Fitch Ratings has affirmed the long-term Issuer Default Rating (IDR) and
secured debt rating of Corporate Capital Trust (CCT) at 'BB+'. The
Rating Outlook is Stable. Today's rating actions have been taken as part
of Fitch's periodic peer review of Business Development Companies
(BDCs), which comprises 10 publicly rated firms.
BDC INDUSTRY OUTLOOK
Fitch's outlook for the BDC sector is negative; reflecting competitive
underwriting conditions, earnings pressure, underperforming energy
investments, unsustainable asset quality metrics, increased activist
pressure, and limited access to growth capital. While some firms are
better positioned, given their more conservative financial profiles and
portfolio characteristics, others are likely to see rating pressure over
the outlook horizon.
BDCs are heavily dependent on the equity markets to fund portfolio
growth, but access to the market has been almost non-existent over the
last 18 months as share prices continue to trade at steep discounts to
net asset value (NAV). At March 7, 2016, rated BDCs were trading at an
18.3% average discount to NAV, thus preventing most from issuing stock
without significantly diluting existing shareholders. While the
reduction in portfolio growth is viewed favorably by Fitch, given tough
underwriting conditions, some firms may struggle to close the trading
gap, leaving them at a competitive disadvantage if and when investment
opportunities arise.
The decline in commodity prices has yielded the first notable crack in
asset quality performance for BDCs. More broadly, asset quality metrics
remain at unsustainably low levels, in Fitch's opinion. While strong
portfolio company performance has been supported by an improving
economic environment, low interest rates are likely masking some
potential underlying company-specific issues, as issuers have been able
to refinance themselves out of trouble rather easily in recent years.
Fitch believes asset quality metrics are likely to deteriorate over the
near term; however, the pace of deterioration will be somewhat dependent
upon the rate of change in interest rates, the backdrop of the broader
economic environment, differing sector exposures, and the integrity of
individual firms' underwriting.
Fitch has not observed a marked increase in leverage levels for the
sector, with average leverage for investment grade-rated BDCs of
approximately 0.74x at year-end 2015 compared to 0.60x at year-end 2014.
However, there is a wide dispersion of leverage around the average, and
those with the most energy exposure often also have the highest leverage
ratios. Share repurchase activity has also increased in the sector in
recent quarters, which could inflate leverage ratios further. Fitch
believes that BDCs heavily focused on maximizing leverage run the risk
of having less dry powder to deploy if and when underwriting conditions
improve, thus weakening earnings upside.
KEY RATING DRIVERS
IDRs AND SENIOR DEBT
The rating affirmations reflect the strength of CCT's relationship with
CNL Fund Advisors Company (CNL) and KKR Credit Advisors (US) LLC (KKR
Credit), low leverage, relatively low portfolio concentrations, and
strong asset quality to date. CNL has demonstrated its ability to raise
and administer capital in the retail market over a long period of time,
while KKR Credit has a strong and established track record underwriting
credit and has strong access to deal flow, given its affiliation with
KKR & Co. L.P. (KKR, rated 'A' by Fitch).
Rating constraints include a limited operating history as a business
development company (BDC), weaker-than-peer earnings yields, a fully
secured funding profile, higher-than-average non-cash income, weaker
relative earnings coverage of the dividend, and the potential that CCT
will be unable to access the equity markets for capital following the
completion of its current issuing authority in 2016, barring a liquidity
event.
Leverage, as measured by debt to equity, amounted to 0.55 times (x) at
Sept. 30, 2015, which is below the peer average of 0.64x and the firm's
long-term target of 0.67x. At third quarter 2015 (3Q15), effective
borrowing capacity would have allowed the company to lever to 0.71x
(assuming 40% collateral is held against the total return swap [TRS],
although this requirement declined to 33% in the fourth quarter). Fitch
believes the firm will look to increase debt capacity over time to add
funding flexibility. However, leverage could move above that level with
the recognition of additional portfolio depreciation, which Fitch
believes is likely over the near-term given the volatile market
environment. CCT's leverage must be carefully managed, particularly as
the firm's access to the equity markets will decline in 2016 with the
termination of their continuous offering.
CCT remains heavily focused on secured debt, which accounted for 74.2%
of its portfolio at Sept. 30, 2015; modestly above the peer average.
Still, exposure to equity investments, which can experience meaningful
valuation volatility, has increased over the last year, from 4.8% of the
portfolio at year-end 2014 to 9% at 3Q15, with an additional 2.7% in
structured products. Fitch would view a meaningful increase in equities
and structured products as a proportion of the portfolio negatively.
The investment portfolio is more diverse than peers, with the top 10
investments accounting for 22.6% of assets and 36.4% of equity,
including the TRS, at Sept. 30, 2015. Still, Fitch expects portfolio
concentrations to increase modestly over time, as CCT transitions the
portfolio into more directly originated transactions. That said; CCT is
likely to maintain a greater exposure to liquid credit than the peer
group, as the firm has the option to co-invest alongside other KKR
credit vehicles, including CLOs, in addition to its less liquid direct
senior lending and mezzanine funds.
Asset quality trends have been strong since inception, supported, in
part, by relatively benign market conditions. CCT had three investments
on non-accrual status at 3Q15, accounting for 1.63% and 0.58% of the
portfolio at cost and value, respectively. CCT's subordinated investment
in Hilding Anders (SE) has been on non-accrual since 4Q14 and remains
one of the firm's largest investments (second largest at cost). Two
tranches of the firm's subordinated debt are on paid-in-kind (PIK)
non-accrual, while the largest tranche continues to accrue PIK.
Through the first three quarters of 2015, CCT recognized $28.8 million
of net realized losses on portfolio company investments, relating
largely to the restructuring of debt investments in Towergate Finance
PLC. This is the largest investment loss in CCT's history.
At Sept. 30, 2015, according to Fitch's calculations, energy investments
represented approximately 5.1% of the portfolio, at fair value, while
oil & gas investments, more specifically accounted for 3.4% of the
portfolio, excluding the TRS, both of which are below the peer average.
Nearly 97% of oil & gas investments were in first lien securities and 3%
were in equity. The fair value of the portfolio represented 77.1% of the
cost basis, due largely to fair value marks taken on OAG Holdings, LLC
and Wilbros Group, Inc.
According to a recent stress test conducted by Fitch, it was estimated
that the impact on CCT's leverage from an oil & gas stress to be
negligible, with an energy stress resulting in a one bps increase in
leverage, and a complete write-off of oil & gas exposure resulting in a
two bps increase in leverage, based on Sept. 30, 2015 data; all of which
is deemed manageable and compares favorably to the peer group average.
CCT's operating earnings continued to increase in 2015 as equity
proceeds were deployed into portfolio growth; however, this trend is
expected to level off in 2016 as equity access will be more limited
following the launch of Corporate Capital Trust II (another BDC managed
by CNL and KKR Credit), leading to the ultimate closing of the offering
no later than October 16, 2016. Additionally, tough market conditions
and the underperformance of certain portfolio investments are likely to
hurt overall returns in 2016.
CCT's funding profile is fully secured, consisting of two special
purpose vehicles (SPVs), a corporate revolver, and a secured term loan.
Borrowing capacity is about $1.5 billion, and $1.2 billion was
outstanding at Sept. 30, 2015. The firm also has a $500 million TRS,
which is used opportunistically to fund investments in the liquid
markets. The revolving period on CCT's corporate credit facility expires
in September 2016, but Fitch believes the firm will look to extend the
maturity of the facility over the near-term. Fitch believes CCT will
look to opportunistically access the unsecured markets to improve
funding flexibility.
CCT's liquidity profile is considered sound with $48.2 million of
balance sheet cash, and $335 million of availability on various secured
funding facilities, subject to borrowing base requirements, at Sept. 30,
2015. Additionally, cash flows from investment repayments and exits
remain significant, amounting to $637.3 million in the first nine months
of 2015. Additionally, a meaningful portion of the portfolio could be
considered liquid, as 44.4% of fixed interest rate debt investments had
prices generally available from third-party pricing services at Sept.
30, 2015.
Net investment income (NII) dividend coverage, which adjusts for
non-cash incentive payment accruals and realized gains, was sound,
amounting to 118.9% through 3Q15. However, coverage ratios fall if
non-cash income is removed from NII, as CCT has a meaningful amount of
PIK income. Realizations of non-cash income, to date, have been limited,
given the relatively short operating history of the BDC. Fitch would
view a reduction in non-cash income and an improvement in NII coverage
of the dividend, excluding realized gains, favorably.
The Stable Outlook reflects Fitch's expectations for continued operating
consistency, improved earnings yields, given the gradual shift into
less-liquid direct originations, the maintenance of good asset quality,
modest leverage, and improved dividend coverage.
RATING SENSITIVITIES
IDRs AND SENIOR DEBT
Negative rating actions for CCT could be driven by an extended increase
in leverage above the targeted range of approximately 0.67x (asset
coverage of 250%), resulting from increased borrowings or material
realized or unrealized depreciation, and/or a meaningful increase in the
proportion of equity holdings without a commensurate decline in
leverage. A spike in non-accrual levels, a continued increase in
non-cash income, an inability to refinance near-term debt maturities,
and weaker cash income dividend coverage would also be viewed
unfavorably from a ratings perspective.
Positive rating momentum for CCT is viewed as limited over the near
term, particularly given the challenging market backdrop, but could
develop over time with increased funding flexibility, including an
extension of the debt maturity profile, access to the public unsecured
debt markets, and the ability to issue public equity for growth capital.
Other positive rating factors could include an improvement in net
investment income yields, a continuation of solid asset quality
performance, particularly given the competitive market environment,
reduced non-cash income, and stronger cash earnings dividend coverage.
CCT is an externally managed business development company, organized in
June 2010 and commencing investment operations in July 2011. As of Sept.
30, 2015, the company had investments in 120 portfolio companies
amounting to approximately $3.5 billion.
Fitch has affirmed the following ratings:
Corporate Capital Trust
--Long-term Issuer Default Rating at 'BB+';
--Secured debt rating at 'BB+'.
The Rating Outlook is Stable.
Additional information is available at 'www'.fitchratings.com'
Applicable Criteria
Global Non-Bank Financial Institutions Rating Criteria (pub. 28 Apr 2015)
https://www.fitchratings.com/creditdesk/reports/report_frame.cfm?rpt_id=865351
Additional Disclosures
Dodd-Frank Rating Information Disclosure Form
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https://www.fitchratings.com/gws/en/disclosure/solicitation?pr_id=1000676
Endorsement Policy
https://www.fitchratings.com/jsp/creditdesk/PolicyRegulation.faces?context=2&detail=31
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