Archive for May, 2010

More Companies Have “Wal-Mart Risk”

Wednesday, May 26th, 2010 by Ron Carleton

For the 7th time in 10 years, Wal-Mart is #1 on the Fortune 500 list (in the other 3 years, it was #2).  The company is the largest private employer in the U.S. and accounts for 8% of total retail sales in the US. As big box retailers (including Wal-Mart, Target, The Home Depot and others) have gained market share over their smaller competitors, consumer products companies feel the need to sell to these large retailers in order to grow sales.  For some companies, however, selling to the big box retailers has a darker side – what we call “Wal-Mart Risk.”

Customer Concentration Risk

The risk is customer concentration – that a significant portion of a company’s sales are to one company.  The dangers of customer concentration include:

1)    Credit risk – the risk that the customer will go bankrupt and the company will be unable to collect its receivable.

2)    Switching risk – the risk that the company will build capacity to satisfy a large customer, and then the customer switches to another supplier, leaving the company with significant excess capacity (and perhaps unsold inventory).

3)    Buyer power – the risk that the customer uses its position as a large buyer to drive down the price it pays the company for goods.

In order to address customer concentration risk, revolving credit agreements that include a borrowing base often exclude accounts receivable from customers above certain concentration limits (say 10% of total receivables).  This provision significantly limits revolver availability for some borrowers and does not protect lenders from the main risks of customer concentration – switching risk and buyer power.

How is Wal-Mart Risk different?

How should we look at customer concentration risk differently when the large customer is Wal-Mart or one of the other big box retailers?

1)    Credit risk is significantly reduced.  It is unlikely that Wal-Mart will go bankrupt and not pay its suppliers.

2)    Wal-Mart takes advantage of its buyer power more than most.  The downside of selling to big box retailers is that they will demand lower prices, leaving their suppliers with lower margins.  In addition, Wal-Mart is well known for setting other strict terms for its suppliers in terms of product quality, inventory levels, distribution and returns.

Can we “structure around” Wal-Mart risk?

So how should lenders address the ever-increasing Wal-Mart risk among their borrowers?

1)    Waive concentration limits for receivables from high quality vendors, like Wal-Mart, but consider lower advance rates to account for the higher dilution likely from aggressive return and warranty claims.

2)    Consider the impact of the loss of a large customer on the borrower.  Does the company have a contingency plan?  Will it be able to bring down costs and capacity to match lower sales?

3)    Lower leverage!  Companies with significant customer concentration have higher business risk than companies with a diverse customer base and should thus have a more conservative financial strategy – that means less debt.

Have you seen companies and/or their lenders address this risk?  Tell us how – we welcome your comments.

The Refinancing Cliff Is Coming

Wednesday, May 19th, 2010 by Ron Carleton

The problems of the last leveraged buyout  bubble are still with us.  From 2004 through 2007, the U.S. experienced an unprecedented level of LBO activity.  That all ended with the collapse of the debt markets in the summer of 2007 (and the disappearance of the debt markets after the Lehman bankruptcy).

LBO boom

LBOs are funded primarily with debt – somewhere between 60% and 80% of the capital structure.  These are the debt products used:

  • Institutional Term Loans (also know as “Term Loan B” or “TLB”) – often the single biggest tranche of debt, these loans are sold to institutional investors, such as collateralized debt obligations (CDOs) and prime rate funds.  They have very little principal amortization and a final maturity of 6-7 years.
  • Pro-rata Loans (comprised of a revolving credit facility and a Term Loan A) – these loans are sold to banks and typically make up a smaller part of the capital structure than the TLB.  Standard terms for a Term Loan A include significant principal amortization and a final maturity of 5 years.
  • High Yield Bonds – are sold to institutional investors.  They have a bullet maturity (i.e. no principal amortization) and a final maturity longer than the Institutional Term Loans, typically 7-10 years.

The Debt is Coming Due!

Starting in 2012, we will see significant amounts of LBO debt coming due.  Knowing the typical maturities of the debt products and counting forward from the boom years of 2006 and 2007, first we’ll see large amounts of pro-rata loans come due, then institutional term loans, then high yield bonds, as this chart shows:

refinancing cliff

What is the solution?

Highly leveraged companies have been working on this problem for some time.  Given their earlier maturities, much attention has been focussed on refinancing the loans.  Companies have issued new loans (with longer maturities) and high yield bonds in order to repay existing loans and extend their debt maturity profiles.  There have also been many “amend and extend” agreements whereby existing lenders extend the maturity of their loans (in exchange for fees, increased interest spreads and other consideration).

Looking out into 2012 and beyond, the question is whether or not there will be capacity in the loan and bond markets to refinance all of the maturing debt.  The jury is still out on this question.