Alcentra LTD Full Rating Report 2014
Alcentra LTD Full Rating Report 2014
Alcentra LTD Full Rating Report 2014
Alcentra Ltd
Full Rating Report
Key Rating Drivers
Stable Organisation, Strong Parent: Alcentra Ltd is one of the largest and longest
established European sub-investment grade credit asset managers. It benefits from the support
of its parent company, The Bank of New York Mellon Corporation (BNY Mellon;
AA/Stable/F1+), while operating as an independent subsidiary. Alcentras senior management
team has been in place for over 10 years and is highly experienced.
Outlook
Stable
Profile
Asset under management
(Oct 2014)
Date of creation
Domicile
Ownership
EUR10.2bn
2003 (Europe)
UK
100% Bank of
New York Mellon
Corporation
67
26
Suitable Control of Risk: The risk management and governance framework provides suitable
coverage of the main risks. Investment risk management is monitored by a monthly risk
committee. An independent risk manager has a wide remit to cover market, counterparty,
business and operational risks, which is also reported to BNY Mellon dedicated resources.
Disciplined Credit Approval Process: Alcentra adopts a two-stage credit approval process,
consisting of a preliminary credit screening followed by more detailed due diligence. Access to
market information is well developed. An investment committee formalises the process, which
meets monthly. Credit monitoring is ongoing and the committee formally reviews all credits on a
quarterly basis.
Best-In-Class Investment Administration: Alcentras investment capabilities revolve around
its strong team, use of appropriate systems and its effective processes. Robust controls are in
operation, and Alcentra benefits from strong relationships with its administrators, custodians
and trustees. Alcentra benefits from the oversight, experience and resources of BNY Mellon.
Integrated Systems: The front-office system, Everest, is integrated with the back-office
system, Wall Street Office (WSO), while allowing access to real-time, customisable data flows.
An in-house IT team lead the maintenance and upgrade of systems.
Category Assessments
Good Standards
Company
Controls
Investments
Operations
Technology
High Standards
Highest Standards
Source: Fitch
Profile
Analysts
Richard Woodrow, CFA
+44 20 3530 1388
richard.woodrow@fitchratings.com
Alastair Sewell, CFA
+44 20 3530 1147
alastair.sewell@fitchratings.com
www.fitchratings.com
20 January 2015
(EURm)
accounts
8%
12,000
10,000
8,000
Funds
30%
6,000
4,000
CLOs
62%
2,000
Oct 14
2013
2012
2011
2010
2009
2008
2007
2006
2005
2004
2003
Source: Alcentra
Source: Alcentra
Fund of funds
High net worth 0.9%
individuals
Other
1.5%
1.7%
Private banks
3.9%
Source: Alcentra
North America
14%
Banks
37.4%
Pension funds
14.5%
Asset
managers
19.6%
Middle East
Pacific
1%
1%
Asia
6%
Europe
78%
Insurance
20.6%
Source: Alcentra
Company Structure
Alcentra Corporate Structure
Global Banking & Admin
Group; USD1.6trn AuM
(September 2014)
Alcentra Asset
Management Limited
(European Investment Activities)
Alcentra Limited
(UK)
Alcentra NY LLC
(US Investment Activities)
Related Criteria
Asset Manager Rating Criteria (May 2014)
Alcentra Ltd
January 2015
Highest Standards
Alcentra is 100% owned by BNY Mellon (AA/Stable/F1+). BNY Mellon first took a stake of 80%
in Alcentra in late 2005 and has increased this gradually to full ownership. BNY Mellon regularly
provides seed capital for Alcentra products, showing its commitment to the firm.
Alcentra benefits from BNY Mellons extensive resources, particularly in distribution, legal and
compliance matters. Alcentra has full investment autonomy and operates as one of BNY
Mellons 15 specialist boutique asset management companies.
Alcentra is highly profitable. EBITDA in 2013 was stable compared with 2012, and management
fee margins remained healthy.
Alcentras client base is diversified by type. Although 78% are European based, they are well
diversified by country. There is no large single client concentration amongst Alcentras investors.
Alcentra holds capital well in excess of regulatory requirements. Alcentra does not have any
debt.
Alcentra has launched four new European CLOs since July 2013. Despite this, AUM within
European CLOs has fallen slightly, reflecting historic CLOs being called. The proportion of
Alcentras AUM in CLOs continues to fall (from 76% of AUM in May 2013 to 62% of AUM in July
2014).
Overall, Alcentra is diversifying AUM sources and has seen inflows particularly into European
loan strategies, multi-credit strategy mandates, structured credit funds and into Alcentras direct
lending initiatives, following the launch of a European direct lending fund in 2013 and final close
in November 2014. Growth is expected in Alcentras structured credit products during 2015,
following the recent announcement of the integration of Meriten Investment Management
GmbHs five person structured credit team into Alcentra in December 2014.
Alcentra retains a large amount of cash on its balance sheet, albeit less than at end-2012 due to
the investment of seed capital in newly launched CLOs. Based on Fitch estimates, Alcentra
would break-even under an extreme stress scenario of a fall in AUM of 50%.
Experience
The Alcentra Group was established in 2002 in the US through the acquisition (by the Alchemy
Group and the founding partners) of Imperial Credit Asset Management from Imperial Credit
Industries Inc, and of Barclays Capital Asset Management from Barclays Bank Plc in March
2003 in Europe. In 2005, the Alchemy Group and Alcentra Group management and employees
sold a combined 80% holding in the Alcentra Group to BNY Mellon.
Experienced, stable teams
Alcentra is one of the largest and longest established European CLO managers. Alcentras
strategy is to focus on selective expansion, notably into direct lending and multi-strategy
vehicles, based on Alcentras core skills as a sub-investment grade asset manager.
Fitch believes Alcentra is making strong progress in transitioning from a pure CLO manager to a
fully diversified sub-investment grade credit asset manager.
Alcentra Ltd
January 2015
Highest Standards
Alcentra is regulated and authorised by the UKs FCA, and other affiliates are regulated by the
US SEC, the Irish Financial Services Regulatory Authority and the Luxembourg CSSF. KPMG
acts as Alcentras auditors; to date its opinion on Alcentra has been clean.
Alcentra is subject to biennial audits from BNY Mellons internal audit department. In addition,
BNY Mellon conducts more regular, specific reviews on a rotating basis. Alcentra is subject to
BNY Mellons conflict of interest policy.
Alcentras products incorporate a range of structures, including CLOs, Limited Partnerships
(LPs), Structured Investment Funds (SIFs), and closed ended funds. In all cases the assets are
segregated with respectable third-parties as trustees/custodians. Alcentra also manages
numerous segregated mandates.
All the funds and CLOs use well respected service providers, including BNY Mellon as CLO
collateral administrator, UBS and Barclays as prime brokers, KPMG as fund auditors, and BNP
Paribas as administrator for Alcentra European Floating Rate Income Fund (AEFRIF). The
Sanne Group, a new relationship for Alcentra, administers the UK and European direct lending
funds. BNY Mellon, State Street and/or GlobeOp act as administrators for the remainder of
Alcentras fund range.
On the AEFRIF board, and the UK and European direct lending funds boards, all directors are
independent. On the European Loan Fund, Structured Credit Opportunity Fund I & II, and the
Global Special Situation boards respectively, a majority of directors are independent.
Staffing
Alcentra has specific teams for each strategy, backed by appropriate administrative and support
resources.
Fitch views positively the hire of an independent risk manager in 2013, establishing a separate
risk function at Alcentra. The risk manager has a wide remit to cover investment risk,
counterparty risk and operational risk, amongst others. There is a separate compliance team of
three in Europe (seven globally.) Alcentra benefits from the depth of shared knowledge and
resources at BNY Mellon, specifically in compliance, risk and distribution.
Portfolio managers (PMs) are responsible for conducting trading themselves with the
exception of HY bonds, where an experienced HY trader is used.
In Fitchs opinion, the senior management team brings consistent and stable leadership to the
business. The management team is highly experienced; with an average of over 25 years
industry experience and over 10-years company tenure.
David Forbes Nixon (chairman, CEO and co-founder) has 27 years industry experience. The
CIO, Paul Hatfield, has 28 years experience, with 12 years at Alcentra. Robert Bennett
(CFO/CRO/COO) also has 28 years industry experience, with 11 years tenure at Alcentra.
Alcentra has introduced the position of Chief Administrative Officer, filled by Lynn Tidd. Her role
includes talent acquisition and management, and strategic business planning. This shows the
increasing institutionalisation of Alcentra.
Alcentra Ltd
January 2015
Highest Standards
Staffing (Continued)
Fitch believes that members of staff are well compensated. There has been a good level of staff
retention, with little staff turnover since the inception of the company. Whilst two PMs have left
over the past year, Fitch believes there is sufficient experience and knowledge within Alcentra to
replace them.
Strong alignment of interest
Alcentras long-term incentive plan invests in Alcentra products, providing a strong alignment of
interest between staff and investors. Several Alcentra employees also personally invest in
Alcentra products, which is monitored and approved by BNY Mellons ethics committee.
Alcentras remuneration policies are aligned with those of BNY Mellon, which are reviewed by
BNY Mellons remuneration committee. Cash components of variable remuneration are deferred.
David Forbes-Nixon
Chairman and CEO
Robert Bennett
CFO, COO and CRO
Lynn Tidd
Chief Administrative Officer
Fund Administration
18
Tim Herman
CTO
+ 1 IT Staff
Business Development 6 /
Investor Relations 3
James Algar
CCO
+ 2 Compliance Staff
Office/Financial Administration
7
Risk Manager
1
Alcentra Ltd
January 2015
High Standards
The risk committee reviews relevant metrics, such as price movements, lowest trading assets,
and liquidity, among others. Incremental improvements were made to the reporting provided to
the risk committee, following the hire of an independent risk manager in 2013.
The independent risk manager reports to the CCO and CRO. He has a wide remit to monitor
and report on all the various risks Alcentra faces (e.g. market, operational, counterparty).
Alcentra has a separate compliance team of three in Europe, appropriate for its size.
The CRO and head of compliance (CCO) have reporting lines to the head of risk and
compliance at BNY Mellon and meet formally on a monthly basis.
BNY Mellons policy on operational risk is adopted at Alcentra, with the risk manager working
with the dedicated operational risk officer present at BNY Mellon.
The operational risk management process includes risk control self-assessments by each
business area and specific risk assessments to be undertaken by the risk manager. Risk
mitigation action plans are documented, tracked and reported to the board. All incidents are well
captured and tracked to completion via BNY Mellons operational risk monitoring systems. Risks
are assessed as part of ICAAP.
Operational losses over the past three years have been low at Alcentra, with no monetary
operational losses in 2013.
Relationships with custodians and other third-parties are monitored by the operations team at
Alcentra. A new counterparty review process exists. The Sanne Group was hired to administer
Alcentras direct lending funds, a new relationship for Alcentra, following a formal tender
process.
Service level agreements (SLAs) are in place, governing the relationship with the various
counterparties. Annual on-site due diligence is performed, with regular update calls to assess
performance. Alcentras operations team replicate the administration process for all products;
accuracy and timeliness of NAV production/trustee accuracy for the relevant products is the key
metric reviewed. BNY Mellon have replaced State Street as the administrator for the
Luxembourg domiciled fund range.
Alcentra selects and monitors counterparties using objective criteria. BNY Mellon maintains an
eligible broker list, which is continuously monitored and updated.
Funds enter into standardised contracts (e.g. ISDAs) with counterparties as appropriate.
Alcentra Ltd
January 2015
High Standards
Weekly trading exposures and volumes across counterparties are monitored by the operations
team and the risk manager using WSO.
Everest contains a pre- and post-trade compliance system. All CLO constraints are built into
WSO. The Alcentra operations team produces a shadow NAV for all relevant products, which is
reconciled to the administrator-produced NAV.
Before trading, PMs run a trade scenario, which may be reviewed by the operations team to
ensure that investment guidelines are not breached. The operations team review all trades on a
post trade basis.
All pricing data is acquired from independent third party sources (Markit (inc. LoanX) and IDC).
A formal pricing policy procedure exists, which covers all investments that Alcentra makes.
Monthly risk monitoring is formalised via credit, liquidity and recovery internal ratings, including
the maintenance of a watchlist and quarterly full portfolio reviews. Credit risk management is
driven by the initial selection and ongoing monitoring, with responsibility placed on the credit
analysts.
The committee has the power to oblige PMs to attend a session to address any potential
concerns the committee may have, and has the power to force PMs to make trades (which has
been used previously).
On a daily basis, CLO portfolios are monitored by the operations team to evaluate the impact of
purchases, sales, rating actions and prepayments on the portfolio.
Alcentra Ltd
January 2015
High Standards
Liquidity risk is an important component of Alcentras credit selection process. At the credit
research stage, all investments are assigned a liquidity ranking of A to D, based on daily
interactions and market intelligence from market dealers. Aggregate and individual portfolio
exposures to these rankings are reviewed by the risk committee. The European Loan,
Structured Credit, and Global Special Situations funds have specific liquidity limits set,
monitored regularly by the risk manager and reported to the risk committee.
The majority of Alcentras AUM is in closed-end funds or funds with conservative redemption
periods that limit asset-liability mismatches. For example, AEFRIF is a closed-ended vehicle,
which eliminates the mismatch, and the Global Special Situations Fund incorporates lock-up
periods with quarterly liquidity post lock-up.
Investment Committee
Pricing Committee
IT Committee
Compliance Committee
Risk Committee
Meets Monthly, Comprises Alcentra Senior Management and Senior BNY Mellon Asset Management staff
Discusses strategic direction of BNY Mellon Alcentra Group companies, monitors performance and evaluates key
risks
Meets Quarterly, Comprises Alcentra Senior Management and Head of Investment Management Risk and
Compliance at BNY Mellon Asset Management
Considers strategic issues, corporate governance, company finances and escalation from other Alcrentra
committees
Meets Weekly to consider all investment proposals and all watchlist positions
Meets Quarterly
Meets Monthly
Meets Quarterly
Meets Monthly
Meets Monthly, members independent of PMs, with one permanent member the independent risk manager
Undertakes asset allocation decisions, after reviewing performance of all strategies and investment outlook
Responsible for providing consistent and objective oversight of Alcentras pricing processes and policies
Meets Quarterly for in-depth review of IT strategy and to assess sufficiency of Alcentras IT platform
Considers investment risk, operational risk and market risk, in addition to high level risks facing Alcentra
Alcentra Ltd
January 2015
Highest Standards
Resources
PMs are highly experienced. Graham Rainbow is the main CLO PM supported by a team of
credit analysts. The mezzanine and direct lending funds are managed by Graeme DelaneySmith, the special situations fund by David Forbes-Nixon and the structured credit funds by
Hiram Hamilton.
Alcentras research team consists of 20 credit research analysts in total, of which eight have a
primary focus on new direct lending securities. The average experience of investment
professionals at Alcentra is over 15 years. Analysts are organised by sector/country where
appropriate, with specialised analysts for stressed/distressed credits and structured credit.
Alcentra employs a dedicated work-out specialist. Analysts typically cover 25 credits each with
an increased focus on high-yield bonds.
Alcentra have a dedicated in-house lawyer to aid on the legal analysis of transactions.
PMs do not have any administrative responsibilities, with exclusive focus on the management of
money.
With the exception of HY bonds, for which there is a specialist trader, trading is conducted by
the relevant PMs. This is appropriate given the depth of experience in the relevant markets.
Alcentra has superior access to market information, which is a function of size and experience,
with good relationships with brokers, dealers and bank trading desks.
Alcentra Ltd
January 2015
Everest integrates market data feeds and pricing information from providers such as IDC and
Markit. Everest is fully customisable to the user, allowing tailored technical and market analysis.
Alcentra produces in-house research of the highest quality. A 15-20 page full due diligence
paper is presented for loans. A more detailed paper is produced in the case of direct lending
investments, which can be in excess of 35 pages. More customisable, tailored research, which
is less in-depth, is produced for high-yield bonds where market-driven time pressures are
greater.
Highest Standards
Discipline
Alcentra manages a range of products, from prescriptive CLOs to a broader special situations
fund.
All of Alcentras products are well defined with relevant term sheets and due diligence
questionnaires (DDQs) available where appropriate, containing objectives, defined limits and
risk budgets.
For structured credit and the special situations funds, the selection process is similar, combining
fundamental and technical analysis, supported by Alcentras wider credit selection process. The
technical analysis is driven by the PM, with support from a small pool of stressed and distressed
analysts.
Alcentra adheres to a disciplined sell philosophy, despite its buy and hold bias. A sale could be
considered if a price target is achieved, if credit deterioration occurs, if relative value is identified
elsewhere, or if a sale will benefit diversification requirements. Fund allocation decisions and sell
decisions rest with the PM.
There is regular individual credit monitoring, which is formalised in credit, liquidity and recovery
internal ratings (distributed via flash notes). Quarterly full portfolio reviews are held by the
investment committee.
Credit metrics on each asset are updated on a monthly basis and are input into well designed
monitoring spreadsheets, which have been fully integrated into Everest.
Declined
Approved
Pre-Screen Phase
Focus on Key
Attractions and
Potential Risks
Preliminary Investment
Committee Requires
unanimous decision
Final Investment
Committee
Commence
Coverage
Approved
Declined
Alcentra Ltd
January 2015
10
Highest Standards
A good standard of investor reporting is offered, with a broad range of metrics covered (e.g.
spreads, leverage, coverage, sector, maturity) alongside monthly PM commentary.
Alcentra does not produce performance data in a Global Investment Performance Standards
(GIPS) compliant format.
Operational Procedures
There is a stable, experienced and growing operations team at Alcentra. The transaction
management team now has 18 members dedicated to European products. Fitch views positively
the team structure and the separation of staff by specialism and product type. Within this is a
team of five dedicated to asset settlements.
The systems Alcentra uses provide a good match to volumes, notably through WSO Fax and
other WSO based tools that facilitate the process and integrated into Everest.
There are clearly defined administrative processes for each strategy. The operations team is
aided by the customisable nature of Everest, with WSO as the data repository.
The operations team at Alcentra produce shadow NAVs for all funds and reconcile with
administrators to ensure accurate production. Fund administration is largely automated through
systems and data feeds.
The team reconciles cash and positions daily (in CLOs), with monthly report reconciliation via
automated feeds with the trustee. There is also daily reconciliation of prime broker reports for
the special situations fund.
Alcentras systems are fully customisable for any mandates and vehicles. This has been
evidenced by the increasing range of products and mandates that Alcentra runs on its platform.
Alcentra manages numerous institutional mandates, and the addition of new mandates during
the year has operated smoothly. Alcentra has seen a growing demand for mandates, specifically
multi-strategy mandates.
There is a dedicated new business committee, which provides the formal procedures and
monitoring for the launch of new products and mandates.
Alcentra Ltd
January 2015
11
Highest Standards
BNY Mellon
State Street
Administrator for Global Special Situations Fund (with GlobeOp) and Mezzanine Funds
BNP Paribas
Sanne Group
Alcentra Ltd
January 2015
12
Highest Standards
IT Resources
Alcentra has a chief technology officer (CTO) and one additional IT staff resource aid and works
on the development of Everest and WSO, in conjunction with the software vendors.
Dedicated in-house IT resources
During the year, incremental upgrades were performed on Alcentras systems. Alcentra is
developing an improved performance attribution system, which will be integrated into existing
systems.
Systems
Fitch views Alcentras platform as highly integrated with respect to position keeping, trade
settlement, administration and front-office functionality.
Everest, Alcentras front office system, offers real-time relative performance analysis, order
management and allocation functionality, while remaining customisable for each individual user.
WSO serves as the backbone to Alcentras overall data infrastructure, acting as a central
repository for data from various service providers, the basis for all administrative processes and
the data store for Everest.
Reporting functionality, including collateral administrator reconciliation, is provided via WSO at
an asset-, portfolio- and enterprise-wide level. Alcentra utilises WSO Fax, an automated loan
feed from Markit, which is built into WSO directly (and therefore into Everest). More recurrent
procedures on loans, such as rollovers or pay-downs, are outsourced to Markit, and are
streamlined through the use of tools such as WSO Data and WSO Fax.
Intex and Clarity is used for structured credit, and Barclays POINT is used for HY bonds.
Security
Alcentra maintains a detailed BCP procedure, which is tested annually.
Data back-up and appropriate
DR/BCP in-place
Alcentra Ltd
January 2015
Appropriate disaster recovery systems are in place, including a disaster recovery centre; mirror
servers hosted off-site and daily tape back-ups of all core systems.
13
Highest Standards
Alcentra IT Framework
Everest
Automated Data
Feeds from Trustees/
Custodians/
Administrators
WSO Fax
Intex and Clarity
WSO Data
Pivotal (CRM)
(Structured Credit)
Everest
Back Office
Operations
Barclays POINT
IDC
Front Office Tools
Vendor Solution
Proprietary System
Alcentra AUM
Inception date
Jul 04
May 05
Sep 05
Feb 06
May 06
Jul 06
Oct 06
Dec 06
Mar 07
May 07
Aug 07
Dec 07
Jun 10
Jul 13
Feb 14
May 14
Oct 14
AUM (EURm)
148
295
269
205
379
299
337
417
858
461
316
378
106
392
399
509
566
N.B.
The following CLOs have been called; Jubilee CDO I in 2006, ECF Financing CLO in 2012, Hamlet in 2013, Jubilee CDO IX in 2013, Jubilee CDO II in 2014, and Jubilee
CDO III in 2014.
Source: Alcentra
Inception date
May 05
n.a.
Nov 07
Dec 07
Jul 09
Sep 09
Mar 12
Dec 12
Aug 13
Structure
Jersey LP
Accounts
Irish Fund
Jersey LP
Lux SICAV
Lux SICAV
Guernsey Close Ended CIS
Jersey LP
Jersey LP
AUM (EURm)
134
963
115
330
896
399
225
252
535
Source: Alcentra
Alcentra Ltd
January 2015
14
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Alcentra Ltd
January 2015
15