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Talk Your Book: The CLO Playbook

2025/5/5
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Shiloh Bates: 我在Flat Rock Global管理着三只不同的基金,都投资于私募信贷贷款。其中,CLO股权基金成立七年,虽然略微落后于标普500指数,但波动性仅为其三分之一。这主要是因为我们投资的贷款具有50%的贷款价值比率,是优先担保贷款,并支付浮动利率。自2021年以来,SOFR利率从零上升到4.25%,显著增加了我们的收入。此外,我们的区间基金结构允许我们每季度回购5%的股份,这有助于管理流动性风险。在经济不稳定时期,CLO中的贷款会不断按面值提前偿还,我们可以用这些资金购买新的、通常以低于面值价格的贷款,以此抵消潜在的贷款损失。我们已经将大约2%的贷款违约率和70%的回收率纳入财务预测中,作为一种贷款损失准备金。 对于CLO股权,你可以把它想象成拥有一个只做纯贷款业务的银行的股票。风险在于当贷款违约时,你需要承担责任。但CLO的盈利能力通常足以抵消部分贷款违约损失,即使在违约率高于我们的贷款损失准备金的情况下,仍然可能获得不错的收益。 我们并非CLO管理者,而是选择优秀的CLO管理者(如BlackRock、New Mountain等),并投资于他们管理的CLOs中,以获得最佳风险调整后的回报。选择CLO管理者时,我们会从大约130家CLO管理者中筛选出20到25家表现最佳的,并购买他们管理的CLO证券,力求以最低的价格购买。 我们的投资者并非只关注收益率,而是根据自身风险承受能力和投资目标选择不同的策略,这需要进行大量的教育工作。为此,我撰写了一本关于CLO投资的书籍,并定期录制播客节目,以帮助投资者更好地理解CLO投资。我们的基金与其他资产类别(如标普500指数和高收益债券)的相关性较低,并且提供有利的回报,有助于降低投资组合的整体风险并提高预期回报。投资者通常会将CLO股权视为标普500指数的替代品,以获得类似的回报,但风险更低;将CLO BB基金视为私募信贷基金和高收益债券的替代品。 我们的贷款具有较低的风险,因为它们是优先担保贷款,在企业出现问题时,我们拥有优先偿还权。在经济风险加剧或潜在衰退时期,我们认为投资者更倾向于选择优先担保贷款,而不是无担保贷款或股票。投资者通常会采取多元化的私募信贷策略,而不是只选择一种策略。我们投资的贷款主要来自美国公司,涵盖多个行业,公司规模从年EBITDA 2000万美元到1亿至1.5亿美元不等。除了贷款表现之外,保持充分投资也是一个挑战,因为自2022年以来,利率上升,杠杆收购活动减少,导致贷款部署速度放缓。如果资产规模迅速增长,我们会控制资金流入速度,以确保能够有效地部署资金。费用比率的计算方式会包含债务利息支出,这可能会使比率看起来偏高,投资者应关注管理费和激励费。我们的策略难以被指数化,因此具有效率优势。我不认为目前的私募信贷市场存在过度杠杆的情况,因为贷款都经过评级机构的评级,并且更高的SOFR基准利率也限制了杠杆水平。当前的CLO与2008年金融危机期间导致系统性风险的CDO不同,其底层资产是具有稳定现金流的企业贷款,风险更低。即使在金融危机期间,如果持有CLO股权至其整个生命周期,其内部回报率也能达到30%左右,这与CDO的表现形成鲜明对比。由于银行不再提供此类贷款,私募股权公司只能通过交易贷款市场或私募信贷市场获得融资。即使私募股权交易出现问题,由于我们是优先担保债权人,我们的风险相对较低,并且CLO的盈利能力足以抵消部分贷款违约损失。可以通过我的书籍和网站了解更多关于CLO的信息。 Michael Batnick: (提问和引导讨论) Ben Carlson: (提问和引导讨论)

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Today's Animal Spirits Talk Your Book is brought to you by Flat Rock Global. Go to flatrockglobal.com to learn about their suite of credit funds, CLOs, private credit. Flatrockglobal.com to learn more. ♪

Welcome to Animal Spirits, a show about markets, life, and investing. Join Michael Batnick and Ben Carlson as they talk about what they're reading, writing, and watching. All opinions expressed by Michael and Ben are solely their own opinion and do not reflect the opinion of Ritholtz Wealth Management. This podcast is for informational purposes only and should not be relied upon for any investment decisions. Clients of Ritholtz Wealth Management may maintain positions in the securities discussed in this podcast.

Welcome to Animal Spirits with Michael and Ben. On today's show, we talk to Shiloh Bates, who is a partner and CIO at Flat Rock Global. I have to admit, a brand new one to me. This is, I think you would say, a boutique firm. Is that correct? Yes. Right? I don't know who came up with that as a name, but it just... If you say, I work for a boutique asset management firm, I don't know. You get like a premium in my eyes. You know what's interesting? You say boutique. I say boutique, but...

Kobe. Like finance and finance? In kindergarten, he went to a boutique. He called it a boutique and we thought it was the cutest thing in the world. I don't even know what boutique means. Let's see. A small store selling fashionable clothes. Yeah, it's a smaller... It's not one of the big, huge brand names. It's a smaller... Anyway, we spoke a lot about CLOs today and at the end, I finally got it. I got it. I get it. I get it and I got it. These are... So Flat Rock is essentially...

The bank that is making loans to these alternative asset managers as their debt financing to do these private equity deals. Yes. Right. Banks can't do it anymore because all the regulations from 2008. It is kind of weird. You could do that. The meme of the guy knocking the dominoes over, right? Great financial crisis, 10% yields for advisors and private credit funds. 10%.

I don't know. Yeah, higher in some cases, right? So anyway, we've been we've had a handful of discussions about private credit and CLOs recently. But I think bringing this together, it's it's it is kind of slowly but surely becoming clear to us because this this stuff is, you know, you and I track this stuff pretty closely and it's still not always easy to understand. So I think if you're going to invest in this stuff, you have to make sure the firm you're working with.

is really good on it, on the education piece. Yes. And so Shiloh actually, he wrote a book on this. He hosts a podcast. So he's like, he's on a content piece, which obviously you and I are very familiar with. I think an educated makes for a good, an educated investor, excuse me, makes for a good investor. And we covered a lot of it today. Like you asked a good question, which actually I was going to ask, but great minds think alike. You got to it before I could. What are some of like the unknown risks? What are some of the risks that advisors might not be thinking about?

So this was an instructive conversation with Shiloh Bates from Flat Rock Global. Shiloh, welcome to the show. Great to be with you guys. We are recording this. It is Monday, April 21st. And once again, there was a lot of volatility in the stock market and in the bond market for that matter. Anything that is liquid, anything with a ticker, it's going up and down violently.

One of the appeals to private markets and CLOs, which we're going to talk about today, are two things. Number one,

High income, people love that. Number two, I'm looking at a chart of your total return and it is basically up and to the right with very minimal blips in between. I mean, the drawdowns are not existent. Anytime I see something like that, my antennas go up. So why is this? How does that happen? Where's the free launch? How do we get big income distributions and very little price volatility?

Sure. We manage three different funds. If you're talking about the CLO Equity Fund, basically it's been around for about seven years. It's lagged the S&P 500 by about 150 basis points since inception, but it's had a third of the volatility of the S&P. The reason that I think we can offer attractive risk-adjusted returns versus the S&P are a few things.

One is, you know, really across all three of our funds, we provide exposure to private credit loans.

And so these loans, they start their lives with like a 50% loan to value. They're senior, they're secured, but they pay floating rates of interest. So SOFR is the rate in my market. And if you go back to 2021, SOFR was basically zero. Now SOFR is at four and a quarter. So that's meant more income into our funds, more income into the CLOs. So that's

one dynamic that we benefit from. When did, sorry, when did SOFR take over from LIBOR?

So that was about a year and a half ago. So LIBOR was fixed. There was a big kind of scandal about that. And SOFR, LIBOR was basically like a theoretical rate where they polled banks and said, hey, if you needed to borrow overnight, what would the rate be? And there was like a shenanigans scandal, right? Yes, out of the UK. And so now we use SOFR, which is

A real rate where banks lend to each other on a secured overnight basis. All right. So that's a terrible, terrible first question on my part. Forgive me. I should have started here. Who is Flat Rock Global? Sure. So we started in business about seven years ago. We manage a billion five of AUM and our three strategies are in interval funds. So that's one thing that's unique about us.

And across three of our funds, we provide exposure to private credit loans. So really the only question is, do you want to own the loan directly on your balance sheet or do you want exposure to them through the CLO structure? And then within CLOs, we have

private credit loans owned in CLO BBs, BB notes, and also CLO equities. So those are our three strategies. And I think one thing that's different about our firm is, again, being in business for about seven years, growing to a billion five of AUM, it's been like nice, steady growth. And along the way, we've been hyper-focused on our track record. So I

I've seen months and quarters where other firms have raised almost the totality of our business. And, you know, that might be good for the asset management firm they work for, but we're really just more focused on our track record. That's kind of our DNA at Flyrock.

Mike and I have talked about this before, but I think it's good for a refresher. Explain to the audience what an interval fund is and how it works. Sure. So it's very similar to a mutual fund. You can buy a share any day using a public share price or NAV.

But the key difference is that because what we own, the underlying assets are illiquid, we're not in a position to do redemptions daily. So how we set it up is that people buy shares using the NAV. And if people want out of the fund, we agree to buy back 5% of shares each quarter. So those are the tenders.

And that's a fundamental policy of our funds. So that's not something that's at our discretion or at board discretion. So that's basically how an interval fund is different from a U.S. mutual fund. Where can you buy an interval fund? Any brokerage firm, where can you buy them? Yeah, so our funds are on all the custodial platforms. So if you're an RIA, it's just point and click.

And then if you're not an RIA, you can send in, mail in a subscription document. All right. Dumb question. Where does the nav come from? Because the point that I opened with, like, it just seems literally up and to the right. Is that...

Who's making that? Is that the market? Is that you? Is that an auditor? Where does the price actually come from on a day-to-day basis? If we're talking about CLO equity, it's not always up and to the right. During COVID, for example, our peak to trough drawdown was 22%. We captured about two-thirds of the drawdown of the S&P.

And how we do the daily nav is that our CLOs are marked by a third party daily. So they send us an Excel file with all the marks for our securities. And then that flows into Ultimis as our fund accountant. And they calc the nav using those third party prices. That's how it's done. Okay. So the big question right now for everyone is, okay, the economy's slowing down.

recession is perhaps at our doorstep. Who knows? But it's possible. What does that do to this type of strategy? So you mentioned in the COVID period, and that was interesting because, yes, that was a recession, but you also had this credit event where spreads were blowing out and people were selling treasuries too. Everything was getting sold there for a little bit until the Fed stepped in. So it's hard to know if we get a recession, if that would be

some sort of credit event like this where this happens, but what sort of baselines do you, and expectations do you set for investors if we do go into a slowdown period? So when we invest in CLO equity, we provide exposure or we get exposure to 200 different private credit loans. And the loans are rated single B on average by Moody's and S&P. And we know that not all of the loans are going to be money good at the end of the day. So

Looking back over the last decade, we see roughly a 2% default rate on the loans and a 70 cent recovery. And so we bake that into all of our financial projections. And you could think of that as a loan loss reserve. So one thing to keep in mind is we already have a loan loss reserve, and that's very different from other asset classes where if you're in a loan fund like a BDC or a separately managed account,

And a loan defaults, you just kind of, there's no loan loss reserve and you just kind of take the hit on your NAP. So then what we've seen in CLOs is that when you hit pockets of instability or higher recessionary risk, that the overall loan market tends to trade down. And loans in the CLOs are constantly prepaying at par. And with those par proceeds, the CLO manager goes out into the market and they buy new loans, often at discounts to par.

When you hit a recessionary period, on the one hand, you expect to take more losses on loans, which is negative for your returns. At the same time, lots of loans are still prepaying at par. The expectation is that you can buy discounted loans that can offset the higher loan losses that you might experience. What is CLO equity?

Think of it like this. Basically, the CLO has 500 million of assets in it. Let's call it a loan pool of 200 different senior secured loans, floating rate. The loans are created in leveraged buyouts. Imagine Aries, Apollo, KKR, they buy a company, they put up about half the purchase price in equity, and they finance the remainder with a term loan.

And that term loan today might end up in literally dozens of different CLOs. So that's the vehicle that owns these loans. And then so that's the CLOs assets. And then we finance this CLO by issuing debt that's rated AAA down to BB. And that's long-term non-marked market financing assets.

And then CLO equity, you could think of that as like the owners of this pool of loans. So it's kind of imagine if you bought a stock in a bank today, except the bank is only a pure play lender. That's the way to think about CLO equity. And so in this investment strategy, kind of how it works is

The CLO is very profitable, and so it distributes to the equity very large payments each quarter. But then the risk is that you're on the hook when loans default. That's the risk that you're running there.

So I'm curious, who are your investors in a fund like this? Is it retail? Is it mostly advisors? Like who's coming to your door and asking for help with this? Yeah. So it's large RIAs who, you know, their clients go to them and might say, hey, listen, I'm not sophisticated in how I should have, how I should allocate my portfolio. And a lot of RIAs would have funds like ours in a model where say we're 5% or something of their assets.

And as those clients kind of increase their exposure to the markets or decrease, that's funds that might make their way into the Flat Rock funds.

Hey, I apologize for the mischaracterization of the line go up earlier, twice earlier. I was talking about the enhanced income fund as well as the diversified private credit fund. So those are legitimately up to the right, but this is a different animal. So apologies there. Happy to describe the enhanced income fund. If you'd like, that's the other CLO strategy. I guess before we get there, just sticking with the CLO equity,

So you're investing, like you're loaning money to the areas of the world who are then loaning money.

to the deal sponsors? Am I misdescribing it? Think about it like this. At FlatRock, we're not a CLO manager. We're not picking the underlying loans that go into CLOs. We hire a CLO manager to do that. At FlatRock, our biggest CLO managers are people like BlackRock, like New Mountain, like Jefferies, Barings, a lot of the big alternative asset managers.

are our CLO managers. So how does that process work? Like, what are you looking for to determine, all right, we're giving BlackRock 8% of the portfolio, this company is getting that. What are you looking, what are some of the characteristics that you're looking for? So in CLOs, there's roughly 130 different CLO managers. And my job, one of my jobs is to kind of distill, you know, that list of 100, 130 to about 20 or 25 that we want to work with.

And then within that list of who we think are the top performers, my job is to buy the CLOs that offer the best risk-adjusted returns. And part of that is trying to buy CLO securities as cheaply as possible. So there's a ton of money going into private credit these days. And working in the wealth management space, Michael and I are inundated with emails all the time.

How do you try to stand out in this space and get people to trust you? Because it seems like there's an endless opportunity to find managers in this space. Sure. So in our CLO funds, I think the opportunity is that, you know, I go to a lot of private credit conferences and the conclusion of, you know, all the panelists and, you know, I think people in the audience is that they think private credit's pretty attractive and

And if you come to that conclusion, CLOs are one way to implement that strategy. So for example, we have a CLO double B fund. And how that works is that if people want exposure to today, 2000 different private credit loans, they can do that through the CLO double B note. And the attraction of doing that is that in the CLO structure, there's a third party equity investor who signed up to take the risk

on the underlying loans. And so, again, if you invest in a GPLP fund or a BDC and loans default, that's the risk that you're taking, right? But if you do CLO BBs, it's, again, exposure to this diversified pool of loans. But there is a CLO equity investor who signed on to take the primary risk of loan defaults.

And so if you look back over 30 years, CLO BBs have basically a de minimis default rate. It's about 25 bps. And so like what we found from our RIA clients is that for people who are either concerned about the economy in general, or they think maybe too much money is flown into private credit, the CLO BB space is a way to invest in that in a more conservative way.

So you mentioned that the CLO equity, the ticker is FROPX, F-R-O-P-X. Yes. It did have a 20-ish percent drawdown during COVID. But it's, I don't know, it's given you like, you can fact check me here, 85% of the upside of the S&P with much, much, much smoother, a much smoother ride. I mean, I guess if you're investing in equity, then an equity benchmark is appropriate. That's right. Yeah.

There's also no other great benchmarks. We benchmark against the S&P 500. We could also benchmark against the Russell

If we did that, we'd handily outperform the Russell. Sorry to cut in. How often do you get distributions of this? Is it monthly, quarterly? So this pays monthly distributions that are covered by the fund's net investment income. You know what would be a good benchmark for this? I'm an ideas guy, so I got to lay it out there. I feel like a covered call strategy is a pretty good benchmark for something like this because it's probably lower volatility. You're getting the higher income, but you also have equity-like characteristics. Thoughts?

You know, that's an interesting idea, but I don't... I'm not an options guy, so something to consider. All right. Just the kind of stuff that we hear a lot. I'm curious how often do you have...

advisors coming to you and they're just focused on the yield piece of this. Like they're picking the fund based on the yield versus how much do advisors actually understand the different fund structures in the different variations among the funds that you're getting to. I guess what I'm trying to get at here is like how much education is necessary when you're helping people figure out what fund is right for them.

Yeah. So it's a very big educational process. So I don't think our end clients are buying for yields. In fact, because we have three different strategies, they rank from a distribution yield of 9% at the low end to CLO equity at 15.5%. And we're not just seeing people buy the higher one. That's not what they're doing.

In my strategy, I like to and have to do a lot of education for folks. So I wrote a book on CLO investing, and I wrote it really with kind of the target audience.

The target reader is like an RIA, somebody with financial knowledge, but not in the CLO space. And I think that it's very comprehensible. And then also, like you guys, I have a podcast where once every couple of weeks, I have somebody on from the CLO market to talk about the performance of the underlying loans or

anything that's really kind of topical in the space. I like to do that kind of education. Hey, we're all about plugs here. What's the name of the book in the podcast? Give it to us.

So the podcast is The CLO Investor by Shiloh Bates, me. And the book is CLO Investing with a focus on CLO equity and BB notes. And the book's on Amazon and the podcast is on Spotify and everywhere else. So what's the pitch for investors? If somebody's like, hey, why do I need this? Why can't I just buy anything else? What's the pitch?

The pitch is that our funds have pretty low correlation to other asset classes like the S&P 500 and high yield or the ag. They also offer pretty favorable returns. By including our funds in an investor's portfolio, if you think about it in the parlance of the

Economics, whatever, it's like basically you're pushing out your expected return and lowering the overall risk of your client's portfolio. That's what our funds are designed to do.

When you have conversations with advisors, do you get the feeling that they're using these strategies and taking from fixed income and having that be just a diversified portion of that? Are they taking a little from stocks and bonds? What is the asset allocation decision here? Sure. So for CLO equity, we see it kind of as a one-to-one into our fund out of the S&P 500. We see it as a way to get equity-like returns, but with, again, a fraction of the volatility of the S&P 500.

One thing, one piece of research we've looked at is over the last 20 years or so, CLO equity, there's only like 5% of deals that have had negative returns. So it's a great way to try to get that equity return you want, but with limited or reduced downside exposure. And then for our CLO BB fund, I think people allocate to that fund

In lieu of private credit funds where they own the loans directly, where they're taking the first loss risk on the loans, and also high yield. That's another...

asset class where we think our funds can really kind of shine in comparison. What do investors need to believe for this to make sense? Do they need to believe a story about interest rates, a story about the economy, the growth in private markets? What's the thesis that drives this investment making sense?

I don't think you need to believe a lot because the loans, again, that we provide exposure to, they start their lives with a 50% loan value. These are companies that a sophisticated private equity firm wanted to own the equity, thought the business would be able to grow revenue and profits over time. Because the loan is senior and secured,

If the business has problems, if there's a restructuring, if there's a bankruptcy, we're first in line in that senior secured position. And so the underlying loans that we provide exposure to, we see them as much more conservative than other investments like the S&P 500 or high-yield bonds, which are unsecured.

And so our asset classes can definitely underperform at times in an absolute sense. But in periods of heightened economic risk or potential recession, we think people want to be first lien senior secured and not unsecured or not owning equity. We think in a recession, our underlying loans will certainly outperform other corporate securities.

When you have your conversations with advisors, do you get the sense that they are using multiple private credit strategies to, because you keep talking about and comparing and contrasting your strategy with other private equity or private credit strategies. Do you get the sense that they're doing that or are they pretty much picking one and sticking with it? So I think they're taking a portfolio approach. I mean, there's like,

one or two very large funds in interval funds that are private credit. And when I talk to RIAs, they usually have exposure. A lot of times they have exposure there. And then there's probably five other private credit-focused interval funds that are also very popular. So we...

We're often, you know, compared versus them and kind of pitching against their, against their products. But I don't, I don't think there's anybody where we get a hundred percent wallet share. And I don't, I don't think our competitors do either. If you were to, if an investor were to look under the hood into the pool of loans themselves, and I know it's like a diversified pool of a diversified pool of loans, you

What are we investing in, in terms of, are these US-based only? What sort of sectors, industries are we talking about? What size are the companies? Sure. So each CLO might have 200 different borrowers in there. And it's going to be diversified also by industry. So there's going to be a cap on how much the largest industry in there. In CLOs, generally, the biggest industries are going to be technology, healthcare, and business services.

And then these are going to be companies, US-based companies, where they're doing, call it $20 million of EBITDA or cash flow per year up to $100 or $150 million of EBITDA. So they're not going to be companies that are on page one of the Wall Street Journal, but they're going to be companies that provide a material product and service in the economy.

The recession risk is the obvious one to everyone. Like what could be a problem for some of these types of strategies? What are the other risks you think that advisors aren't really considering when investing in private credit? Like, is there anything that people are overlooking? Sure. So I think a challenge now is not just the performance of the loans, but also just staying fully invested, right? So if you're an interval fund and you've raised a lot of money for a private credit strategy, it turns out that

These loans, the underlying collateral is created in leveraged buyouts. And since 2022, interest rates went up.

And LBO activity has gone way down. And so I think it's very hard for private equity firms to find companies that they believe in, that they can acquire at a price where they can pencil out the 20% plus returns they're going for, especially given the higher SOFR base rate, right? So they're paying their lenders less.

Again, the loans are floating rate. They're paying their lenders much higher interest expense. And so there's a risk that you fund into, say, an interval fund and sit in cash for longer as it takes time to deploy.

And I think one of the benefits of our slow growth hyperselective approach is that we don't see those inflows that would give us concern on just the negative cash drag there. What if you were to triple overnight in terms of the assets that you manage?

Like you mentioned that you're very focused on performance and not overextending yourself. Would you not be able to deploy that or what would be the risk of you getting too big? Well, I mean, you know, basically we raise in all of our funds in the interval fund structure, we might raise...

you know, one or 2 million a day in each of our funds. You know, it's something like that. And if more money came in than we could, um, accretively, uh, deploy, uh, we just put, we just put the brakes on it. That's how we think about it. So I'm a big investor in, in our funds as our, uh, and other members of management, uh, as well. And so we're kind of, we're aligned alongside our investors and, and,

If more money came in, then we could handle, we just put the, put the brakes on it. Meaning like you could actually prevent money from, you could like gate it on the way. Oh, interesting. I didn't know that. Yeah, we could. One of the things that caught my eye as looking at the material was there's a big gap between like the, and I want to get your compliance in trouble here, but the gross expense ratio versus the management fee. Sure. Could you, could you talk about that?

Yeah, so basically the way the SEC requires you to disclose your expense ratio, in that they would include, for example, if you borrow or if you have preferred shares, the interest expense for both of those would be in the expense ratio.

And so we borrowed-- let me give you an example of our CLO equity fund. So we have preferred shares that were put in place during the zero interest rate period that have their fixed rate in the 6% area. And we're going to enjoy that cheap cost of capital for years in that fund. And it's a huge benefit to fund returns and to our return on equity.

Well, in our expense ratio, all the distributions from preferred are captured in the expense ratio there. So it looks skewed. I mean, what investors should care about is what's the amount of profits that are leaving the fund

in a way that doesn't kind of benefit them, right? So across all three of our funds, we have a one and three-eighths management fee, and we have an incentive fee of 15% over a hurdle that varies by strategy. So that's when people are asking about the expense ratio, I mean, I would kind of explain the debt. And then also, I mean, management fees are what

what I think investors should, uh, should focus on. And then for all three strategies, you know, what we do is we think these are inefficient strategies. So they're not, it's not something that you can kind of like index. If you want, if you want to invest, you know, fit at 50 bips or something like that, you're not going to find anybody who's kind of doing our, our strategies.

You don't need to name any names, but are you seeing deals go down these days where investors are simply, because they have so much money to put to work, over-levering up because they want to keep the yield high? Is that something that's happening in the private credit space a lot these days? I don't think so. In my CLO funds, the CLOs, all their securities are rated.

Again, by Moody's and S&P, the top part of CLOs is rated AAA. The most junior CLO debt security is BB. To get those ratings, to have the CLO rated, all the underlying loans that go into the CLO also have to be rated. A lot of money has flown into private credit. People ask me, hey, is it a bubble or not?

Well, the rating agencies have not changed their rating criteria for the underlying loans that go in, nor have they changed their rating criteria for the CLO securities that are sold. And so I don't think lenders are stretching on leverage. One, and two, one of the benefits of having this higher SOFR base rate is that

Company's interest expense is higher, which benefits us. That means that the initial leverage of the deal has to be a little lower than it would have been, for example, during 2021.

Shiloh, back in the GFC, a lot of these three-letter acronyms were at the epicenter of the decline in our financial system. What's different or improved about the current crop of products versus the derivatives that almost took the system down in 2008?

Sure. And I think my answer to this question maybe ties into one of your previous questions about why we earn excess returns in our space. And one of the reasons, I think, is that we're kind of painted with the same brush of the securitizations that failed during the financial crisis. So the CDOs that failed and that almost brought the economy to a halt, if you look through to the underlying loans, what you would see

is subprime mortgages, maybe no docs, the end mortgage holder had no job, no income. This is very different from the kinds of assets that are in CLOs. So again, the CLO has corporate borrowers with call it 20 million of cash flow and higher.

One of the things that surprises people is that if you bought CLO equity right before the financial crisis and you held it through its 12-year life or so, the IRRs there would have been in the 30% area. The CLO equity, that's who takes the most risk in the CLO.

That performance is in sharp contrast to CDOs where there were defaults all the way up into the AAAs. And so in CLOs, no AAA is defaulted.

And in fact, even the CLO BB, which is the most junior debt that's sold by the CLO, that has a de minimis default rate as well. So today, CLOs are $1 trillion in AUM. It's like a very big asset class. And the growth has been partially driven by performance since the GFC.

Last question for me. I don't think we spoke a lot about the borrowers themselves. Why are they tapping this form of a loan instead of a more traditional financing? So banks are no longer making the kinds of loans that end up in CLO. So if you're Apollo and you're buying a software as a service technology company, maybe you want to leverage it five and a half times or thereabouts. Banks are not making those loans. So that's going to be made...

in the traded loan market or the private credit market. And the financing rate today, like on average for private credit, it's about 5% over SOFR. So that's like basically a little bit over a 9% yield. And, you know, that's kind of, I mean, that's really kind of the story for private credit. That's like why, you know, why it's interesting. 9% yields on the underlying assets and first in line for repayment if the business gets into trouble.

This is why Jamie Dimon hates private credit because he's feeling like he's missing out, correct? That's correct. All right. So Shiloh, I know we've already been on the line for 34 minutes, but just in wrapping up, this is not an easy space to wrap your head around. So for somebody that's like, wait,

What is this? I'm investing in Flat Rock Global, which is an interval fund that invests in different CLO pools, whether it's BlackRock, Aries, KKR, whoever. And then they're investing or they're loaning money to these middle market companies for operations. And then it's all flowing back? That's correct. Okay. Okay.

Nailed it, Michael. Yeah, I mean, I could try to do it myself. So again, so in my example, Apollo is making a private equity investment. They only put up half the purchase price in equity. The remainder is a first lien term loan. That term loan ends up in literally dozens of CLOs.

It pays its interest into the CLO. And then in the CLO, the equity is, you know, that's the junior security. That's who gets paid last. And then that those distributions go into are received by our fund. And then they're paid out by the fund in monthly distributions. Wait, hang on. So I actually think I misunderstood a part. I think I misexplained this or maybe I'm misunderstanding now. So your.

loaning money or buying a piece of... So BlackRock is putting... I'm sorry, BlackRock. Blackstone is putting up half the money in a deal. The other half is coming from the CLO. So it's not like Blackstone is making loans to... Well, all right. Okay. In that example, Blackstone needs a loan because they're only going to put up 50% of the purchase price. They're going to borrow the rest.

And those borrowings are the fuel for the CLO market. All right. So ultimately, you're making the loan to the alternative asset manager who is then making the loan to, or not making the loan, who is using this loan to purchase these companies. Yeah, that's right. So I guess the one follow-up question would be, what happens if the private equity deals come under fire for some reason, or they run into trouble? Is it just because you're a senior note that you're not that worried in that situation? Yeah.

Yeah. Again, these loans do occasionally default. Looking back over 10 years or so, it's about a 2% default rate. Fortunately, when you're senior and secured, the recoveries are going to be better than if you would have owned a high yield bond, for example.

But basically, the income from the CLO, if we're talking about CLO equity, enough profitability is produced by the CLO that even in times where default rates are above your loan loss reserve, it can still be a good year. So Shiloh, for people that listen to us and are still not quite sure what CLOs are, how do they reach you? Yeah, so I would start with a book. So again, CLO Investing on Amazon.

And then they can reach out to us just through our website. It's very easy. We're happy to do a lot of CLO education. And I think we're pretty good at it. Cool. Thanks for coming out today. Thanks. Enjoyed it. All right. Thanks, Shiloh. Remember, check out flatrockglobal.com. Check out his book. We'll have links to that in the show notes. Email us, animalspiritsathecompoundnews.com.