The podcast discusses recent covenant pushback items in high-yield market, focusing on value leakage prevention, secured debt capacity adjustments, and investor scrutiny on dividends from asset sales. Case studies include GameNet, Tissen Group Elevator, Clayton W. N. Rice Own Company, and Husky International, highlighting trends in investor pushback and changes in high-yield transactions.
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Quick takeaways
Investors focus on reducing value leakage in covenant terms by adjusting dividend baskets and default blockers.
Recent trends show adjustments in secured debt and dividend capacity in European deals to curtail value leakage.
Deep dives
Investor Focus on Reducing Value Leakage in Covenant Terms
Investors primarily focus on reducing value leakage in covenant terms, evident in changes made to dividend baskets and default blockers in GameNet, and measures taken by Tissen to prevent value leakage with changes like inserting a J-crew blocker and altering dividend and investment baskets to curtail leakage.
Trends in Covenant Pushback in US and Europe
In European deals, recent pushbacks have shown reductions in value leakage through changes in secured debt and dividend capacity, with notable cases like GameNet and Tissen adjusting their covenant packages. Similarly, in the US, sponsor-owned companies like Power Team Services and Husky International faced covenant tightening during roadshows, focusing mainly on restricted payment capacity.
Flexibilities and Nuances in Covenant Terms
Beyond reducing value leakage and debt capacity, investors are alert to flexibilities like capping adbacks to EBITDA and limiting change of control portability. Additionally, recent trends show conversions of RP capacity to secure debt capacity and the use of asset sale proceeds for dividends, highlighting the evolving complexity and nuances in covenant terms that require detailed examination for their impact on value and debt.
The Covenants by Reorg team discusses investor pushback focused on value leakage, secured and priming debt capacity, more investor scrutiny on leakage to unrestricted subsidiaries and dividends from asset sales required and EBITDA pushback centers on capping the synergies/cost savings addback.
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