Navigating LMEs with Armen Panossian, Ronnie Kaplan, and Ross Rosenfelt
Feb 13, 2025
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Join Armen Panossian, Co-CEO and Head of Performing Credit at Oaktree, along with Ronnie Kaplan, a Portfolio Manager for U.S. Senior Loans, and Ross Rosenfelt, a Managing Director and Restructuring Lawyer. They discuss the rising prominence of Liability Management Exercises (LMEs) and their benefits over traditional bankruptcy. The trio delves into the complexities of debt restructuring, uptier transactions, and the delicate balance between lender strategies and borrower assistance, all while navigating a volatile credit landscape.
Liability management exercises (LMEs) have gained traction as a preferred means for borrowers to restructure debts outside of bankruptcy, offering flexibility and preserving equity for stakeholders.
The efficacy of LMEs largely hinges on a lender's position size and relationships, empowering larger investors to secure advantageous outcomes not easily attainable by smaller creditors.
Deep dives
Rise of Liability Management Exercises
Liability management exercises (LMEs) have become the preferred method for borrowers to restructure debts outside of bankruptcy, now outnumbering traditional bankruptcies. These exercises are appealing due to the potential to avoid the lengthy and costly Chapter 11 process, which often results in a complete loss of equity for sponsors. In situations where borrowers engage in LMEs, it preserves optionality for stakeholders, allowing companies to work through financial distress while avoiding immediate loss crystallization. This flexibility can help maintain customer relationships and provide much-needed time for recovery, albeit with inherent risks since about 50% of LMEs ultimately lead to bankruptcy filings.
Understanding the Uptier Transaction Process
The uptier transaction is a notable type of LME in which a subset of debt holders can elevate their claims' priority, often at the expense of minority holders. This process requires the majority’s agreement with the borrower to amend credit documents, creating a coercive environment for non-consenting creditors. While this can result in new capital and benefits for major holders, it can also lead to significant disparities in recovery rates post-restructuring. Understanding the implications of an uptier is crucial for creditors as it may shape their future recoveries if a bankruptcy occurs.
Scale and Relationships Impacting LME Outcomes
The ability to participate effectively in LMEs often depends on the scale of a lender's position and their established relationships within the market. Larger investors are typically better positioned to influence outcomes favorably compared to smaller lenders, who may find themselves disadvantaged during negotiations. The collaborative nature of co-op agreements among creditors can enhance bargaining power against aggressive borrowers, leading to more beneficial restructuring dynamics. Therefore, the significance of both scale and reputation in the credit market is vital for achieving favorable results in LME situations.
Current Landscape and Future Outlook for Credit Markets
The current credit market environment reflects a robust performance among the majority of borrowers, though a small fraction faces heightened distress, leading to the increased need for LMEs. The surge in outstanding credit market growth, particularly in the sub-investment grade category, suggests that even low rates of default can result in substantial numbers of distressed capital structures. Investors are encouraged to remain vigilant, focusing on avoiding weaker credits that may lead to future LMEs while capitalizing on stable opportunities. With essential maturities approaching in the coming years, firms with the right expertise are likely to find substantial prospects within the complexities of upcoming restructuring needs.
Why have liability management exercises (LMEs) soared in prominence? What are the risks and opportunities associated with these transactions? And what factors determine successful navigation of the LME wave? Join Armen Panossian (Co-CEO and Head of Performing Credit), Ronnie Kaplan (Portfolio Manager, U.S. Senior Loans), and Ross Rosenfelt (Managing Director, Opportunistic Credit) as they discuss topics from the recently published Oaktree Credit Quarterly 4Q2024: The LME Wave.
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