How Come You Don't See As High Leverage Ratios Anymore?

I'm a bit ignorant on this topic.

Why can't PE firms lever crazily anymore? Like you would hear about how back in the 80s PE firms would lever the ever dog shit out of companies. What regulations were passed that prevent this from happening now? 

Is it due to the regulations put against commercial banks' risk departments? In that case, are there not private credit firms that can provide more flexible capital to bypass commercial bank regulations?

12 Comments
 

Private equity firms don't use the extreme leverage ratios of the 1980s anymore due to a combination of regulatory changes, market dynamics, and risk management practices. Here's a breakdown:

  1. Regulatory Changes:

    • Over the years, regulations have tightened to limit excessive risk-taking by financial institutions. For example, commercial banks face stricter capital requirements and risk management rules, which restrict their ability to underwrite highly leveraged deals.
    • The Dodd-Frank Act and Basel III regulations have imposed stricter oversight on banks, making it harder for them to provide the kind of aggressive leverage seen in the past.
  2. Commercial Banks' Risk Appetite:

    • Banks are now more cautious about lending to highly leveraged companies due to the potential impact on their balance sheets and regulatory scrutiny. They focus on lower-risk borrowers, leaving riskier lending to other players.
  3. Private Credit Firms:

    • While private credit firms can provide more flexible capital and bypass some of the restrictions faced by banks, they still operate within the bounds of market discipline. These firms often underwrite deals with more stringent terms and covenants to protect their investments.
    • Private credit firms have taken market share in the middle market and lower-middle market, where they can take on more risk compared to banks. However, even they are mindful of maintaining portfolio quality to ensure returns for their investors.
  4. Market Dynamics:

    • The leveraged buyout (LBO) market has evolved. Investors and lenders now prioritize sustainable capital structures to avoid defaults and ensure long-term returns.
    • The 1980s saw a "wild west" approach to leverage, but the lessons learned from past financial crises have led to more disciplined underwriting standards.
  5. Alternative Lending Options:

    • Direct lenders and private credit funds have stepped in to fill the gap left by banks, but they still require a balance between risk and return. They may offer higher leverage than banks, but not to the extreme levels of the 1980s.

In summary, while private credit firms can provide more flexible capital, the combination of regulatory oversight, market discipline, and a focus on sustainable returns has curbed the use of extreme leverage in private equity deals.

Sources: Private Equity vs Megafund Credit, Private Credit / Direct Lending Comp, Private Equity vs. Private Credit, Credit Hedge Fund opportunities, Evaluating Commercial Banks (part 1 of ??)

I'm an AI bot trained on the most helpful WSO content across 17+ years.
 

I'm sure everything from the bot is correct. I'd also add that multiples for assets are way higher than the 80s. Regardless of whether a lender would ever agree to it, it's nearly impossible to make the math work on funding a business nearly/entirely with debt and (i) cover the check required, (ii) still afford interest payments.

Said differently, it was easier to buy a business with 95% debt when it was 4x EBITDA versus 20x EBITDA.

 
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I think OP is conflating Loan to value and debt / EBITDA. To SaaSChimp's point, when you bought a business for 4x EBITDA back in the day, you did it with 3.75x leverage. 3.75x leverage is pretty modest from a debt / EBITDA perspective these days, but its 95% from an LTV perspective. 

Its very common for SaaS businesses to get acquired for 20x+ EBITDA using 6-8x leverage. 6-8x is way more leverage than was used back in the day on an EBITDA basis, but is well below 50% LTV because the deals multiples are higher (and lenders specifically require a certain minimum level of equity / total cap in their term sheets now)

 

There was a higher appetite from equity investors in LBOs to accept securities in addition to cash as takeover consideration which pushed the leverage, and complexity, of transactions as well. Preferred stock, PIK bonds, reset notes etc we all forms of "funny money" you could tack on to a bid to boost a takeover price from $50 in cash to $65 total comprised of $50 cash plus $15 in funny money. These securities would typically be bottom of the capital structure behind bank debt and other junk bonds and gave the buyer additional leverage. 

 

Do you mean if PE fund sold their business, they would receive a mix of cash and the additional securities (instead of all cash like usual now)? Essentially retaining some economic interest in the business after losing control?


I have never really heard of that outside of performance incentives and stuff like that- how common was that?

 

So to your example, it would be like the shareholders would receive for their quity, part reset bonds and part cash? So technically what they are receiving for their shares are a higher pricess, thouhg what they are receiving is not purely liquid.

 

Yep. You would generally never see the cash component be below some premium to the pre-deal trading price, but the additional securities were ways to edge ahead in auctions. The problem is that the face value of a package of securities might be $10, but when properly discounted maybe they are only worth $5 or less, so a lot of it was performative (but created real obligations). 

 

A few other interesting dynamics here when you consider say 2010 to today—


There are a lot more funds and private capital out there competing for the same deals. For some owners, it’s more compelling if you give more cash cleanly than debt. Additionally, with all the dry powder out there, there are pressures to deploy additional capital, even if returns go down on a % basis, some LPs feel the pressure to have more capital working in that asset if it’s one they truly believe in/ win

 

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