Bain Capital is refinancing its fifth post-crisis CLO of the year, after launching plans to seek out new terms – including an extension – on its 2015-vintage, $519.7 million broadly syndicated Race Point IX CLO.
According to presale reports, Bain Capital Credit will issue six classes of replacement notes from both the senior, mezzanine, and subordinate level notes in the transaction that was originally issued two years ago with $500 million in notes. The Class A-1 replacement notes are sized at a $285 million balance level, with an expected interest rate of 121 basis points over Libor.
That compares to the original AAA paper issuance of $323 million in notes in March 2015, at a price of Libor plus 151 basis points.
Since the deal includes new terms such as a deal extension of two years for the original expected maturity date, Race Point IX’s exemption from risk-retention requirements is being waived by Bain, which will be including $63.15 million in subordinate preferred shares to serve in that capacity.
Under terms of a Securities and Exchange Commission guidance letter last year, CLO managers would be permitted a single-use refinancing of an existing CLOs if it primarily restricted the change to a tighter spread on the senior note tranche – and is allowed use of this refinancing tool only once.
The exemption is known as a “Crescent letter” carve-out, since the SEC was responding to a query from U.S. CLO manager Crescent Capital over permissible refinancings that would not trigger risk-retention since no additional securities were issued.
The other refinancing deals sponsored by Bain this year including its $684.4 million Race Point VIII CLO in February (now with a coupon of 134 basis points over Libor); Avery Point III (April) and IV (March), each totaling more than $900 million and now carrying basis point spreads of 115 over Libor (Avery Point IV) and 112 basis points (Avery Point III). In additional Bain Capital Credit CLO (formerly named Cavalry III) was refinanced June 30 at 125 basis point over Libor.
Bain also participated in a European CLO refinancing, with the changes made to a €325.13 million Rye Harbour CLO, which was re-priced at 90 basis points over the negative Euribor rate.
Upon completion, Race Point IX would be among 393 U.S. CLOs to price this year, at a total refi volume of $117.9 billion as of this past Monday, according to JPMorgan leveraged loan and high yield research.