Private Credit Overview May 2019 CONFIDENTIAL – DO NOT DISTRIBUTE Presenters Jonathan Marotta, Managing Director, Private Credit Arthur King, Vice President, Private Credit 2 | CONFIDENTIAL – DO NOT DISTRIBUTE Table of Contents I. Introduction to Crescent Capital Group II. Private Credit Overview III. Considerations for Manager / Strategy Selection in Private Credit IV. Private Credit Investor Outlook V. Summary and Q&A 3 | CONFIDENTIAL – DO NOT DISTRIBUTE I. Introduction to Crescent Capital Group CONFIDENTIAL – DO NOT DISTRIBUTE Crescent Capital Group Platform Facts Highlights Founded: 1991 • Independent credit firm with complementary strategies AUM: $24B+ • Primarily focused on below investment grade credit Employees: 165+ • Prioritizes capital preservation and high current income Offices: 4 • Depth and breadth of investment professionals Client Base: • ~95% Institutional Investor Base • Over 450 Client Relationships • Long track record of demonstrated performance through multiple cycles • No Investor >5% • Crescent Mezzanine and Crescent Direct Lending have experienced a Historical Net Loss Ratio of less than 20 bps and 10 bps, respectively Below Investment Grade Corporate Credit Mix (1) Strong Growth in AUM Global Investor Base ($ in billions) ($ in billions) ($ in billions) Europe and $24 + RoW Asia $2.5 Public $3.9 Markets $9.0 Private North Markets America $15.6 $8 North America $18.2 $19.3 2011 2018 Crescent seeks to deliver attractive returns with less volatility, lower default rates and higher recovery than the market average 5 | CONFIDENTIAL – DO NOT DISTRIBUTE(1) AUM is preliminary as of December 31, 2018 Past performance is not a guarantee of future results. Dynamic Organization Management Committee • Includes Managing Partners and leaders within Investment Management, Investor Relations, Legal, and Operations Dedicated Investment Professionals Operations Team / Administration • 80+ investment team members • 85+ operations and administrative team members • 50+ Private Credit and 30+ Public Credit professionals • Pursues highest risk management / compliance standards • Strong sourcing, structuring and portfolio management • Provides best-in-class support functions Local Market Presence Across Four Offices London Boston New York Los Angeles Headquarters Information is current as of December 31, 2018 6 | CONFIDENTIAL – DO NOT DISTRIBUTE The Crescent Competitive Advantage in Private Credit 1• Strong market presence and relationships 2• Robust, proprietary sourcing 3• Proven, disciplined investment approach 4• Experience across multiple cycles 5• Long‐standing, over 25‐year track record with U.S. Private Strategies having deployed over $17 billion(1) 7 | CONFIDENTIAL – DO NOT DISTRIBUTE Past performance is not indicative of future results. As used here, Private Credit refers to Crescent’s experience in the asset class generally and not to the proposed partnership structure with its specific investment objectives, which does not have a track record. (1) Inclusive of Crescent Direct Lending and Crescent Mezzanine deployed capital. As of December 31, 2018. 2019-2020 Crescent Fundraising Timeline Strategy 1Q’19 2Q’19 3Q’19 4Q’19 1Q’20 2Q’20 3Q’20 4Q’20 Crescent European Specialty Lending CESL II Lending Crescent BDC, Inc. CBDC Crescent Private CPCP I Credit Partners CDL III Crescent Direct Lending (Tentative) Mezz VIII (Tentative) Crescent Mezzanine Currently Fundraising Projected to Begin Fundraising 8 | CONFIDENTIAL – DO NOT DISTRIBUTE Strong Market Presence and Robust, Proprietary Sourcing Select Sponsor Relationships Private Credit Deal Flow by Year 1,600 1,524 1,532 1,399 1,400 1,299 1,200 1,165 1,000 800 735 600 Number of Deals Reviewed 400 200 35 16 37 34 37 30 (2%) (2%) (3%) (3%) (2%) (2%) ‐ 2013 2014 2015 2016 2017 2018 Includes investment opportunities from Crescent Mezzanine, Crescent Direct Lending and Crescent European Specialty Lending. Deals Completed As of December 31, 2018. 9 | CONFIDENTIAL – DO NOT DISTRIBUTE 9 II. Private Credit Overview CONFIDENTIAL – DO NOT DISTRIBUTE What is Private Credit? (Also Called Private Debt or Direct Lending) • Strategies where manager sources debt investment opportunities directly from a company (sponsor-less) or through a private 1 equity firm acquiring the company (sponsored) 2• Investment instrument typically structured as a loan or a bond; negotiation is led by the credit manager • Return normally created from structuring fees, contracted cash or capitalized interest, prepayment penalties and, in some 3 cases, equity enhancements 11 | CONFIDENTIAL – DO NOT DISTRIBUTE 11 Why Private Credit? INVESTORS’ PERSPECTIVE BORROWERS’ PERSPECTIVE Pros: Pros: • Significant yield premium • Customized, flexible solutions • Lead due diligence process and legal documentation • Certainty of execution and terms • Generally better credit terms • Enhanced reporting and monitoring tools • Privacy / no disclosure requirements • Access to management and Board • Partnership-based lender approach • More control in downside case scenarios • Sometimes the only option Cons: Cons: • Generally lower liquidity • Generally higher coupon 12 | CONFIDENTIAL – DO NOT DISTRIBUTE 12 Middle-Market Lending Opportunity • Continued growth in global buyout dry powder • Bank share of the leveraged loan market has declined from 30% in 2000 to 12% in 2016 • Smaller banks have curtailed lending meaningfully since 2008 • Only 54% of small business lending is addressed by small-to-medium sized banks ANNUAL PRIVATE CAPITAL RAISED BY ASSET CLASS BANKS WITHDRAWING FROM LOAN MARKET (1994-2018) 1000 900 $23 100% $77 $24 90% 800 $67 $20 $94 $40 $132 80% 700 $18 $14 $41 $32 $61 $132 $44 $44 $134 $137 70% 600 $147 $36 $140 $115 $142 $49 $121 60% 500 $123 $104 Non‐Bank Investors $74 $100 $26 $79 50% $33 $110 400 $11 $27 $89 $76 40% $13 Banks & Securities Firms 300 $15$21 $33 $77 $565 & of Leveraged Loan Market $53 $58 $45 $68 $522 30% $24 $459 Aggregate Capital Raised ($ in billions) 200 $409 $410 $42 $421 $417 $329 20% $239 $244 100 $213 $187 10% 0 2007 2008 2009 2010 2011 2012 2013 2014 2015 2016 2017 2018 0% Private Equity Private Debt Real Estate Infrastructure Natural Resources 1994 1995 1996 1997 1998 1999 2000 2001 2002 2003 2004 2005 2006 2007 2008 2009 2010 2011 2012 2013 2014 2015 2016 2017 2018 Source: Preqin; S&P LCD. 13 | CONFIDENTIAL – DO NOT DISTRIBUTE 13 Leveraged Buyouts: Purchase Price and Leverage Trends • Leveraged buyout purchase price multiples are at historical highs PURCHASE PRICE AND LEVERAGE MULTIPLES 10.6x 10.3x 10.1x 9.9x 9.5x 9.6x 9.0x 8.7x 8.3x 8.3x 8.4x 8.6x 8.6x 7.8x 7.7x 7.0x 7.0x 7.2x 6.6x 6.5x 5.9x 6.1x 5.7x 5.7x 5.8x 5.2x 5.4x 5.3x 5.0x 4.9x 5.1x 5.3x 5.6x 5.4x 4.2x 4.2x 4.6x 4.6x 4.0x 3.4x 3.7x 3.9x 1998 1999 2000 2001 2002 2003 2004 2005 2006 2007 2008 2009 2010 2011 2012 201320142015201620172018 Leverage Equity Source: S&P LCD. 14 | CONFIDENTIAL – DO NOT DISTRIBUTE 14 Leveraged Buyouts: Equity Contribution Trends • High level of equity contributions provide a substantial valuation cushion to debt investors EQUITY CONTRIBUTION 46% 43% 41% 40% 41% 41% 37% 39% 38% 38% 36% 37% 34% 35% 35% 32% 33% 30% 31% 31% 27% 28% 1997 1998 1999 2000 2001 2002 2003 2004 2005 2006 2007 2008 2009 2010 2011 2012201320142015201620172018 Source: S&P LCD. 15 | CONFIDENTIAL – DO NOT DISTRIBUTE Type of Private Credit Strategies Capital Structure Focus Geography/Industry Focus Sponsored vs Non‐Sponsored Target Company Size Use of Proceeds 16 | CONFIDENTIAL – DO NOT DISTRIBUTE 16 Capital Structure Focus PRIVATE CREDIT FUNDS SAMPLE CAPITAL STRUCTURES EBITDA Direct Lending Funds Multiple • Senior Secured 0.0x • Stretch Senior (Unitranche) 1.0x Lower Mezzanine Funds 2.0x Senior Risk / • Junior Lien Secured Return 3.0x Unitranche • Unsecured Loans • Subordinated 4.0x Junior Lien / 5.0x Opportunistic Unsecured • Holdco / Preferred 6.0x • Structured Equity 7.0x • Distressed 30‐50% Higher 8.0x Equity Equity Capital Equity Capital Risk / 9.0x Cushions Return 10.0x Senior / Junior Structure Unitranche Structure 17 | CONFIDENTIAL – DO NOT DISTRIBUTE 17 Capital Structure Focus (cont’d) 11 Senior Loans Unitranche Loans Junior Loans Preferred Securities Subordinated Position in Cap Structure Senior Opco Debt Senior Opco Debt Junior Opco Debt / Holdco Asset Collateral 1st lien 1st lien Junior Lien / Unsecured Unsecured Current Income Cash Interest Cash Interest Primarily Cash Interest Primarily in Kind Floating or Fixed Rate Floating Floating Fixed or Floating Fixed Indicative Coupon LIBOR + 4-6% LIBOR + 5-7% LIBOR + 7.5-9.5% 10-15% Upfront Fee 1-3% 2-3% 2-4% 2-4% Call Protection None Yes Yes Yes Maturity 4 – 7 years 4 – 7 years 7 – 10 years 10+ years Equity Upside None Potential Potential Potential 18 | CONFIDENTIAL – DO NOT DISTRIBUTE 18 Geography / Industry Focus Geographic Focus Industry/Sector Focus Corporate Credit Energy & Power Developed World Emerging Markets Real Estate Technology Country- or Region- Specific: North America Western Europe Middle East Infrastructure Structured Products Asia Pacific 19 | CONFIDENTIAL – DO NOT DISTRIBUTE 19 Sponsored vs Non-Sponsored Private Equity Sponsored Investment Strategy • Defined and consistent sourcing channels • Aligned investment horizons and realization incentives • Broader access to capital and managerial resources • Incremental resources for credit due diligence • Enhanced governance and controls Non-Sponsored Investment Strategy • Requires a larger sourcing platform with local presence and • Potentially higher upside with more equity exposure more office locations • Generally