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COM
LENDERS
of LAST
RESORT
BY JULIE SEGAL
UNDER
BLACKSTONES
OWNERSHIP
CREDIT SPECIALIST
GSO CAPITAL
HAS GROWN
FIVEFOLD,
EMERGING AS
A TOP SOURCE
OF FUNDING
FOR STRUGGLING
COMPANIES.
PHOTOGRAPHS BY
MATT FURMAN
ALTERNATIVES
13, 2012, its stock rose, its senior secured debt traded up from 84 to
97 cents on the dollar, and the price of the CDS contracts collapsed.
Traders betting against the company lost money. The stock rose
170 percent between July 2012 and the end of the year. J.P. Morgan
and otherWall Street research firms changed their rating from a sell
to a hold GSO had been hoping for a buy and Credit Suisse
refinanced Hovnanians high-cost debt that was coming due in 2016
and that the naysayers were sure would sink the company.
They did their homework, and they were convinced that the market was underestimating our ability to succeed in a space housing that they thought was recovering, says Hovnanian. Eleven
months later the U.S. housing rebound is official and Hovnanian
Enterprises is flourishing, expecting 2013 to be its first profitable
year since 2006 (see CEO Interview, page 48). Hovnanian was the
largest position in GSOs flagship hedge fund in 2012, and the firm
made 50 percent on its capital in six months.
GSO has provided much-needed credit to scores of troubled
companies like Hovnanian that couldnt tap public markets or get
bank loans. The firm has financed well-known names like Chesapeake Energy Corp., struggling with weak natural-gas prices and
controversy around its ex-CEO and needing capital to develop
lucrative energy projects, and Sony Corp. while also providing
$650million of capital to smaller homebuilding companies like the
U.K.s Miller Group and $888million to companies in Europe last
year, including Canberra Industries,Welcome Break and EMI Music
Publishing. As one of the largest creditors of MBIA and holders of
its equity, GSO had a big win last month when the Armonk, New
Yorkbased provider of municipal bond insurance finally settled a
dispute with Bank of America Corp. after years of wrangling over
troubled mortgage-backed securities.
In the old days a bank might have been more willing to commit its
balance sheet for long-standing clients, says Bennett Goodman, the
56-year-old G in GSO, who started his career at Drexel Burnham
Lambert in the 1980s. Because of the regulatory environment, its
harder for them to do that economically. As a consequence, banks
want to syndicate risk into the market put together a road show
and talk to 200 investors. But they dont want to commit their capital.
We, on the other hand, want to own the risk.
GSO founders Goodman, Ostrover and Tripp Smith have
emerged as lenders of last resort, filling the gaping financing void
left by banks and opportunistic hedge funds in the wake of the
200809 financial crisis.The firm follows in the footsteps of Drexel
and Michael Milken, who in the 1980s invented the junk bond
market for non-investment-grade companies. In the 1990s, GSOs
three founders, then working for Hamilton (Tony) James at DLJ,
ALTERNATIVES
took up where Drexel left off, building that firm into the No. 1
leveraged-finance player, lending to blemished companies that were
in some of the fastest-growing sectors of the U.S. economy, including energy exploration and homebuilding. If Drexel came up with
the junk bond and DLJ created the institutional leveraged-finance
market, GSO is again reinventing the concept of providing capital to
non-investment-grade companies this time as an asset manager.
GSO which Goodman jokingly refers to as the Warren Buffett of the dregs is at the center of a reshaped Wall Street, where
newly chastened banks are retreating to traditional roles as advisers
to corporations, underwriting bonds for only the most highly rated
companies and riskless deals. Since the financial crisis investment
banks have been deleveraging and governments around the world
have imposed stricter capital requirements on financial institutions,
as the U.S. is doing with the Dodd-Frank Wall Street Reform and
Consumer Protection Act. But its the as-yet-unfinalized Volcker
rule that does the most damage to banks freedom, preventing them
from engaging in proprietary trading or lending their own capital in
speculative deals like the one to rescue Hovnanian.
In the era of Dodd-Frank and theVolcker rule, GSO and others
like it, with their ability to make commitments, have more market
power than ever, says Brian ONeil, chief investment officer of the
$9billion-in-assets Robert Wood Johnson Foundation, the U.S.s
largest philanthropic organization focused on public health and one
of GSOs first investors.
Banks may no longer have the balance sheets, but big institutional
investors like sovereign wealth funds, endowments and pension
funds do. To be sure, Blackstone is not the only manager to have
smelled opportunity in the financing void. Depending on the product, GSO has a host of competitors, including Apollo Group Management; Ares Capital Corp. (an Apollo spin-out); Avenue Capital
Group; Carlyle Group; Goldman, Sachs & Co.; J.P. Morgan Asset
Managements Highbridge Capital Management; KKR & Co.;
Oaktree Capital Management; andTPG Capital.
James Coulter, co-founder of private equity firm TPG, says the
opportunity is much more attractive for managers and investors now
that banks which threw cheap money from depositors at troubled
companies financing problems and pocketed the profit are not
in the mix. There is a place for capital formation at market rates of
return and driven by problem solvers, explains Coulter. Its alternative credit growing up. Its not theWildWest, not the personalitydriven days of 20 years ago. And this is good for the economy. TPG
launched its own midmarket lender after the financial crisis and has
both competed and partnered with GSO.
Goodman, Smith and Ostrover founded GSO in 2005 to provide
capital to non-investment-grade cyclical companies that were going
through a tough patch but had tangible assets to put up as collateral
to protect the firms downside when it lent them money. GSO was an
early investor in the shale gas industry, which has been whipsawed by
volatile pricing and other events. They have a zealous approach to
protecting capital, and theyve found a way to extend credit to organizations that need it and structure it in a way that takes advantage
of the environment at the time, says Blackstone chairman, CEO
and co-founder Stephen Schwarzman.
In 2008, Blackstone, looking to diversify, paid $1billion to
acquire GSO, which then had a $3.2billion credit hedge fund,
$500million in mezzanine investments and a $4.8billion collateralized loan obligation business. The deal wouldnt have happened
without Goodman, Smith and Ostrovers former boss,Tony James,
who had joined Blackstone as president in 2002 after Credit Suisse
bought DLJ and who manages the firms day-to-day operations.This
was more like a family reunion than an acquisition, says Schwarzman.
Credit to Steve, he really trusted me on this one, adds James,
who says Blackstone was looking for an area of asset management
with room to grow that would complement its existing private equity,
real estate and fund-of-hedge-funds businesses. What was a wideopen white space for us? Credit jumped off the page.
With $58billion in assets under management and 235 employees,
GSO has grown fivefold under the Blackstone umbrella.Today it offers
$27billion in alternative-investment funds, including the now $4billion hedge fund, $8billion in mezzanine funds financing buyouts for
private equity $8billion in rescue lending and $7billion in small-cap
direct lending. The firms long-only strategies include a $24billion
CLO business, making GSO the largest institutional investor in leveraged loans, as well as closed-end and other funds. Goodman is quick
to credit the Blackstone brand for at least part of GSOs success. If
we were Schmeckle & Schmeckle or just stand-alone GSO, theres no
way the board of Sony or some of these other companies would have
gone along with some no-name firm, he explains.
GSOs returns have been top quartile. According to external marketing documents, its hedge fund has delivered a net annualized return
of 13.6 percent since January 2010, compared with the HFRI Fund
Weighted Composites return of 4.6 percent for the same period.
(Though the hedge fund was launched in 2005, GSO has since
stripped out mezzanine and other investments into separate funds.)
tive credit mirrors tools that equity investors have had with private
equity, saysTPGs Coulter.
The future looks bright for credit investing. Remnants of the
financial crisis continue to cast a shadow on markets, especially in
Europe. When Smith was pitching deals at Credit Suisse, he was
constantly being undercut by in-country banks. You couldnt
hope to compete because the banks were so aggressive, he says. As
a result, the high-yield and leveraged-loan markets never developed
in Europe to the extent they did in the U.S. But thats starting to
change as European banks need to deleverage and raise capital and
companies desperately require funding. GSO is hoping to be a big
part of the transformation.
The firms mezzanine fund has one of the best records in the industry,
up an average of 19.9 percent a year net since inception in July 2007.
Rescue lending has returned an annualized 15.2 percent since inception in September 2009. The GSO team has been through the ups
and downs of numerous credit cycles, and theyre always worried and
trying to protect the downside, saysTimothyWalsh, chief investment
officer of the $74billion New Jersey Pension Fund, which has committed to $1.1billion in investments in five GSO funds.
Blackstones acquisition of GSO has been an undisputed winner.
GSO represents 26.6 percent of the firms $218billion in assets, on
par with its $59billion real estate business and larger than both its
private equity ($52billion) and Blackstone Alternative Asset Management hedge fund ($48billion) businesses. GSO represented 38.9
percent of Blackstones $629million of realized performance fees
earned in 2012 and 16 percent of the firms $2billion in economic
net income last year. In 2007, the peak for the firms performance
fees, private equity contributed the bulk of the total. Between 2005
and 2012, GSOs assets grew at a compounded annual rate of 29
percent. That makes GSO Blackstones fastest-growing business
in terms of both earnings and assets. Executives at two publicly
traded alternatives firms say they arent so much concerned about
Blackstone as a competitor in private equity but that theyve been
blindsided by GSOs growth. Though hurt by the financial crisis,
Blackstone and GSO have emerged as dominant players in its
aftermath. Since 2008, Blackstone has more than doubled its assets.
At the same time that GSO is capitalizing on the void left by banks,
it is also benefiting from historically low interest rates and unrelenting investor demand for credit investments.While non-investmentgrade companies need capital, investors need yield, and alternative
credit strategies like those offered by GSO provide a much-needed
boost to returns for bond portfolios. Now the emergence of alterna-
ALTERNATIVES
working for anonymous shareholders, trying to make as much money as you can, he
explains. Its amorphous, and you dont
know the people. Its a different kind of satisfaction walking into the CIOs office for the
Bass brothers.
A deal between Blackstone and GSO, however, wasnt a no-brainer. Private equity investors are by nature optimistic and swaggering,
thinking every deal is a potential blockbuster.
Blackstones offices on Park Avenue are nothing short of glitzy, with unobstructed views
of the NewYork skyline and floors connected
by grand staircases with polished metal banisters. No one has represented Blackstones
opulence more than its billionaire co-founder
Schwarzman, who in 2000 reportedly paid
$37million for a 34-room triplex on Park
Avenue and has owned vacation properties in
ALTERNATIVES
of the cumulative research among the different Blackstone groups, private equity
bought $220million of nonperforming residential loans, the real estate team purchased
$1.4billion of single-family homes to lease,
and GSO invested in Hovnanian. At its peak,
GSO had $475million in hedge fund exposure to homebuilders and related industries
and put out $600 million in financing across
private market vehicles.
The Capital Solutions Fund GSOs
rescue lending vehicle is an object lesson
in the maturation of alternative credit. In the
old days highly cyclical companies in trouble
could sell control to a competitor, a private
equity firm or a hedge fund firm that took a
loan-to-own strategy. In all cases the company
would likely be giving up control at the bottom of the market. In contrast, GSO will take
a minority stake, a seat on the board and a
debtlike investment that pays a big doubledigit coupon, but it will let management retain
control.We decided that the banking system
is a mess globally, so lets raise some money to
lend to more troubled private companies that
cant tap the markets and dont have access to
the banks, says Ostrover.
Part of GSOs success comes from leaving
some money on the table. Goodman states
the obvious: No company does business
with us because were such nice guys, though
we like to think we are. They do it because
they cant get the capital otherwise. And
many companies say GSO doesnt scrape
every penny out of a deal. I dont feel like
Im going to get my throat ripped out when
I call GSO, says one CEO who has done
multiple deals with the company.
GSO LIKES A LITTLE, BUT NOT TOO
much, market misery.Well before the downgrade of the U.S.s credit rating in August
2011, GSO was busy preparing for the possibility that markets would freeze up if the
rating agencies made good on their threats. It
was keeping up-to-date in its credit work on
certain companies and identifying potential
situations for investment. Its really hard
for some people to be aggressive in times of
disruption because you have to do your work
beforehand, says partner Smith.
GSO put about $5billion of capital to
work as the markets slid after the downgrade.
For its drawdown funds alone, it committed
$3billion to 26 companies. Its investments
included City Ventures, a private home-
their call prices, and new issuance of covenant-lite leveraged loans in 2012 surpassed
the levels seen during the credit craze in the
middle of the past decade. When the highyield market trades at highs, we put out
less capital, says Ostrover. As the market
comes down, we put out a lot. Lets face it,
if a company can tap the public markets,
they will, and theyll get a much better deal.
The GSO team is confident that the bright
future investors are anticipating will lose its
luster sooner or later, whether its because of
inaction in Washington or rumblings from
North Korea, Israel or Iran. All those covenant-lite loans will be great opportunities for
GSO to step in at some point. In the meantime, it has cut back the pace of investments
and is going after only the most compelling
ones, in industry sectors including shipping,
metals and mining, and natural gas.
GSO has $8billion in dry powder to put
to work when rates eventually rise and investors inevitably sell at least some of the bonds
theyve bought in recent years. In fact, the
firm is preparing to be a buyer when rates rise
and long-only mutual fund managers have
to sell bonds to meet investor redemptions.
Amid the froth GSO is now doing its preparatory work for the next crisis.Though investors
seem to have set their concerns aside, GSO
maintains that Europe poses the same risks to
the global economy it always did and that rates
must rise sometime in the next four years.
Patience is the key, says Smith, adding
that GSOs funds and compensation are
structured in such a way that staffers dont
have to feel compelled to put money to work
in deals that dont make sense.The group has
products that do better in different market
environments, such as its closed-end funds
and a new exchange-traded fund it recently
launched with State Street Global Advisors.
GSO is actively managing the leveraged-loan
JUNE 2013
Blackstone co-founder
Stephen Schwarzman
MATT FURMAN
FEATURES
Blackstones Stephen
Schwarzman on
Not Wasting a
Serious Crisis
loans in the world, GSO gives us a unique look into whats going
on in the credit markets. And Blackstone gives GSO access to
a lot of deals that they might not otherwise see. So, part of the
secret sauce at Blackstone is that we can create and harvest intellectual capital and insights across all four of our major investing
businesses and our advisory business. And not just on an industry basis, but geographically. We dont need an economist to tell
us whats happening in the world. We see it.
GSO has a very different opportunity going forward because of the smaller role banks are taking in lending to
distressed businesses. Tell us about that.
The regulatory environment has become more restrictive and
difficult for many financial institutions. And Europe in particular
now is having all kinds of problems. But its very difficult for
Europe to put their problems fully to bed. It will take a period
of years to do that even as the European banking system still
needs significant repair. While thats going on, the ability of certain borrowers to obtain credit has been inhibited, which creates
opportunities for firms like GSO.
By Julie Segal
Reprinted from the June 2013 issue of Institutional Investor Magazine. Copyright 2013 by Institutional Investor Magazine. All rights reserved.
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