NEW YORK--(BUSINESS WIRE)--Fitch Ratings assigns the following ratings to Jefferson Mill CLO Ltd./LLC:
--$2,000,000 class X notes 'AAAsf'; Outlook Stable;
--$231,000,000 class A-1 notes 'AAAsf'; Outlook Stable;
--$25,000,000 class A-2 notes 'AAAsf'; Outlook Stable.
Fitch does not rate the class B-1, B-2, C, D, E, F or subordinated notes.
TRANSACTION SUMMARY
Jefferson Mill CLO Ltd. (the issuer) and Jefferson Mill CLO LLC (the co-issuer) comprise an arbitrage cash flow collateralized loan obligation (CLO) that will be managed by Shenkman Capital Management, Inc. (Shenkman). Net proceeds from the issuance of the secured and subordinated notes will be used to purchase a portfolio of approximately $400 million of primarily senior secured leveraged loans. The CLO will have an approximately five-year reinvestment period and three-year noncall period.
KEY RATING DRIVERS
Sufficient Credit Enhancement: Credit enhancement (CE) of 36% for the class A-1 and A-2 notes (collectively, class A notes), in addition to excess spread, is sufficient to protect against portfolio default and recovery rate projections in an 'AAAsf' stress scenario. The degree of CE available to class A notes is lower than the average CE of recent CLO issuances; however, cash flow modeling indicates performance in line with other 'AAAsf' CLO notes. The class X notes are expected to be paid in full from the interest waterfall.
'B' Asset Quality: The average credit quality of the indicative portfolio is 'B', which is comparable to recent CLOs. Issuers rated in the 'B' rating category denote a highly speculative credit quality; however, in Fitch's opinion, class X and A notes are unlikely to be affected by the foreseeable level of defaults. Class X and A notes are projected to be able to withstand default rates of up to 100% and 64%, respectively.
Strong Recovery Expectations: The indicative portfolio contains 95.7% first-lien senior-secured loans. Approximately 92.9% of the indicative portfolio has either strong recovery prospects or a Fitch-assigned Recovery Rating of 'RR2' or higher, resulting in a base case recovery assumption of 77.2%. In determining the rating of the class X and A notes, Fitch stressed the indicative portfolio by assuming a higher portfolio concentration of assets with lower recovery prospects and further reduced recovery assumptions for higher rating stress assumptions. The analysis of the class X and A notes assumed a 37.6% recovery rate in Fitch's 'AAAsf' scenario.
RATING SENSITIVITIES
Fitch evaluated the structure's sensitivity to the potential variability of key model assumptions, including decreases in recovery rates and increases in default rates or correlation. Fitch expects the class X, A-1 and A-2 notes to remain investment grade even under the most extreme sensitivity scenarios. Results under these sensitivity scenarios were 'AAAsf' for the class X notes and ranged between 'Asf' and 'AAAsf' for the class A-1 and A-2 notes.
DUE DILIGENCE USAGE
No third party due diligence was provided or reviewed in relation to this rating action.
Additional information is available at www.fitchratings.com.
Sources of Information:
The sources of information used to assess these ratings were provided by the arranger (Merrill Lynch, Pierce, Fenner & Smith Incorporated) and the public domain.
Applicable Criteria
Counterparty Criteria for Structured Finance and Covered Bonds (pub. 14 May 2014)
https://www.fitchratings.com/creditdesk/reports/report_frame.cfm?rpt_id=744158
Criteria for Interest Rate Stresses in Structured Finance Transactions and Covered Bonds (pub. 19 Dec 2014)
https://www.fitchratings.com/creditdesk/reports/report_frame.cfm?rpt_id=838868
Global Rating Criteria for Corporate CDOs (pub. 25 Jul 2014)
https://www.fitchratings.com/creditdesk/reports/report_frame.cfm?rpt_id=753057
Global Structured Finance Rating Criteria (pub. 06 Jul 2015)
https://www.fitchratings.com/creditdesk/reports/report_frame.cfm?rpt_id=867952
Related Research
Jefferson Mill CLO Ltd./LLC -- Appendix
https://www.fitchratings.com/creditdesk/reports/report_frame.cfm?rpt_id=867303
Additional Disclosures
Dodd-Frank Rating Information Disclosure Form
https://www.fitchratings.com/creditdesk/press_releases/content/ridf_frame.cfm?pr_id=988643
Solicitation Status
https://www.fitchratings.com/gws/en/disclosure/solicitation?pr_id=988643
Endorsement Policy
https://www.fitchratings.com/jsp/creditdesk/PolicyRegulation.faces?context=2&detail=31
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