Dan Pietrzak
Analyst · Christopher Testa of National Securities. Your line is open
Thank you, Michael. I will provide a few highlights of what we are seeing in the market and provide an update on our portfolio and investment activity during the quarter. Global equity and fixed income markets experienced significant volatility in Q4, which negatively impacted the leverage credit markets and investors sentiment deteriorated throughout the quarter. Both high-yield bond and bank loan mutual funds experienced record outflows in the fourth quarter. This shift in sentiment was reflected in bond and loan prices, which declined to a 2.5 year low the last week of December. The sell-off occurred despite relatively stable corporate fundamentals and near historic low corporate default rates, and we believe it was mainly technical in nature. Post the start of the year, we have seen some recovery in the broader markets as technical pressure has receded. However, retail outflows have continued in the leverage loan market, which could result in a more balanced supply and demand environment going forward. Our company is positioned well to capitalize on market volatility and the Q4 market action did create some opportunities for us and removed a little of the froth from the lending environment. That said, the pullback in January was quicker than we expected and hoped, and the overall market remains competitive. We are focused on being disciplined in our credit selection and are executing transactions where we believe there is an appropriate risk reward. We believe it's critically important to have broad origination capabilities so that we can be highly selective and have the ability to provide a wide range of solutions to sponsors and their portfolio companies. As far as deal volumes, KKR Credit reviewed approximately 1,250 private credit investment opportunities in 2018, meaningfully higher than the number we reviewed in 2017. We believe this is due to 3 reasons. First is the expanded footprint of the team that allows us to expand our coverage universe. Second is the work we have done with sponsors and corporates post the announcement of the FS/KKR transaction to solidify and expand those relationships. And third is high-market deal volumes. Of the opportunities reviewed, we closed on approximately 3%, which is lower than our long-term average of roughly 5%. From this, our total BDC franchise deployed approximately $4.5 billion in the past three quarters compared to $3.9 billion in sales and pay-downs. During the same period, when including CCT's transaction activity prior to the merger, on a pro forma basis, FSK deployed approximately $1.84 billion versus $1.65 billion in sales and paydowns, excluding sales to our JV. Across these new originations, which continue to be focused on the upper end of the middle market, we have included a high degree of structural protections, including financial covenants, significant equity cushion, call protection and deleveraging mechanisms, which include hard amortization payments and cash flow sweeps. We also continue to believe that the FSK portfolio will benefit from increasing exposure to both asset-based finance transactions, which we believe have compelling risk-adjusted returns in the current market, and our JV, which allows access to more of the KKR Credit platform including non-eligible portfolio company investments. With the closing of the merger, we are focused on extending the size of our JV in the upcoming quarters. Similar to the prior two quarters, as Michael alluded to, certain portfolio companies continue to have a negative impact on results in the fourth quarter. The largest of these was ThermaSys, which had a significant impact on the NAV decline in the fourth quarter. A restructuring of the company closed at the end of the year and mark reflects that restructuring and the equity stake we now own. This investment was a subordinated debt position in a cyclical industry originated in 2012. Outside of a few specific names with performance issues, other mark-to-market declines in the portfolio were primarily due to the volatility we saw in the credit markets as market inputs are used directly in our valuation process. Brian will speak about this in more detail later. Going forward, I expect the portfolio will be increasingly more diversified, as shown by our current exposure to our top-10 names in FSK versus the older concentrations in FSIC and reflective of our focus on senior secured opportunities, not unsecured mezzanine loans to smaller EBITDA businesses such as ThermaSys. Moving to activity in the fourth quarter. Deployment in FSK with $220 million, up from $184 million in the third quarter. And when combining activity across CCT and FSIC, deployment was $534 million in the quarter, up from $475 million in the third quarter. Sales and paydowns at FSK were $397 million in the fourth quarter, and across FSIC and CCT, were $613 million. The total fourth quarter activity was primarily driven by paydowns of our positions in Altus aerospace, And as has been the case in the prior several quarters, repayments of loan positions were driven by either company sales or capital markets refinancing as opposed to competitor re-financings. In Q4, examples of our largest new investments were Tangoe and Pure Fishing. Tangoe is an existing portfolio of company of Marlin Equity Partners and provides telecom expense management software and services to customers serving more than 40% of the Fortune 500. We provided a $300 million unitranche facility to finance the acquisition of an adjacent software and services provider. FSK committed $99 million of the financing facilities, inclusive of $52 million committed by CCT prior to the merger, while the rest of our BDC platform and KKR credit-managed funds committed the balance. Pure Fishing is a leading global wholesaler of fishing equipment, including rods, reels, line, bait and other products. We've got comfortable with their market position and lack of cyclicality and provided $180 million second lien term loan to finance Sycamore Partners acquisition of the company. FSK committed $81 million in the facility, inclusive of $43 million committed by CCT prior to the merger, while the rest of our BDC platform committed the balance. As shown on Slide 7, at yearend, our investment portfolio had a fair value of $7.4 billion, consisting of 204 portfolio companies. One of the key benefits of our merger with CCT has been increased portfolio diversification, which is a key risk mitigation tool. At yearend our top 10 largest portfolio companies by fair value decreased to 19% of the portfolio from 36% of the portfolio at the end of Q3. In addition, our average hold position at fair value decreased from 1% of the portfolio at the end of Q3 to 0.5% at the end of Q4. Consistent with our focus on senior secured investments, our portfolio is now compromised of 74% senior secured investments with 54% in first lien loans at yearend. Also consistent with our focus on financing borrowers at the upper end of the middle market, the median EBITDA of our borrowers was 56 million, and the average leverage was 5 times. One of our key initiatives within the portfolio has been to reduce our equity exposure and rotate out of nonincome producing investments. For the year, we had total proceeds of approximately $119 million related to six fully exited positions. These exits, combined with the impact of the merger with CCT, ultimately led to equity investments compromising 7% of the portfolio on a fair value basis as of yearend, down from 13% at the beginning of the year. We're making progress here, but we still have more to do in this front and would like that number to be lower. As far as the portfolio return profile, the gross portfolio yield prior to leverage and excluding nonincome-producing assets was 10.8% at 12/31/2018. This was down from 11.1% at the end of the third quarter, primarily due to the merger with CCT, which had a slightly lower yield and increased somewhat due to an uptick in base rates. Before I turn the call over to Brian, let me provide a brief update on our post quarter investment activity. From January 1 through February 22, we had new investment fundings totaling $413 million, almost entirely in originated strategy investments, with net deployment of approximately $206 million. More specifically, we recently closed a $665 million financing to back H.I.G. Capital's acquisition of Lipari Foods, a specialty and branded food distributor that sources, manufactures and distributes into the U.S. grocery retail market with an emphasis on perimeter of the store products. FSK committed $127 million of the financing facilities, while our BDC platform and other KKR Credit-managed funds committed the balance. In addition, we also recently closed the financing backing Veritas Capital and Elliott Advisors acquisition of Athenahealth. A provider of cloud-based IT solutions including electronic healthcare, record and revenue cycle, management software and services to ambulatory and hospital customers. This was essentially a $1 billion plus club deal with us and another large player in the private credit space, which speaks to the power of the scale of our platform. FSK committed $169 million of the financing facilities, while the rest of our BDC platform and other KKR Credit-managed funds committed approximately another $400 million. I'll now turn the call over to Brian to discuss our financial results during the quarter.