PE continued on next page
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Company Name Sponsor(s) Date Initial CFR Last CFR Date Comment 108 Neiman Marcus Group Inc TPG , Warburg Pincus 9/05 B1 B2 9/13 Sold to PE 109 NewPage Corp, / Escanaba Timber LLC Cerberus 4/05 B2/B3 Caa3 9/11 Chapter 11 (9/11) 110 Newport Television Holdings Providence Equity 4/08 B2 Caa1 7/12 Sold to Strategic; DEs (6/09 & 2/10) 111 Nielsen Holdings N.V. AlpInvest, Blackstone, Carlyle, H&F, KKR, TH Lee 5/06 B1 Ba3 2/11 Exited via IPO 112 Niska Gas Storage Carlyle/Riverstone 4/06 Ba3 B1 12/13 Exiting via IPO 113 Noranda Aluminum Holding Corp. Apollo 4/07 B1 B2 12/13 Exiting via IPO; high recovery DE (4/09) 114 NTK Holdings, Inc. TH Lee 8/04 B1 Ca 10/09 Chapter 11 (12/08) 115 Oceana Cruises Inc. Apollo 4/07 B2 B2 12/13 Still Owned 116 Open Solutions Inc Carlyle, Providence Equity 12/06 B2 Caa2 1/13 Sold to Strategic 117 Orbitz Worldwide, Inc Blackstone 7/07 B2 B2 12/13 Still Owned 12/13; 49% Owned by Travelport, PE exited with 3/14 DE at Travelport 118 Oriental Trading Co Carlyle 7/06 B3 Ca 8/10 Chapter 11 (6/10) 119 Ozburn-Hessey Holding Company, LLC Welsh Carson 8/05 B2 B3 5/13 Still owned; high recovery DE (12/11) 120 Packaging Dynamics Corp. (ThilmanyLLC) KKR 5/05 B1 B2 5/13 Still Owned 121 Petco Animal Supplies Inc. Leonard Green, TPG, Freeman Spogli 10/06 B2 B2 12/13 Still Owned 122 Philosophy Acquisition Company, Inc. Carlyle 2/07 B2 B2 12/10 Sold to Strategic 123 Pierre Foods, Inc. Madison Dearborn 6/04 B1 Ca 7/08 Chapter 11 (7/08) 124 Pinnacle Foods Finance LLC Blackstone 3/07 B3 B1 12/13 Exiting via IPO 125 Polypore Warburg Pincus 4/04 B2 B2 3/11 Exited via IPO 126 PQ Corp Carlyle 6/07 B1 B3 12/13 Still Owned 127 PRIMEDIA Inc. KKR 6/91 Ba3 B1 5/11 Sold to PE 128 Quality Distribution Inc, Apollo 5/03 Caa1 B3 3/12 Exited via IPO; DE (9/09) 129 Quintiles Transnational Corp. Bain , TPG, 3i 1/08 B1 Ba3 11/13 Exiting via IPO 130 Rafaella Apparel Group, Inc. Cerberus 6/05 B1 Caa3 3/10 Sold to Strategic 131 RBS Global (fka Rexnord Holdings) Apollo 7/06 B2 B2 8/13 Exiting via IPO; high recovery DE (5/09) 132 Realogy Corp. Apollo 3/07 B3 B3 7/13 Exited via IPO; DEs (9/09 & 5/11) 133 RGIS Services LLC Blackstone, GS Mezzanine Partners 4/07 B2 B2 5/12 Still Owned 134 Rockwood Specialties Group KKR 11/00 B1 Ba3 12/10 Exited via IPO 135 Sabre Holdings Corp. TPG , Silver Lake 4/07 B2 B2 9/13 Still Owned 136 Sealy Corp. KKR 3/04 B2 B2 9/12 Exited via IPO 137 Secure Computing Corp. Warburg Pincus 8/06 B2 B2 11/08 Sold to Strategic 138 Select Medical Corp. Welsh Carson, Thoma Cressey 1/05 B1 B1 12/13 Exited via IPO 139 SemGroup, L.P. Carlyle/Riverstone 12/04 B1 Caa2 7/08 Chapter 11 (7/08) 140 Sensata Technologies B.V. Bain 4/06 B2 Ba3 12/13 Exited via IPO; high recovery DE (4/09) 141 Sensus Metering Systems Inc. GS Capital, Jordan Company 12/03 B2 B3 12/13 Still Owned 142 Sequa Corporation Carlyle 11/07 B3 B3 12/13 Still Owned 143 Simmons Co, THL Bedding Co. TH Lee 12/03 B2 Caa3 1/10 Pmt Default (2/09); Chapter 11 (1/10) 144 Smart & Final Holdings Corp. Apollo 5/07 B1 B3 10/12 Sold to PE 145 SourceHOV LLC Apollo 6/06 B2 B2 4/13 Sold to PE 146 Spheris Inc. Warburg Pincus , Soros Private Equity 12/04 B3 Ca 2/10 Chapter 11 (2/10) 147 SS&C Technologies, Inc. Carlyle 10/05 B2 Ba3 7/12 Exited via IPO 148 Stallion Oilfield Services, Ltd. Carlyle/Riverstone 1/07 B2 Caa3 10/09 Chapter 11 (10/09) 149 Stiefel Laboratories, Inc. Blackstone 8/07 B1 B1 7/09 Sold to Strategic 150 SunGard Data Systems Inc Bain, KKR, Blackstone, Silver Lake, TPG, GS, Providence 8/05 B2 B2 2/13 Still Owned 151 Surgical Care Affiliates TPG l 3/07 B2 B2 10/13 Exiting via IPO 152 Synagro Technologies, Inc. Carlyle 3/07 B2 Ca 4/13 Chapter 11 (2/13) 153 Talecris Biotherapeutics Inc Cerberus 11/06 B2 Ba3 6/11 Sold to Strategic 154 Targa Resources Partners LP Warburg Pincus 10/05 Ba3 Ba3 12/11 Exited via IPO 155 Team Health Inc . Blackstone 10/05 B2 Ba2 12/12 Exited via IPO 156 Telcordia Technologies Providence , Warburg Pincus 3/05 B1 B3 6/11 Sold to Strategic 157 Tervita Corp. GS, CAI, Kelso, Vestar, Alberta Inv Mgt, BC Inv Mgt & O.S.S. Cap Mgt 10/07 B2 Caa1 12/13 Still Owned 158 The ServiceMaster Co. CD&R; JPM Chase Funding; 7/07 B2 B3 12/13 Still Owned 159 Toys 'R' US, Inc. Bain, KKR, Vornado Realty Trust 3/05 B2 B2 7/13 Still Owned continued on next page
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Company Name Sponsor(s) Date Initial CFR Last CFR Date Comment 160 TransDigm Corp. Warburg Pincus 7/03 B1 B1 10/08 Exited via IPO 161 TransFirst Holdings Inc. Welsh Carson 5/07 B3 B3 4/13 Still Owned 162 Travelport LLC Blackstone 7/06 B2 Caa1 7/13 Still Ownedas of 12/13; DE (10/11); DE with PE exit (3/14) 163 TRW Automotive Blackstone 2/03 Ba3 B1 9/10 Exited via IPO 164 TSI Acquisition, LLC Carlyle/Riverstone 2/07 B3 Caa1 8/11 Sold to Strategic 165 UCI HoldCo, Inc. Carlyle 6/03 B1 B2 1/11 Sold to Strategic 166 United Rentals Apollo 12/99 Ba2 B1 6/08 Sold to Strategic 167 United Surgical Partners Intl, Inc. Welsh Carson 3/07 B2 B2 2/13 Still Owned 168 Universal City Development Blackstone, NBC Acquisition Corp 3/03 B1 B1 7/11 Sold to Strategic 169 Univision Communications Inc Madison Dearborn , Providence Equity, TPG, TH Lee 7/13 B1 B3 5/13 Still Owned 170 US Foods, Inc. KKR, CD&R 6/07 B3 B3 11/12 Sold to Strategic 171 US Oncology Inc Welsh Carson 5/04 B1 B2 2/11 Sold to Strategic 172 Vanguard Health Systems Blackstone 9/04 B2 B2 11/13 Sold to Strategic 173 Verso Paper Holdings LLC Apollo 7/06 B1 B3 3/13 Exiting via IPO 174 Vertis Inc TH Lee 11/99 B1 Ca 7/08 Chapter 11 (7/08) 175 Vertrue Incorporated JP Morgan, Oak Investment , Rho Ventures 6/07 B2 C 4/12 Chapter 11 (4/12) 176 Veyance Technologies Inc., EPD, Inc. Carlyle 6/07 B2 Caa1 12/09 Stopped providing financials 177 Viant Holdings, Inc. Welsh Carson 5/07 B2 B2 3/10 Sold to Strategic 178 Visant Corp. KKR, DLJ Merchant Banking 10/04 B1 B3 11/13 Still Owned 179 Vistar Inc. Blackstone, Wellspring Capital 6/07 B2 B2 5/08 Sold to Strategic 180 Vought Aircraft Industries Carlyle 6/00 B1 B2 7/10 Sold to Strategic 181 VWR Funding, Inc. Madison Dearborn 6/07 B3 B3 3/13 Still Owned 182 Warner Chilcott Company, Inc. Bain , DLJ Merchant Banking, JP Morgan, TH Lee 1/05 B2 B1 5/13 Exited via IPO 183 Water Pik, Inc. Carlyle, EG Capital 5/07 B3 B2 6/13 Sold to PE 184 Wesco Aircraft Hardware Corp. Carlyle 9/06 B2 Ba3 6/13 Exiting via IPO 185 West Corp. TH Lee, Quadrangle 10/06 B2 B1 4/13 Exiting via IPO 186 Wm Bolthouse Farms Inc Madison Dearborn 11/05 B2 B2 7/12 Sold to Strategic 187 WMG Holdings Corp. Bain , Providence, TH Lee 4/04 B1 Ba3 7/11 Sold to PE 188 Yankee Candle Co. Madison Dearborn 2/07 B2 B2 9/13 Sold to Strategic Crisis Deals 2008 189 Allied Security Holdings LLC Blackstone 8/08 B1 B1 11/12 Still Owned 190 Aptalis Pharma Inc. TPG 1/08 B1 B2 1/14 Sold to Strategic 191 Apria Blackstone 10/08 Ba3 B2 11/13 Still Owned 192 Booz Allen Hamilton Inc. Carlyle 6/08 B1 Ba3 10/13 Exiting via IPO 193 Bright Horizons Family Soutions Bain 5/08 B2 B1 2/13 Exiting via IPO 194 MoneyGram International Goldman Sachs, TH Lee 3/08 B1 B1 3/13 Still Owned 195 NCL Corp. Ltd (Norwegian Cruise Lines) Apollo 1/08 B2 Ba3 4/13 Exiting via IPO 196 TWCC Holding Corp. Bain, Blackstone 8/08 Ba3 B1 6/13 Still Owned 197 X-Rite Inc One Equity, Tinicum Capital, Sagard 11/08 B3 B2 6/11 Sold to Strategic Crisis Deals 2009 198 Antero Resources LLC Yorktown, Warburg Pincus, Lehman 11/09 B3 Ba3 10/13 Exiting via IPO 199 Sea World Parks & Entertainment, Inc. Blackstone 12/09 Ba3 B1 12/13 Exiting via IPO 200 Stream Global Services, Inc. Ares , Ayala Corp., Providence Equity 9/09 B1 B1 1/14 Sold to Strategic 201 TASC Inc. KKR, General Atlantic 12/09 B1 B2 5/12 Still Owned Crisis Deals 2010 202 Air Medical Group Holdings Inc. Bain 10/10 B2 B2 5/13 Still Owned 203 American Petroleum Tankers Parent Blackstone, Cerberus 3/10 Caa1 B2 12/13 Sold to Strategic; high recovery DE (3/13) 204 American Tire Distributors, Inc. TPG 5/10 B2 B2 12/12 Still Owned 205 Ardent Medical Services, Inc. Welsh Carson 2/10 B2 B2 12/13 Still Owned 206 Ascend Learning Inc. Providence Equity 11/10 B2 Caa1 6/13 Still Owned 207 AssuraMed Holding, Inc. CD&R GS Capital 9/10 B2 B2 2/13 Sold to Strategic 208 BOE Intermediate Holding Corp. Madison Dearborn 5/10 B1 B2 10/12 Sold to PE 209 Charter Communications Operating Apollo, Crestview Partners, Oaktree 3/10 Ba3 Ba3 3/13 Exited via IPO 210 CKE Restaurants, Inc. Apollo 6/10 B2 B2 7/13 Sold to PE continued on next page
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Company Name Sponsor(s) Date Initial CFR Last CFR Date Comment 211 Columbian Chemicals Co. One Equity 11/10 Ba3 Ba3 2/11 Sold to Strategic 212 Decision Insight Info. Group TPG 12/10 B2 B3 7/13 Still Owned 213 DynCorp International Inc. Cerberus 6/10 Ba3 B1 6/13 Still Owned 214 EVERTEC Inc Apollo 8/10 B2 B1 4/13 Exited via IPO 215 Foresight Energy, LLC The Cline Group; Carlyle/Riverstone 8/10 B3 B2 8/13 Still Owned 216 Gymboree Corp. Bain 11/10 B2 Caa1 12/13 Still Owned 217 IMS Health Inc. TPG, Leonard Green 2/10 B1 B2 8/13 Still Owned 218 Hilex Poly Co LLC TPG 9/10 B3 B3 12/12 Sold to PE 219 Interactive Data Corp. Silver Lake, Warburg Pincus 7/10 B2 B2 2/13 Still Owned 220 InVentiv Health Inc. TH Lee, Liberty Lane Partners 7/10 B2 Caa1 12/12 Still Owned 221 Isola USA Corp. TPG 8/10 B3 B3 12/13 Still Owned 222 Kenan Advantage Group Inc. GS Capital, Centerbridge Partners 7/10 Ba3 B1 12/13 Still Owned 223 Metaldyne, LLC Carlyle, Solus Alternative Asset Management 9/10 B1 B1 12/12 Sold to PE 224 Michael Foods Group, Inc. GS Capital, TH Lee 6/10 B2 B2 12/12 Still Owned 225 MLM Information Services Warburg Pincus 11/10 B2 B2 2/12 Sold to Strategic 226 NBTY Inc. Carlyle 7/10 B1 B2 12/13 Still Owned 227 NexTag, Inc. Providence Equity 12/10 B1 Caa2 12/13 Still Owned 228 Northern Tier Energy LLC TPG, ACON Investments 11/10 B1 B1 11/13 Sold to Strategic 229 Performance Food Group Blackstone, Wellspring Capital 11/10 B2 B1 5/13 Still Owned 230 Quality Home Brands Holdings LLC Quad-C Management/ Apollo 3/10 Caa1 Caa1 12/13 Still Owned 231 Renal Advantage Holdings, Inc. KRG Capital, Bain 11/10 B2 B2 4/12 Sold to Strategic 232 Sagittarius Restaurant LLC (Del Taco) Grotech Capital, GS Mezzanine Partners, Charlesbank Capital, Leonard Green 4/10 Caa1 Caa1 5/10 Still Owned 233 Scotsman Industries Inc. Warburg Pincus 4/10 B1 B1 1/13 Sold to Strategic 234 Sheridan Investment Partners I LLC Warburg Pincus 12/10 B2 B1 9/12 Still Owned 235 SkillSoft Ltd. Berkshire Partners, Advent International, Bain 5/10 B2 B2 9/12 Still Owned 236 Smile Brands Group Inc. Welsh Carson 12/10 B2 B3 8/13 Still Owned 237 Summit Materials LLC Blackstone, Silverhawk Capital 1/10 B2 B2 12/13 Still Owned 238 Syniverse Holdings Carlyle 12/10 B2 B2 1/13 Still Owned 239 TransUnion Holding Company, Inc. Madison Dearborn 5/10 B1 B1 6/12 Sold to PE 240 Trinseo S.A. Bain 6/10 B2 B2 8/13 Still Owned 241 Tower International , Inc. Cerberus 8/10 B2 B2 4/13 Exiting via IPO 242 Vertafore Inc. TPG 7/10 B2 B2 7/11 Still Owned 243 Ziggo N.V. Warburg Pincus, Cinven 4/10 Ba3 Ba1 4/13 Exited via IPO Crisis Deals 2011 244 Academy Ltd KKR 7/11 B2 B2 12/12 Still Owned 245 Airvana Network Solutions Inc. S.A.C. Private Capital, Blackstone 3/11 B3 Caa1 1/13 Still Owned 246 Artel, LLC TPG, Torch Hill 10/12 B3 Caa1 1/14 Still Owned 247 Blackboard Inc. Providence Equity 9/11 B2 B2 10/13 Still Owned 248 Capsugel Inc KKR 8/11 B2 B2 10/13 Still Owned 249 CommScope Holding Company, Inc. Carlyle 1/11 B2 B1 10/13 Exiting via IPO 250 Del Monte Corp. KKR, Vestar, Centerview Capital 3/11 B1 B2 7/13 Still Owned 251 Emdeon Inc. Blackstone, Hellman Friedman 11/11 B2 B2 4/12 Still Owned 252 Endurance International Group Inc. Warburg Pincus, GS Capital 12/11 B1 B2 10/13 Exiting via IPO 253 Go Daddy Operating Company, LLC KKR , Silver Lake, Technology Crossover Ventures 9/11 B1 B1 9/13 Still Owned 254 Immucor Inc. TPG 8/11 B2 B3 4/13 Still Owned 255 Ipreo Holdings LLC KKR 7/11 B2 B2 10/12 Still Owned 256 Laredo Petroleum, Inc. Warburg Pincus 1/11 Caa1 B1 5/13 Exiting via IPO 257 Nexeo Solutions, LLC TPG 2/11 B1 B2 6/13 Still Owned 258 Ontex IV S.A. TPG, GS Capital 3/11 B1 B2 2/13 Still Owned 259 PBF Holding Company LLC First Reserve, Blackstone 1/12 Ba3 Ba3 12/12 Exiting via IPO 260 Pharmaceutical Product Development Carlyle, Hellman & Friedman 12/11 B1 B2 10/12 Still Owned 261 PlayPower, Inc Apollo 10/11 Caa1 Caa2 4/13 Still Owned 262 Polymer Group, Inc. Blackstone 1/11 B1 B1 12/13 Still Owned 26 RegionalCare Hospital Partners, Inc. Warburg Pincus 10/11 B3 Caa1 10/13 Still Owned 264 RentPath, inc. (fka PRIMEDIA INC.) TPG 6/11 B1 B2 5/13 Still Owned continued on next page
CORPORATES 20 JUNE 17, 2014
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Company Name Sponsor(s) Date Initial CFR Last CFR Date Comment 265 Rural/Metro Corp. Warburg Pincus 6/11 B2 C 8/13 Chapter 11 (8/13) 266 Samson Investment Co. KKR, Crestview, Natural Gas Partners, Itochu Corp, 12/12 Ba3 B1 9/12 Still Owned 267 Sprouts Farmers Markets LLC Apollo 4/11 B2 B1 8/13 Exiting via IPO 268 SRA International Inc. Providence Equity 7/11 B2 B2 12/13 Still Owned 269 StoneRiver Group , L.P. TPG 5/13 B2 B2 12/13 Still Owned 270 Triple Point Group Holdings Welsh Carson 10/11 B2 B2 6/13 Sold to Strategic 271 Tyrol Acquisition 1 SAS TPG, AXA, Frances sovereign wealth fund, Charterhouse 6/11 B2 B2 12/13 Still Owned 272 U.S. Security Associates Holdings, Inc. GS Capital 7/11 B1 B2 7/13 Still Owned 273 W3 Co ( fka Total Safety U.S. Inc) Warburg Pincus 10/11 B2 B2 2/13 Still Owned Crisis Deals 2012 274 Accudyne Industries Borrower SCA ( fka Hamilton Sundstrand) BC Partners, Carlyle 12/12 B2 B2 12/13 Still Owned 275 APX Group Inc. Blackstone 11/12 B2 B2 12/13 Still Owned 276 Associated Asphalt Partners, LLC GS Capital Partners 3/12 B2 B3 2/13 Still Owned 277 August Cayman Intermediate Holdco Madison Dearborn 4/12 B2 B2 5/13 Still Owned 278 Brasa Holdings TH Lee 6/12 B2 B2 8/13 Still Owned 279 Capital Safety NA Holdings Inc. KKR 1/12 B2 B2 12/13 Still Owned 280 Consolidated Container Co LLC Bain 6/12 B2 B2 12/13 Still Owned 281 Core Entertainment Inc. Apollo 1/12 B3 B3 1/12 Still Owned 282 EPE Holdings Apollo, Riverstone 4/12 Ba3 Ba3 9/13 Exiting via IPO 283 Evergreen AcqCo 1, LP Leonard Green, TPG 6/12 B2 B2 9/12 Still Owned 284 FPC Holdings, Inc (fka FleetPride Inc) TPG 11/12 B2 B3 11/13 Still Owned 285 GCA Services Group Inc. Blackstone 11/12 B2 B2 12/13 Still Owned 286 Getty Images Inc. Carlyle 9/12 B2 B3 10/13 Still Owned 287 Great Wolf Resorts Inc. Apollo 5/12 Caa1 B3 7/13 Still Owned 288 Interline Brands Inc. GS Capital, P2 Capital Partners 6/12 B2 B3 7/13 Still Owned 289 LM U.S. Member LLC (fka Landmark Aviation Inc.) Carlyle 10/12 B3 B3 11/13 Still Owned 290 MModal Inc. One Equity 8/12 B2 Caa1 10/13 Still Owned 291 New Breed Holding Co. Warburg Pincus 9/12 B2 B2 12/13 Still Owned 292 Par Pharmaceutical Co.ss Inc TPG 9/12 B2 B2 1/14 Still Owned 293 Party City Holdings Inc. TH Lee 7/12 B2 B3 10/13 Still Owned 294 Peak 10 Inc. Welsh Carson 10/12 B3 B3 12/13 Still Owned 295 Physico-Control International, Inc. Bain 1/12 B2 B2 12/13 Still Owned 296 Pinnacle Operating Corp ( fka Jimmy Sanders) Apollo 11/12 B2 B2 9/13 Still Owned 297 Sage Products Holdings III, LLC Madison Dearborn 12/12 B2 B2 12/13 Still Owned 298 Taminco Global Chemical Corp. Apollo 1/12 B2 B2 1/14 Exiting via IPO 299 Taylor Morrison Communities Inc. TPG, Oaktree, JH Investments 3/12 B1 B1 4/13 Exited via IPO 300 Things Remembered, Inc. Madison Dearborn 5/12 B2 B2 12/13 Still Owned 301 TransUnion Holding Company, Inc. Advent, GS Capital 6/12 B2 B2 12/13 Still Owned 302 WP CPP Holdings LLC Warburg Pincus 12/12 B2 B2 10/13 Still Owned Crisis Deals 2013 303 Axalta Coating Systems Bermuda Co. Carlyle 2/13 B2 B2 12/13 Still Owned 304 Acosta, Inc. TH Lee, Goldman Sachs 11/13 B2 B2 12/13 Still Owned 305 ALG B.V.- Apple Leisure Group Bain 2/13 B2 B2 12/13 Still Owned 306 American Gaming Systems Apollo 12/13 B3 B3 12/13 Still Owned 307 Apex Tool Group, LLC Bain 2/13 B2 B2 12/13 Still Owned 308 Athlon Holdings LP Apollo 4/13 B3 B3 9/13 Exiting via IPO 309 Bluestem Brands, Inc. (Fingerhut) Bain / Battery Ventures 11/13 B2 B2 12/13 Still Owned 310 BMC Software Inc. Golden Gate Capital, Bain 9/13 B2 B2 12/13 Still Owned 311 Brickman Group Holdings KKR 12/13 B2 B2 12/13 Still Owned 312 Chesapeake/MPS Merger Limited Madison Dearborn , Carlyle 7/13 B2 B2 12/13 Still Owned 313 CompuCom Systems, Inc. TH Lee 5/13 B2 B2 12/13 Still Owned 314 Crosby US Acquisition Corp. KKR 10/13 B2 B2 12/13 Still Owned continued on next page
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Company Name Sponsor(s) Date Initial CFR Last CFR Date Comment 315 Crossmark Holdings Warburg Pincus 2/13 B2 B2 8/13 Still Owned 316 CTI Foods LLC T H Lee, GS Capital 5/13 B2 B2 12/13 Still Owned 317 Envision Pharmaceutical Holdings , Inc. TPG 11/13 B3 B3 12/13 Still Owned 318 EzE Software Group TPG 3/13 B2 B2 12/13 Still Owned 319 Gardner Denver, Inc. KKR 7/13 B2 B2 12/13 Still Owned 320 Hilton Worldwide Holdings Inc. Blackstone 9/13 B1 B1 12/13 Exiting via IPO 321 Learfield Communications Inc. Providence Equity 10/13 B3 B3 12/13 Still Owned 322 McGraw-Hill Global Education Apollo 3/13 B2 B2 12/13 Still Owned 323 Miller Heiman Inc. Providence Equity 9/13 B3 B3 12/13 Still Owned 324 Mitchell International, Inc. KKR 10/13 B3 B3 12/13 Still Owned 325 Multi Packaging Solutions Madison Dearborn , Carlyle 12/13 B2 B2 12/13 Still Owned 326 Permian Holdings, Inc. Carlyle, Riverstone Holdings 1/13 B3 B3 12/13 Still Owned 327 Philadelphia Energy Solutions LLC Carlyle, Sunoco Inc. 4/13 B1 B1 12/13 Still Owned 328 Pitney Bowes Management Services Inc. Apollo 10/13 B2 B2 12/13 Still Owned 329 PRA Holdings Inc. KKR 9/13 B2 B2 12/13 Still Owned 330 Steward Health Care System LLC Cerberus 4/13 B3 B3 12/13 Still Owned 331 SurveyMonkey.Com, Inc. Bain, Spectrum Equity, Tiger Global, TPG ( 2011) 1/13 B2 B2 12/13 Still Owned 332 Talos Production LLC Apollo, Riverstone 2/13 B3 B3 12/13 Still Owned 333 The Topps Company, Inc. Madison Dearborn, The Tornante Company 9/13 B2 B2 12/13 Still Owned 334 Travel Leaders Group, LLC One Equity Partners 11/13 B2 B2 12/13 Still Owned 335 TurboCombustor Technologies, Inc. Carlyle , Aero Equity Partners 9/13 B2 B2 12/13 Still Owned 336 YP Holdings LLC Cerberus 5/13 B2 B2 12/13 Still Owned Abbreviations: CFR: Corporate Family Rating DE : Distressed Exchange IPO: Initial Public Offering. Sponsors Exiting via IPO are in the process of winding down their equity ownership in a company. They still control a majority or a significant minority of the board. Sponsors that have Exited via IPO have sold all of their shares in a company.
CORPORATES 22 JUNE 17, 2014
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Moodys Related Research Special Comments: Moody's High-Yield Covenant Database: 12 Most-Active Private Equity Sponsors Provide Weak Covenant Packages, April 2013 (152178) It's Risk-On for Private Equity, November 2012 (147409) Debt-Funded Dividends Continue At a Strong Pace, October 2012 (146029) Sponsors Extracting More Dividends, But at Leverage Below Boom-Era Peaks, July 2012 (143619) Lessons from 200 LBO Defaults, June 2012 (142361) Low-Rated Private Equity-Owned Companies Face A Steep Maturity Wall From 2012-2014, February 2012 (139725) Covenant-Lite Loans May Prove Riskier in the Next Downturn, March 2011 (131595) PIK Toggle: Not So Kind During the Downturn, December 2010 (129077) Cheating Death: Private Equity Manages Solid Recoveries When Sponsored Companies Default, November 2010 (128561) Distressed-Exchange Defaults Surged in 2009, and Many Could Default Again, May 2010 (125082) Private Equity 2009: Nearly Half of Defaults, But Better-Than-Average Recovery Prospects, March 2010 (123914) $640 Billion and 640 Days Later: How Companies Sponsored by Big Private Equity Have Performed During the U.S. Recession, November 2009 (121005) Safeguards for Lenders When Private Equity Layers on Debt, September 2009 (120167) Private Equity: Tracking the Largest Sponsors, February 2008 (104486) To access any of these reports, click on the entry above. Note that these references are current as of the date of publication of this report and that more recent reports may be available. All research may not be available to all clients.
CORPORATES 23 JUNE 17, 2014
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contacts continued from page 1 Analyst Contacts: NEW YORK +1.212.553.1653 Christina Padgett +1212.553.4164 Senior Vice President christina.padgett@moodys.com John Puchalla +1212.553.4026 Senior Vice President john.puchalla@moodys.com
Report Number: 170039 Author John Rogers Production Associate Vinod Babu Muniappan