Portfolio Update - Ordinary Shares - 30 Sep18

15 November 2018

 

NB Distressed Debt Investment Fund Limited

 

Portfolio Update - Ordinary Shares

 

 

NB Distressed Debt Investment Fund Limited's ("NBDDIF") primary objective is to provide investors with attractive risk-adjusted returns through long-biased, opportunistic stressed, distressed and special situation credit-related investments while seeking to limit downside risk.

 

NBDDIF's holdings are diversified across distressed, stressed and special situations investments, with a focus on senior debt backed by hard assets. The portfolio is managed by the Distressed Debt team at Neuberger Berman, which sits within what we believe is one of the largest and most experienced non-investment grade credit teams in the industry.

 

On 10 June 2013, the investment period of the NBDD Share Class ("NBDD") expired and the assets of NBDDIF attributable to the Ordinary Shares were placed into the harvest period. Inception to date, $125 million (equivalent to 100% of original capital) has been distributed (income by way of dividend and capital by way of redemption) to shareholders since the realisation phase for this share class began.

 

The Ordinary Share Class is one of three classes of shares in NBDDIF. The others are the Extended Life Share Class and the New Global Share Class, which both offered exposure to new opportunities in this asset class beyond 10 June 2013. The Extended Life Share Class was subject to an investment period which ended on 31 March 2015 and the New Global Share Class was subject to an investment period which ended on 31 March 2017. Separate factsheets are produced for those share classes.

 

 

Manager Commentary

 

NBDD is in the harvest period and the investment manager is working to restructure, reorganise, and realise exits for each investment to maximise the value of the portfolio for the shareholders. During the harvest period, the investment manager seeks a catalyst for each of the remaining investments that will allow for a realisation and return of capital and profits, if applicable.

 

The investment manager uses economic, industry and issuer specific data to estimate the gross realisable value in downside, base case and upside scenarios for each investment in the portfolio. It currently estimates the range of the aggregated realisable value for the investments in the portfolio is between 89% and 177% of the 30 September 2018 market values of these investments, with a base case of 132%. Shareholders should, however, note that: (i) the realisable values of the investments are calculated on a gross basis and, in particular, do not reflect the investment manager's management fee and investment-related expenses; and (ii) this range of aggregate realisable values is an estimate only, and there is no guarantee that the value actually realised will be within this range. Further details on the risks relating to "forward looking information" are set out at the end of this factsheet.

 

The investment manager's current expectation is that we will distribute 100% of 30 September 2018 NAV in 2019. Changes to timing are expected and will continue to be updated in the quarterly factsheets. For regulatory reasons, the final 10% of the total return in respect of any class of participating shares in NBDDIF will be returned to shareholders with the final compulsory redemption of all the outstanding shares of that class.

 

There was one exit during the quarter, as the last of the Chicago condominium investments was exited and this generated a total return of $1.2 million. The exit was in line with the previous quarter's base case estimates for value and timing. Net cash of $0.1 million was generated during the quarter from cash distribution on the exit. The ratio of total value (capital distributions, dividends and current NAV) to original capital is 120%.

 

Portfolio Update

 

NBDD ended the quarter with NAV per share of $1.0601 compared to $1.1124 at the end of June. The NAV decreased by 4.7% in the quarter, principally driven by unrealised losses in three equity investments.  During the harvest period, a larger percentage of the fund's investments are in reorganised equities, including public equities, which were affected by the market volatility during the quarter. More detail can be found below. At quarter-end, 96% of NBDD's NAV was invested in distressed assets (including cash in subsidiary accounts, receivables and net payables) with 4% held in cash net of payables. The portfolio consists of 14 issuers across 10 sectors. The largest sector concentrations were in Lodging & Casinos, Surface Transportation, Building & Development and Utilities.

 

Notable events below describe activity in the investments during the quarter and post quarter-end¹.

·      Lodging & Casino investment - During the third quarter we terminated the previously disclosed LOI negotiations with a potential buyer as they wished to change the terms of the transaction.  We are currently in discussion with another interested party.  We reduced the carrying value of this investment by 9% ($0.6 million) to reflect the delay in timing and increased uncertainty of the transaction.     

 

Significant Value Change (approximately 0.5% of NBDD NAV or +/- $125,000)²

INDUSTRY	INSTRUMENT	Q318 TOTAL RETURN	MARKET VALUE	QUARTERLY PRICE CHANGE	COMMENT
Containers & Packaging	Private Equity	($0.4 million)	$2.0 million	-16%	An inflationary raw material price environment negatively impacted margins as the company struggles to pass through the increased costs to its customers.
Five Point Holdings	Public Equity	($0.6 million)	$2.9 million	-16%	Environmental clean-up concerns at one of the company's properties continue to weigh on the company. In addition, rising rates have impacted valuations in the homebuilding sector in general.
Lodging & Casino	Private Equity	($0.6 million)	$6.7 million	-9%	See Portfolio Update above.

 

 

Sector Analysis - Auto Components

Our quarterly in-depth look at investments by sector focuses on NBDD's Auto Component exposure, which is its fifth largest sector, representing 9.6% of NAV.

NBDD owns First Lien Notes, Second Lien Convertible Notes, and private equity in an auto component company. The company is a global leader in stored electrical energy solutions, and one of the largest manufacturers and suppliers of lead-acid batteries for transportation and industrial applications in the world. We originally purchased secured notes that were converted to equity in 2015 following a lengthy Chapter 11 bankruptcy process that included significant negotiations with California State environmental regulators. Following the company's emergence from bankruptcy the newly hired management team identified opportunities to dramatically improve manufacturing capacity, eliminate costs, and capture market share from its largest competitors. The transformational business plan required incremental capital to upgrade technology and modernise manufacturing plants. Existing shareholders, including NBDD, funded the plan in 2017. Performance has been modestly below plan projections, but the plan is in-process and management remains confident in long-term profitability projections.

 

Exits

 

There was one exit during the quarter. This was the conversion of a partial realisation to an exit once the warranties at the property had expired. Inception to date, NBDD has had 41 exits with total return of $41.0 million, IRR of 15% and ROR of 27%.

Exit 42

 

NBDD invested $2.8 million to purchase a senior construction loan secured by 168 condominium units and related parking spaces located south of Downtown Chicago, Illinois. The lender group executed a deed-in-lieu with the borrower and took possession of the underlying collateral. The group engaged a nationally recognised real estate firm to act as asset manager and broker for the remaining units, invested $0.3 million additional capital to complete the units and common areas, and rebranded the property. The remaining units were sold, with proceeds being used to return capital and profits to the owners. Cash received to date is $4.3 million. The total return on the investment for NBDD is $1.2 million over 93 months. The IRR is 11% and ROR is 39%.

 

EXIT	CASH INVESTED	CASH RECEIVED	TOTAL RETURN	IRR	ROR	MONTHS HELD
42	$3.1 million	$4.3 million	$1.2 million	11%	39%	93

 

Partial Realisations

 

There was no activity during the quarter. The table below has been updated with current values.

 

PARTIAL REALISATION	SECTOR	QUARTER REPORTED	CASH INVESTED	CASH RECEIVED TO DATE	CURRENT VALUE OF INVESTMENT	TOTAL RETURN	CURRENT IRR	CURRENT ROR	MONTHS HELD
3	Containers & Packaging	Q217	$2.0 million	$2.7 million	$0.3 million	$1.0 million	27%	50%	69
4	Containers & Packaging	Q217	$2.6 million	$6.5 million	$2.0 million	$5.9 million	56%	230%	72

 

Distributions

 

There were no distributions during the quarter. Since inception, $124.8 million (or 100% of original capital) has been approved / distributed to shareholders in the form of capital distributions and income dividends. The ratio of total value (capital distributions, income dividends and current NAV) to original capital is 120%.

 

Factsheet

 

An accompanying factsheet on the information provided above can be found here http://www.rns-pdf.londonstockexchange.com/rns/3616H_1-2018-11-14.pdf or on the Company's website www.nbddif.com. Neither the contents of the Company's website nor the contents of any website accessible from hyperlinks on the Company's website (or any other website) is incorporated into, or forms part of, this announcement.

 

- ENDS -

 

 

For further information please contact:

 

KL Communications                Tel: +44 (0) 3603 2803

Charles Gorman             [email protected]

 

-----

 

Data as at 30 September 2018. Past performance is not indicative of future returns. All comments unless otherwise stated relate to NBDD.

 

Source: Bloomberg, except where otherwise stated.

                       

1.   Notable corporate events may or may not result in an increase or decrease in the value of an NBDD investment or a change in NBDD's NAV per share. Please note that an investment may experience a change in value (positive or negative) during the quarter whether or not it was subject to a notable corporate event. Not all events involving existing investments are disclosed. In addition, certain corporate events may not have been disclosed due to confidentiality obligations.

 

2.   Industry categorisations determined by Neuberger Berman. Total Return determined by the Administrator and includes realised and unrealised gains and losses, expenses, FX gains and losses, and all income on investments according to US GAAP accounting. References in this factsheet to the market value of specific fund investments refers to the value determined in accordance with NBDD's valuation policy, which may include fair valued investments where third party prices are not available or are not considered accurate.

 

This document has been issued by NB Distressed Debt Investment Fund Limited (the "Company"), and should not be taken as an offer, invitation or inducement to engage in any investment activity and is solely for the purpose of providing information about the Company. This document does not constitute or form part of, and should not be construed as, any offer for sale or subscription of, or solicitation of any offer to buy or subscribe for, any share in the Company or securities in any other entity, in any jurisdiction.

 

The Company is a closed-ended investment company incorporated and registered in Guernsey and is governed under the provisions of the Companies (Guernsey) Law, 2008 (as amended), and the Registered Collective Investment Scheme Rules 2008 issued by the Guernsey Financial Services Commission ("GFSC"). It is a non-cellular company limited by shares and has been declared by the GFSC to be a registered closed-ended collective investment scheme. The Company's shares are admitted to trading on the Specialist Fund Segment of the London Stock Exchange's Main Market for listed securities.

 

Neuberger Berman Europe Limited ("NBEL"), the Company's Manager, is authorised and regulated by the Financial Conduct Authority ("FCA") and is registered in England and Wales, at Lansdowne House, 57 Berkeley Square, London, W1J 6ER and is also a Registered Investment Adviser with the Securities and Exchange Commission ("SEC") in the U.S. and regulated by the Dubai Financial Services Authority.

 

This document is presented solely for information purposes and nothing herein constitutes investment, legal, accounting or tax advice, or a recommendation to buy, sell or hold a security. We do not represent that this information, including any third party information, is accurate or complete and it should not be relied upon as such. Any views or opinions expressed may not reflect those of the Company or NBEL as a whole. All information is current as of the date of this material and is subject to change without notice. No part of this document may be reproduced in any manner without prior written permission of the Company and NBEL. 

 

There is no guarantee that any of the goals, targets or objectives described in this factsheet will be achieved. This factsheet may contain "forward-looking information" which can be identified by the use of forward looking terminology such as "may", "will", "should", "expect", "anticipate", "target", "project", "estimate", "intend", "continue" or "believe" or the negatives thereof or other variations thereon or comparable terminology. Such statements are not purely historical in nature, and may include, among other things, projections, forecasts or estimates of cash flows, yields or returns, scenario analyses and proposed or expected portfolio composition. The forward-looking information contained herein is based upon certain assumptions about future events or conditions and is intended only to illustrate hypothetical results under those assumptions (not all of which will be specified herein). Not all relevant events or conditions may have been considered in developing such assumptions. The success or achievement of various results and objectives is dependent on a multitude of factors, many of which are beyond the control of the Company and Neuberger Berman. Actual volatility and returns will depend on a variety of factors including overall market conditions and the ability of the Company and Neuberger Berman to implement its process, investment strategy and risk management policies. No representations are made as to the accuracy of such estimates or projections or that such projections will be realised. Actual events or conditions are unlikely to be consistent with, and may differ materially from, those assumed.

 

An investment in the Company involves risks, with the potential for above average risk, and is only suitable for people who are in a position to take such risks. No recommendation or advice is being given as to whether any investment or strategy is suitable for a particular investor. Each recipient of this document should make such investigations as it deems necessary to arrive at an independent evaluation of any investment, and should consult its own legal counsel and financial, actuarial, accounting, regulatory and tax advisers to evaluate any such investment. It should not be assumed that any investments in securities, companies, sectors or markets identified and described were or will be profitable. Investment in the Company should not constitute a substantial proportion of an investor's portfolio and may not be appropriate for all investors. Diversification and asset class allocation do not guarantee profit or protect against loss.

 

Past performance is not a reliable indicator of current or future results. The value of investments may go down as well as up and investors may not get back any of the amount invested. The performance data does not take account of the commissions and costs incurred on the issue and redemption of units.

 

The value of investments designated in another currency may rise and fall due to exchange rate fluctuations in respect of the relevant currencies. Adverse movements in currency exchange rates can result in a decrease in return and a loss of capital.

 

Tax treatment depends on the individual circumstances of each investor and may be subject to change, investors are therefore recommended to seek independent tax advice.

 

This document, and the information contained therein, is not for viewing, release, distribution or publication in or into the United States, Canada, Japan, South Africa or any other jurisdiction where applicable laws prohibit its release, distribution or publication, and will not be made available to any national, resident or citizen of the United States, Canada, Japan or South Africa. The distribution of this document in other jurisdictions may be restricted by law and persons into whose possession this document comes must inform themselves about, and observe, any such restrictions. Any failure to comply with the restrictions may constitute a violation of the federal securities law of the United States and the laws of other jurisdictions.

 

The Company's shares have not been and will not be registered under the US Securities Act of 1933, as amended (the "Securities Act"), or with any securities regulatory authority of any state or other jurisdiction of the United States. The shares may not be offered, sold, resold, pledged, delivered, distributed or otherwise transferred, directly or indirectly, into or within the United States, or to, or for the account or benefit of, US persons (as defined in Regulation S under the Securities Act). No public offering of the shares is being made in the United States.

 

The Company has not been and will not be registered under the US Investment Company Act of 1940, as amended (the "Investment Company Act") and, as such, holders of the shares will not be entitled to the benefits of the Investment Company Act. No offer, sale, resale, pledge, delivery, distribution or transfer of the shares may be made except under circumstances that will not result in the Company being required to register as an investment company under the Investment Company Act. In addition, the shares are subject to restrictions on transferability and resale in certain jurisdictions and may not be transferred or resold except as permitted under applicable securities laws and regulations. Any failure to comply with these restrictions may constitute a violation of the securities laws of any such jurisdictions.

 

The "Neuberger Berman" name and logo are registered service marks of Neuberger Berman Group LLC.

 

© 2018 Neuberger Berman Group LLC. All rights reserved.