The Alta Group Round Table Tampa, Florida

1. The Alta Group Round TableTampa, Florida RISK MANAGEMENT ENVIRONMENT “Post” Financial Crisis

2. Risk Management Environment What happened? Effect on our businesses Discussion--- What were the most effective steps your company took in the wake of the financial crisis How do you see the market and risk landscape today---trend, emerging risks, opportunities Has your company’s overall business strategy ( as distinct from just credit policy) changed as a result of the crisis?

3. Global Credit Environment • PERSPECTIVE: about every 5-6 years, there has been a significant credit event; • 1970’s: REITs and Lesser Developed Countries (Brazil) • 1980/90’s: Savings & Loans, LBO/MBOs, Continental Bank, Herstatt Bank, Long Term Capital Management • 2000’s: Enron, Telecom Bubble • 07/08: Sub-prime/Financial Crisis • Concerns surfaced re U.S. $12 Trillion mortgage market in early/mid 2007 • Slowing of growth, then decreasing values of residential real estate in the U.S.—now down 30+% in 20 largest US markets since July, 2006 peak (S&P) • Overall Residential Mortgage Delinquency rate up sharply • For sub-prime( apx $1.25-1.5T), the delinquency rate is running 25%+ • Many mortgages rolled into securitized instruments—CLO, CDO’s and are widely held----and insured by major credit insurers • Losses damaged capital, caused financial firms failure • Problems spread to consumer credit cards and commercial loans • Leveraged loan default rate, about 2% in 2008, to peaked at 14%+ by 4Q 09. • Tremendous disruption and damage to financial system

4. Moody’s Mortgage Performance

5. Housing market Housing Bubble/Foreclosures Sub-Prime lending( underwriting, fraud, down payments/negative equity) Risk taking behavior Consumer/Household Borrowing Equity extraction Speculation Risk underwriting/leverage--Corporate Financial market factors Innovation Ratings inaccuracy Modeling Off balance sheet financing Regulatory avoidance Sector concentration Macro factors Interest rates Trade Deficit Capital market pressures Capital looking for yield Regulation and Deregulation Commodity Price Volatility Inaccurate economic forecasting Monetary expansion Mark to Market Accounting Interaction of the Housing and Financial markets Crisis “Root Cause” still being debatedMacro Framework

6. Financial industry drive for growth Supported by excess liquidity Parallel focus on E/R measures pressuring non-revenue producing functions, like RM Complacency Declining loss rates 2002-2006 New tools, liquidity pools, asset values “old rules don’t apply” “Outsourcing” Credit Responsibility External assessments( bank sponsor, rating agency) replaced internal decisions Conflict between evaluating and selling risk Many financial business now revolve around ability to securitize or syndicate Key skill becomes marketing of risk Retention became subordinate to marketing Importance of internal risk assessment diminished Lack of experienced management in RM Market speed and instrument complexity reduced senior management involvement in deal flow Policy/Strategy/Controls Reduced RM input to business direction Shift to syndication from retention Process design focus shift to origination/syndication Operational Effectiveness E/R pressures Resources shift to selling deals Speed/complexity diminished experienced senior management involvement in deal flow---no benefit of their experience RESULT: BIG PROBLEMS IN MANY LENDING ORAGNIZATIONS Crisis “Root Cause” Credit Risk Management Framework

7. Defaults/Losses/Delinquency starting to abate • Default rates in bonds/loans moderating, but still high historically • ELFA ageing metrics also improving

8. Risk Appetite Slowly Returning---esp for larger companies • New issuance of bonds and loans to lesser credits increasing, although substantial portion is refinancing • Risk spreads gradually returning to “traditional” levels

9. Terms and Conditions Still Tighter • HY loan originations less likely to carry very lenient terms and conditions • Federal reserve survey shows some easing of tightening trend by larger banks---credit availability still an issue for smaller companies

10. Comparison of Delinquency/Loss Rates

11. Medium/Long Term Effects • Many Banks and Financing companies damaged • “Risk Aversion” atmosphere may persist for many quarters, if not years • Terms/Conditions and pricing spreads now favoring the creditor • Many borrowers be squeezed out of the market—debt vs equity risk paradigm • Increased regulation/control/taxation of Financial institutions—limits on growth • Economic outlook less robust---recession in developed/OECD countries slowly ending—unemployment levels high--country risk increased • “De-leveraging”-banks, corporations and consumers • Effect of government stimulation efforts—increased taxes, potential inflation • Increased role of Government Sector in U.S. economy • Potential pressure to “de-globalize” • Additional, non-crisis related factors to consider in risk management for the future • U.S./Western Europe ageing population—impact on labor markets, social services, immigration policy and consumer spending • “Green” impetus---impact on energy policy, government tax/spending, regulation, new market segments • Economic Competition between U.S./developed countries and China—political spillover, commodity prices, cross border investments, China as creditor/investor nation

12. Key Elements of a Strong Risk Culture • Risk management positioned as integral part of business • Fixed in corporate priorities • Regular input to overall business direction • Risk appetite, risk/reward balance well articulated • Robust RM infrastructure and documentation • Policies • Processes • Attitude of taking full responsibility for RM results • Agency Ratings and sponsor/lead bank endorsements as inputs, not substitute for own decision making • Retaining vs selling risk • Active participation by Senior Management in design and operation of risk management • Knowledge of deal flow • Included in approval process • Periodic senior management review of “common sense” level of risk/reward levels---Stress testing/sensitivity—macro and company specific

13. Business Strategy & Objectives Credit Policy & Methodology Feedback Credit Assessment & Structuring Asset Management: Accounts Receivable, Loans/Leases and Other Exposures Portfolio Performance Measurements Systems Strategy & Audit/Business Controls

14. Managing Risk –Policy/ProcessWhat has been happening at financing organizations? • Policy • Reviewing business plans and credit policies in view of recent events and organization’s risk appetite • Deselecting segments/geographies/business lines (eg SMB, Vendor Financing) • Re-evaluating concentration issues • Evaluating effectiveness of the Risk Management function—coverage, methodologies, forecasting, protections, speed to recognize issues, reserving process/assumptions • Taking a more Enterprise Risk approach • Stress testing the business

15. Managing Risk –Policy/Process What has been happening at financing organizations? • Credit Approval Process • Tightening Credit approval process • Increased info/disclosure requirements on new deals • Re-scoring automated models and manual scorecards/upping the bar • Decreasing Delegation • Managing down lines of credit • More Senior Management Reviews • Reviewing all contract and collateral documentation • Tighter terms and conditions • Higher pricing • Sensitivity to Fraud

16. Managing Risk –Policy/Process What has been happening at financing organizations? • Receivables and Portfolio Management • Increased “stress testing” • Re-assessing/re-grading credit portfolios for action and reserving • Portfolio sales/exits • Concentration framework/metrics • Assessing/improving adequacy of AR and workout staffs • Increased frequency and intensity of customer contacts • Keeping senior management informed of all issues

17. DISCUSSION QUESTIONS • What were the most effective steps your company took in the wake of the financial crisis • How do you see the market and risk landscape today---trend, emerging risks, opportunities • Has your company’s overall business strategy ( as distinct from just credit policy) changed as a result of the crisis?