👁 1
💬 0
📄 Extracted Text (18,633 words)
For Key Client Partner Clients or U.S. Institutional Investors. Not for
Retail Distribution
Deutsche Asset Management Infrastructure
Debt Presentation: RIN II Equity
March 2018
CONFIDENTIAL-FOR DISCUSSION PURPOSES ONLY
The information herein is confidential and subject to change. By accepting
this information, the recipient
agrees to use the information only to evaluate its potential interest in the
proposed vehicle described herein
and for no other purpose and will not divulge any such information to any
other party. Any reproduction of this
information, in whole or in part, is prohibited. The information contained
herein has been prepared solely for
informational purposes and is not an offer to buy or sell or a solicitation
of an offer to buy or sell any security
or instrument or to participate in any trading strategy If any offer is
made, it shall be pursuant to a final
offering document that would contain material information not contained
herein. Any decision to invest in the
proposed vehicle described herein should be made solely in reliance upon
such final offering circular and not
upon the terms set forth in this preliminary presentation.
EFTA01417682
Important Information
CONFIDENTIAL
A decision to invest should only be made after reading the final fund
documentation ifany and conducting in-depth and independent due diligence.
Important Information
0 2018. All rights reserved. No further distribution is allowed without
prior written consent of the Issuer. I-053494_2
Deutsche Asset Management's infrastructure investment business (formerly
RREEF Infrastructure) is part of the alternative investments business of
Deutsche Asset Management ("Deutsche AM") part of the
Alternatives and Real Assets platform. In the United States this relates to
the asset management activities of RREEF America L.L.C., and Deutsche
Investment Management Americas Inc.; in Germany:
RREEF Investment GmbH, RREEF Management GmbH and RREEF Spezial Invest GmbH;
in Australia: Deutsche Asset Management (Australia) Limited (ABN 63 116 232
154) an Australian financial services
license holder; in Japan: Deutsche Securities Inc. (For DSI, financial
advisory (not investment advisory) and distribution services only); in Hong
Kong: Deutsche Bank Aktiengesellschaft, Hong Kong Branch,
and Deutsche Asset Management (Hong Kong) Limited; in Singapore: Deutsche
Asset Management (Asia) Limited (Company Reg. No. 198701485N); in the United
Kingdom: Deutsche Alternative Asset
Management (UK) Limited, Deutsche Alternative Asset Management (Global)
Limited and Deutsche Asset Management (UK) Limited; in Italy: RREEF
Fondimmobiliari SGR S.p.A.; and in Denmark, Finland,
Norway and Sweden: Deutsche Alternative Asset Management (UK) Limited and
Deutsche Alternative Asset Management (Global) Limited; in addition to other
regional entities in the Deutsche Bank Group.
For purposes of ERISA and the Department of Labor's fiduciary rule, we are
relying on the sophisticated fiduciary exception in marketing our services
and products, and nothing herein is intended as fiduciary
or impartial investment advice unless it is provided under an existing
mandate.
This material was prepared without regard to the specific objectives,
financial situation or needs of any particular person who may receive it. It
is intended for informational purposes only. It does not constitute
investment advice, a recommendation, an offer, solicitation, the basis for
any contract to purchase or sell any security or other instrument, or for
Deutsche Bank AG or its affiliates to enter into or arrange any
type of transaction as a consequence of any information contained herein.
Neither Deutsche Bank AG nor any of its affiliates gives any warranty as to
the accuracy, reliability or completeness of information
which is contained in this document. Except insofar as liability under any
statute cannot be excluded, no member of the Deutsche Bank Group, the Issuer
or any officer, employee or associate of them accepts
any liability (whether arising in contract, in tort or negligence or
otherwise) for any error or omission in this document or for any resulting
loss or damage whether direct, indirect, consequential or otherwise
suffered by the recipient of this document or any other person.
Deutsche Bank is not providing accounting, tax or legal advice to any
prospective investor. No assurance can be given that the investment
EFTA01417683
objective will be achieved or that any investor will receive a return of
all or part of his or her investment, and investment results may vary
substantially over any given period of time. An investment is not a deposit
and is not insured or guaranteed by the Federal Deposit Insurance
Corporation or any other government agency or by Deutsche Bank AG, its
affiliates or its subsidiaries.
The views expressed in this document constitute the Issuer's, Deutsche Bank
AG or its affiliates' judgment at the time of issue and are subject to
change. This document is only for accredited investors. This
document was prepared without regard to the specific objectives, financial
situation or needs of any particular person who may receive it.
THE PREFERRED SHARES HAVE NOT BEEN AND WILL NOT BE REGISTERED UNDER THE
SECURITIES ACT AND THE PREFERRED SHARES HAVE NOT BEEN AND ARE NOT EXPECTED
TO BE
REGISTERED UNDER THE SECURITIES LAWS OF ANY U.S. STATE OR ANY OTHER
JURISDICTION. THE PREFERRED SHARES WILL BE OFFERED AND SOLD BY THE ISSUER IN
THE UNITED
STATES FOR INVESTMENT PURPOSES ONLY TO (I) "QUALIFIED INSTITUTIONAL BUYERS"
WITHIN THE MEANING OF RULE 144A UNDER THE SECURITIES ACT OR (II) "ACCREDITED
INVESTORS" (AS DEFINED IN RULE 501(A)(1), (2), (3) OR (7) OF REGULATION D
UNDER THE SECURITIES ACT (OR, SOLELY IN CONNECTION WITH THE INITIAL
PLACEMENT OF THE
PREFERRED SHARES, OTHER "ACCREDITED INVESTORS" (AS DEFINED IN RULE 501(A) OF
REGULATION D UNDER THE SECURITIES ACT) APPROVED BY THE ISSUER), IN EACH CASE
THAT
ARE ALSO "QUALIFIED PURCHASERS" WITHIN THE MEANING OF SECTION 3(C)(7) OF THE
INVESTMENT COMPANY ACT. THE PREFERRED SHARES WILL BE OFFERED AND SOLD BY THE
ISSUER OUTSIDE OF THE UNITED STATES UNDER THE EXEMPTION PROVIDED BY
REGULATION S UNDER THE SECURITIES ACT. NOTWITHSTANDING THE FOREGOING, THE
PREFERRED
SHARES WILL ONLY BE OFFERED AND SOLD BY THE ISSUER TO PERSONS THAT "U.S.
PERSONS" FOR U.S. FEDERAL INCOME TAX PURPOSES. IT IS NOT EXPECTED THAT THE
PREFERRED
SHARES WILL BE REGISTERED UNDER SECTION 12(G) OR ANY OTHER PROVISION OF THE
EXCHANGE ACT AND THE RULES PROMULGATED THEREUNDER. NEITHER THE ISSUER NOR THE
CO-ISSUER WILL BE REGISTERED AS AN INVESTMENT COMPANY UNDER THE INVESTMENT
COMPANY ACT.
The Preferred Shares may not be sold or transferred except (i) pursuant to
an exemption from registration under the Securities Act, exemption from
registration under the Investment Company Act and
registration or exemption under any other applicable securities laws, (ii)
to persons that are "U.S. Persons" for U.S. federal income tax purposes, and
(iii) as otherwise permitted under the Issuer's Articles, the
PS Issuing and Paying Agency Agreement and the PS Purchase Agreement.
The Preferred Shares have not been recommended by any U.S. federal or state
or non-U.S. securities commission or regulatory authority and none of the
foregoing authorities has confirmed the accuracy or
determined the adequacy of this Memorandum. Any representation to the
contrary is a unlawful.
Any investment in Preferred Shares would be speculative, and may not
suitable for all investors and would be intended for experienced and
EFTA01417684
sophisticated investors who are willing to bear the high economic
risk of the investment, which may include, among other risks: loss of all or
a substantial portion of the investment due to leveraging or other
speculative investment practices; lack of liquidity in that there may be
no secondary market; volatility of returns; restrictions on transferring
interests; potential lack of diversification and resulting higher risk due
to concentration within a single industry; absence of information
regarding valuations and pricing; and less regulation and higher fees than
mutual funds. There are numerous additional risks. See the Risk Factors
herein and other information that will be set out in the final
Issuer documentation, if any. No offer to sell or solicitation of offer to
purchase any Preferred Shares may be made except pursuant to the definitive
Private Placement Memorandum of the Issuer.
Past performance is not a guarantee of future results.
Deutsche
Asset Management
Deutsche Asset Management Infrastructure Debt Presentation: RIN II Equity
March 2018
1
EFTA01417685
Table of Contents
Section
01
02
03
04
05
06
Executive Summary
Deutsche Asset Management Infrastructure Platform
RIN I Overview
RIN II Investment Opportunity
Investment Process
Scenario Analysis
Appendix
01
02
04
03
Team Biographies and Track Record
Structured Infrastructure Product Features
Case Studies
Risk Factors
EFTA01417686
01 Executive Summary
EFTA01417687
Deutsche Asset Management Infrastructure Debt
Opportunity through RIN II
The Opportunity
H Total shortfall in U.S. infrastructure funding over the next 10 years is
estimated to be $1.44 trillionl (i.e. $144 billion per annum)
H Banks face financing constraints and costs due to greater regulation
resulting in the need for private debt capital to finance
infrastructure
I RIN II Ltd. (the "Issuer," "RIN II") is a structured private debt fund
that will invest primarily in a diversified portfolio of private
infrastructure loans
Deutsche AM's
Infrastructure Debt
Platform
I RREEF America LLC, part of Deutsche Asset Management's Alternatives
business ("Deutsche AM"), will act as Portfolio
Advisor to RIN II
I Deutsche AM's $22.3 billion global infrastructure platform employs 38
professionals globally with 7 dedicated infrastructure debt
professionals2
H The team has deployed —$1.1 billion across 53 investments since November
20143 and has $1.7bn of committed capital
I Powerful combination of infrastructure and credit investment expertise
RIN Program
I The Portfolio Advisor intends to construct a portfolio with a view towards
providing investors a number of benefits, including:
— Privately sourced financing opportunities with enhanced risk-adjusted
returns
— Private infrastructure debt's historically low default and high recovery
rates
I RIN I closed on October 25th 2017 and is funded with a (i) $273.33 million
of Class A Notes; (ii) $51.80 million of Class B Notes;
(iii) $57.38 million of Class C Notes; and (iv) $67.50 million in preferred
shares ("Equity")4
— Deutsche Bank retained a 5% vertical slice
I RIN II's portfolio will be funded with up to $75 million in preferred
shares ("Equity")4 and a warehouse facility (the "Initial Facility")
with an advance rate of up to 80% during the Ramp-up Period
— Deutsche Bank expects to retain a 5% vertical slice throughout the life of
the transaction
I RIN II has a Target Equity return of [12-15%]5
EFTA01417688
(1) Source: "Failure to Act" by the American Society of Civil Engineers
report, 2017.
(2) As of September 30, 2017.
(3) As of December 31, 2017. Based on Team investment activity since 2014.
(4) No assurance can be made that the target raised will be achieved.
(5) We believe that, in view of anticipated market conditions, RIN should be
expected to create a portfolio of investments with income yields and
repayment of capital generating a return equal to the
target return. The investment portfolio will be selected based on certain
guidelines as outlined in the Private Placement memorandum. Target return
reflects floating base rate, interest margin, upfront
fee and Libor floor and capital structure expectations. The target return is
net of management fees, expenses, performance fees, portfolio company taxes,
fund taxes, investor taxes and related
withholding taxes from portfolio investments. There can be no assurance that
the assumptions underlying the target returns will prove to be accurate, nor
that the target return will be met or significant
losses avoided. Projections are subject to a number of assumptions and
uncertainties and may or may not be realized. Please refer to slide 39 for
further detail.
Deutsche
Asset Management
Deutsche Asset Management Infrastructure Debt Presentation: RIN II Equity
March 2018
4
EFTA01417689
02 Deutsche Asset Management Infrastructure
Platform
EFTA01417690
Deutsche AM's Leading Infrastructure Platform
Platform overview
Deutsche Bank Overviewl
I One of the world's leading international financial institutions with
total assets of -$1.5 trillion
I Active in 62 countries
I Over 99,000 employees
Deutsche Bank
Alternatives
(AUM: $91bn)3
Private, Wealth and
Commercial Clients
Corporate &
Investment Banking
Asset Management
Global Markets
Direct
Infrastructure
Equity,
$10.5bn
Infrastructure
(AUM: —$23bn)3
Active
Alternatives
Passive
I Platform currently employs 38
professionals globally with 7 dedicated
investment professionals3
Real
Estate
Infrastructure
Commodities
Private
Equity
Sustainable
Investments
Hedge
Funds
Infrastructure Debt
(AUM: —$885m)2
I The team has been investing since
November 2014 and has deployed capital
into 53 investments2
—$23bn
Listed
Infrastructure
EFTA01417691
Securities,
$11.6
Asset Management
(AUM: $840bn)3
Deutsche AM's Infrastructure Platform3
I Deutsche AM's global infrastructure
platform (the "Platform") has —$23 billion
in assets under management with —$1.1
billion deployed2 and $1.7 billion2
dedicated to infrastructure debt
Direct
Infrastructure
Debt,
—$0.9bn
(1) Deutsche Bank AG as of September 30 2017.
(2) As of December 31 2017. Based on Team investment activity since 2014.
Please note numbers may not sum due to rounding. All breakdowns are by
primary use. Excludes financial services. Allocations are subject to change
without notice
(3) As of September 30 2017.
Deutsche
Asset Management
Deutsche Asset Management Infrastructure Debt Presentation: RIN II Equity
March 2018
6
EFTA01417692
Deutsche AM's Leading Infrastructure Platform
Platform detail
Established Asset
Manager
I Deutsche AM is a leading global asset manager with $840 billion under
management across all asset classesl
I —$23 billion of infrastructure focused AUM; more than $1.7 billion of
infrastructure debt dedicated capital2 and $1.1bn deployed3
I The Infrastructure Platform has a 23-year track record of delivering
attractive, stable returns for investors6
Track Record of
Infrastructure and
Credit Expertise
I Seasoned team with extensive infrastructure debt investment and portfolio
management expertise
I Portfolio Advisor team with complementary skill sets and collective
infrastructure experience of 78 years that has provided c. $37.0 billion of
financing to 99 infrastructure businesses historically4 and 53 businesses
since the end of 20143
I Attractive performance for RIN I, with average cash-on-cash returns of
15.8% since inception5
Proven Investment
jrocess
Infrastructure and credit expertise drives better investment and portfolio
management decisions
I Rigorous investment process results in very deliberate investment selection
I Focus on leveraging relationships to originate debt investment
opportunities and obtain desired allocations
Proprietary Deal
Pipeline
I Access to infrastructure debt investments through strong relationships
with:
— Infrastructure equity sponsors
— Senior management of infrastructure companies
— Investment banks
— Financial advisers
(1) As of September 30, 2017
(2) As of December 31, 2017. Includes $450 million of investable capital for
RIN, $750 million Separately Managed Account, and $500 million Separately
Managed Account.
(3) As of December 31, 2017. Based on Team investment activity since 2014.
EFTA01417693
(4) As of December 31, 2017. Based on Team members' professional activities,
including experience at prior employers. Transaction numbers are based on
the collective team's experience, this
includes acting in varying capacities such as a lead arranger and or a
financial counterparty.
(5) As of 03'17 payment date. Please note that returns shown are net of
fees, including the performance fee. No assurance can be made that future
investments will have similar characteristics to
current investments or will generate similar returns. Past performance is
not indicative of future results.
(6) Platform's performance includes the performance of the European Private
Infrastructure Business, Listed Infrastructure Securities Business,
Infrastructure Debt Business, and Australian Separate
Account Business.
Deutsche
Asset Management
Deutsche Asset Management Infrastructure Debt Presentation: RIN II Equity
March 2018
7
EFTA01417694
Deutsche AM's Infrastructure Debt Team
The team benefits from investment expertise of leading asset management
professionals
Infrastructure Debt Teaml
Portfolio Manager
20 years experience
Prior affiliation: Aladdin Capital,
Dresdner Kleinwort, BNP Paribas
Jorge Rodriguez*
Director
10 years experience
Prior affiliation: Deutsche Bank
IB, Carlyle, Deloitte
Matt Woods
Associate
2 years experience
Prior affiliation: J.P. Morgan
Joshua Kim
Operations, Legal and Compliance
Freddy Taggart
COO
Nick Bloss
COO Office
Tom Rice
Legal
Michelle Goveia-Pine
Compliance
* Investment committee member
(1) Defined as the "Team" throughout this presentation. Members subject to
change
(2) The Infrastructure Debt Team has access to members of these teams in
connection with the investment process
Deutsche
Asset Management
Deutsche Asset Management Infrastructure Debt Presentation: RIN II Equity
March 2018
8
Jessica Hamill
Operations
Portfolio Manager
18 years experience
Prior affiliation: Aladdin Capital,
Dresdner Kleinwort, Moody's
Jonathan Newman*
Assistant Vice President
7 years experience
Prior affiliation: Intesa SanPaolo,
Morgan Sindall
Benjamin Schmitt
Managing Director
15 years experience
EFTA01417695
Prior affiliation: Citigroup, S&P,
EXIM Bank India
Sundeep Vyas*
Assistant Vice President
6 years experience
Cameron Berns
Investment Committee Members2
Head of Alternatives
19 years experience
Prior affiliation: Banker's Trust
Pierre Cherki*
Head of Strategy and Research
30 years experience
Prior affiliation: Invesco
Mark Roberts*
Managing Director , Real Estate
Debt
17 years experience
Prior affiliation: J.P. Morgan
Andrea Vanni*
Research Team
Simon Wallace
Director
Gianluca Minella
Vice President
Head of Infrastructure
19 years experience
Prior affiliation: Deutsche Bank IB,
HSBC
Hamish Mackenzie*
Director, Real Estate Debt
31 years experience
Prior affiliation: CWCapital, Nissho
Iwai American Corp, Wachovia
Joe Rado*
Head of Asset Management for
Infrastructure Europe
21 years experience
Prior affiliation: Bechtel
Jane Seto*
EFTA01417696
Infrastructure Debt Track Recordl
Team with complimentary skill sets and extensive experience — see Appendix 1
for more detail
Origination and Execution
I Completed $37.0 billion financing transactions across 99 infrastructure
businesses with only one recorded payment defaultl
— Pioneers of infrastructure finance involved in marquee transactions
throughout North America and Europe
— 78 years of collective infrastructure experience
— Extensive experience throughout geographies and infrastructure sub-sectors
Team Transaction Funnel
Originated
Initial due
diligence
Detailed due
diligence
399
18%
47%
248
179
Transacted 99
Water
UK
France
USA
Spain
Netherlands Other
Germany
Austria
Utilities
Ports
Power Generation
Renewable Power
Motorway Services
Toll Roads
Communications Towers
Gas T&D
Other
24%
18%
Transaction by Geography
5%
3%
1%
0%
3%
10%
7%
19%
EFTA01417697
10%
Transaction by Sector
4%2%4%
5%
21%
(1) As of December 31, 2017. Based on Team members' professional activities,
including experience from prior employers. Transaction numbers and
enterprise values are based on the collective
team's experience, this includes acting in varying capacities such as a lead
arranger and or a financial counterparty.
Deutsche
Asset Management
Deutsche Asset Management Infrastructure Debt Presentation: RIN II Equity
March 2018
9
EFTA01417698
Experienced Team Supported by Operational, Reporting
and Governance Structure
Thorough
Investment
Procedures
H 7 dedicated investment professionals with complimentary skill sets allow
for thorough analysis of each investment and ongoing
monitoring
I Analysis focused on industry dynamics, competitive position,
predictability of cash flow, debt service coverage and leverage
ratios, and equity cushion
I All investments and dispositions must be approved on a unanimous basis by
9 member Investment Committee
I A lead and back-up analyst are responsible for the ongoing monitoring of
each credit
Enhanced
Controls and
Compliance
I Hypothetical trade tests are performed by the investment team and Loan
Information Agent (US Bank middle office), prior to any
investments or dispositions
I Indenture covenant compliance is tracked by investment team, FA01, Loan
Information Agent, and Trustee (US Bank)
H Trade, payment and monthly reports are produced by the Trustee and
reviewed by the investment team and FAO
I Ernst & Young serves as the Recalculation Agent to ensure that all
covenant ratios are calculated accurately
Robust
Operational
Structure
H Daily and ongoing communication between investment team, FAO, Loan
Information Agent and Trustee
H Investment team, FAO, and US Bank have multiple redundancies with strong
working knowledge of RIN
I Daily reconciliation of positions and cash balances between investment
team, Loan Information Agent and Trustee
I Quarterly payment waterfall tie-out between investment team, FAO, Loan
Information Agent and Trustee
Integrated
Technology
EFTA01417699
Suite
I Loan Information Agent utilizes CDO Suite to track RIN portfolio
I Integrated data feeds from Bloomberg, Markit, rating agencies, and third
party pricing providers
I Well established trading platform and settlement process in line with LSTA
standards
I 24/7 technology support professionals mitigate business disruption risk
IITested business continuity plan in place whereby employees have remote
access to necessary systems
1) Fund Administration Oversight.
Deutsche
Asset Management
Deutsche Asset Management Infrastructure Debt Presentation: RIN II Equity
March 2018
10
EFTA01417700
Independent and Transparent Reporting Procedures
— US Bank will serve as the transaction's Trustee
— The Trustee will monitor the deal's compliance with all of the transaction
covenants
— Covenant compliance is also tracked by investment team, FAO, and the Loan
Information Agent
— US Bank will independently maintain a website portal, PIVOT, for equity
and facility holders to access on demand
— The Trustee will provide investors with monthly and payment date reports
• Reports will be reviewed by FAO, investment team, and E&Y
— The information made available by the Trustee includes but is not limited
to the following:
Overcollateralization
Tests
Interest Coverage
Tests
Detail of Assets
Concentration
Limitations
Cash Summary
Caa and Defaulted
Collateral
Weighted Average
Recovery Rate Tests
Weighted Average
Rating Factor Tests
Weighted Average
Life
Weighted Average
Spread / Coupon
Tests
Purchases and Sales
Cov-Lite Loans
Deutsche
Asset Management
Deutsche Asset Management Infrastructure Debt Presentation: RIN II Equity
March 2018
11
EFTA01417701
03 RIN I Overview
The information shown is based on RIN I past investments and is not
necessarily representative of RIN II. RIN I is closed to new investors
and no representation is made that investments in RIN II will have the same
characteristics or returns similar to RIN I.
EFTA01417702
RIN I ("RIN LTD") CLO
First CLO Primarily Secured by Loans to Economic Infrastructure Assets
I Deutsche AM's inaugural infrastructure CLO, RIN I closed on
October 25th 2017
IIFirst Infrastructure CLO rated by Moody's under its Project Finance
& Infrastructure CDO Rating Methodology2
II100% ramped (91% ramped at closing)
IICurrent Weighted Average Rating Factor of 19023
IIVehicle leverage of 6.67x; 15% par subordination through Baa3
rated Notes
I Notes priced at WACD of 191 bps; 21bps wider than BSL CL04
IINote and Equity tranches purchased by 23 unique investors
I 60bps of Par Creation vs 36bps for 2015 vintage BSL CLO4
I Current Equity NAV of 104.2%5
IIWeighted Average Spread of 370bps vs 357 bps for 2015 vintage
BSL CLO4
II Equity achieved cash on cash yield of 15.81% during warehouse
period6
Note Tranche Summaryl
Class
Moody's
Rating
Class A
Class B
Class C
Equity
Aaa
Aa3
Baa3
NR
Size
($mm)
Par
Sub.
$273.330 39.26%
$51.795 27.75%
$57.375 15.00%
$67.500 N/A
Structure Termsl
Reinvestment Period:
Non Call Period:
EFTA01417703
Stated Maturity:
First Payment:
Risk Retention:
Wtd.
Avg.
Life
5.2
6.9
7.8
N/A
Coupon
(L+bps)
150bps
185bps
390bps
N/A
Price
100.0
100.0
100.0
100.0
4 years
2 years
11 years
April 20, 2018
Dual Compliant (Deutsche Bank retained
5% vertical slice)
(1) As of closing on October 25th 2017.
(2) "Moody's Approach to Rating Collateralized Debt Obligations Backed by
Project Finance and Infrastructure Assets," August 12, 2015.
(3) As of January 17th 2018.
(4) Source. Morgan Stanley Research. As of December 31st 2017.
(5) Calculated as (i)Equity contributed plus the sum of (a) the market value
of the Principal Collateral plus (b) Principal Collection Account plus
(c)Ramp Up Account minus (d) total deal
capitalization divided by (ii) Equity contributed. Calculation as of October
25th 2017.
(6) Calculated as the average of each quarter's cash on cash yield since the
warehouse period's first payment in April 2015. Please note that returns
shown are net of fees, including the
performance fee.. Please see notes included at end of presentation for the
effect of fees on performance. Past performance is not indicative of future
results.
Deutsche
Asset Management
Deutsche Asset Management Infrastructure Debt Presentation: RIN II Equity
March 2018
13
EFTA01417704
RIN I Portfolio Attributes
60bps of par has been created
Weighted Average Spread and Cumulative Portfolio Par Creation over Time
Cumulative Par
Created (%)1
0.00%
0.20%
0.40%
0.60%
0.80%
1.00%
1.20%
1.40%
1.60%
Q1'15
Q2 115
Q3 115
Q4 115
RIN Cumulative Par Created (%) (lhs)
Q1'16
Q2'16
Q3'16
BSL Cumulative Par Created (%) (lhs)
3
Q4'16
Q1'17
RIN WAS (%) (rhs)
Q2'17
Q3'17
4
BSL WAS (%) (rhs)
(1) Cumulative Par created inclusive of realized and unrealized gains. As of
December 31st 2017.
There is no assurance that investment objectives will be met Past
performance is not indicative of future results. Please note that the future
cumulative par created could be adversely affected by
the performance of the CLO's assets. A default or loss of principal in an
underlying CLO asset would reduce the cumulative amount of par created.
(2) Weighted Average Spread inclusive of applicable Libor Floors. As of
December 31st 2017.
(3) Median Cumulative Par created of outstanding 2015 vintage BSL CLOS per
Morgan Stanley Research. As of December 31st 2017.
(4) Median Weighted Average Spread of outstanding 2015 vintage BSL CLOS per
Morgan Stanley Research. As of December 31st 2017.
Deutsche
Asset Management
Deutsche Asset Management Infrastructure Debt Presentation: RIN II Equity
March 2018
14
Q4'17
Weighted Average
EFTA01417705
Spread2
0.00%
0.50%
1.00%
1.50%
2.00%
2.50%
3.00%
3.50%
4.00%
4.50%
5.00%
Issuance Costs
EFTA01417706
RIN I Compared to 2015 BSL CLO
I RIN's Equity investors benefit from lower leverage, lower WARF, and a
higher spread relative to a comparably rated BSL CLO1
I RIN I WARF2 of 1941 vs. BSL CLO WARF1 of 2809
I RIN I WAS2 of 3.77% vs. BSL CLO WAS1 of 3.58%
WAS vs. WARF
3.80%
More Favorable
3.75%
3.70%
3.65%
3.60%
3.55%
Less
Favorable
3.50%
0
500
1000
1500
2000
2500
3000
3.50%
0
5,000
10,000
15,000
20,000
25,000
30,000
(1) Source: Median Weighted Average Spread and Median of outstanding 2015
vintage BSL CLOS per Morgan Stanley Research. As of October 25th 2017. RIN
is being compared to a 2015 BSL
CLO because RIN's first payment period occurred at the end of Q11 15.
(2) RIN WAS and WARF as of closing on October 25th 2017.
(3) Calculated as the product of Leverage and WARF.
There is no guarantee that this rating factor will be achieved. An
investment in infrastructure involves a high degree of risk, including
possible loss of principal amount invested, and is suitable only
for sophisticated investor who can bear such losses. Rating factor does not
remove market risk and is subject to change. There is no guarantee that
investment objectives will be achieved.
Deutsche
Asset Management
Deutsche Asset Management Infrastructure Debt Presentation: RIN II Equity
March 2018
15
EFTA01417707
2015 Median
BSL CLO
RIN I
3.75%
3.70%
3.65%
3.60%
3.55%
Less
Favorable
2015 Median
BSL CLO
WAS vs. Combined WARF and Leverage3
3.80%
More Favorable
RIN I
EFTA01417708
Annualized RIN I Equity Current Yield (Inception — Present)
Average cash yield of 15.8% since inception
Historical RIN Equity Current Yields
Current Yield % 1
25%
Leverage: 6.67x
Leverage
20%
19.2%
18.2%
17.5%
15%
18.2%
17.1%
15.3%
14.5%
10%
11.1%
20.4%
19.4%
5%
3.2%
0%
Q1'15
Q2 115
Current Yield (%) LH
Q3 115
Q4 115
Q1'16
Portfolio Leverage (x) RH
(1) Represents cash-on-cash returns to equity investors after fees
(including performance fee).
No assurance can be made that current yields can be maintained due to
changes in financial conditions and market uncertainties. Past performance
is not indicative of future returns.
Source: Deutsche Asset Management as of 03'17 payment date, October 17, 2017.
Deutsche
Asset Management
Deutsche Asset Management Infrastructure Debt Presentation: RIN II Equity
March 2018
16
Q2'16
Q3'16
Q4'16
Q1'17
Q2'17
Q3'17
0.OOx
1.OOx
2.OOx
3.OOx
EFTA01417709
4.00x
5.00x
6.00x
7.00x
EFTA01417710
RIN I Historical Portfolio Metrics
RIN I has been managed since November 2014 with US Bank as Trustee and
Ernst & Young as Calculation Agent
Portfolio Par Amount ($mm)
$mm
100
150
200
250
300
350
400
450
50
Q1
2015
Q2
2015
Q3
2015
Q4
2015
Q1
2016
Q2
2016
Q3
2016
Q4
2016
Portfolio Par ($mm)
Weighted Average Spreadl
0.00%
0.50%
1.00%
1.50%
2.00%
2.50%
3.00%
3.50%
4.00%
4.50%
5.00%
Q1
Q2
Q3
Q4
Q1
Q2
Q3
EFTA01417711
WAS
Q4
Q1
Q2
Q3
Q4
2015 2015 2015 2015 2016 2016 2016 2016 2017 2017 2017 2017
Q1
2017
Q2
2017
Q3
2017
Q4
2017
Capital Invested as % of Portfolio Par
98.40%
98.60%
98.80%
99.00%
99.20%
99.40%
99.60%
99.80%
100.00%
Q1
Q2
Q3
Q4
Ql
Q2
Q3
Q4
Q1
Q2
Q3
Q4
2015 2015 2015 2015 2016 2016 2016 2016 2017 2017 2017 2017
Capital Invested as % of Portfolio Par
Weighted Average Rating Factor2
1,000
1,500
2,000
2,500
3,000
500
Q1
Q2
Q3
Q4
EFTA01417712
Q1
Q2
Q3
WARF
(1) Weighted Average Spread inclusive of applicable Libor Floors per RIN I's
Warehouse Indenture definition. Past performance is not indicative of future
returns.
(2) Weighted Average Rating Factor calculated using RIN I's Warehouse
Indenture definition prior to Notes Issuance. Past performance is not
indicative of future returns.
Deutsche
Asset Management
Deutsche Asset Management Infrastructure Debt Presentation: RIN II Equity
March 2018
17
Q4
Q1
Q2
Q3
Q4
2015 2015 2015 2015 2016 2016 2016 2016 2017 2017 2017 2017
EFTA01417713
RIN Portfolio Liquidity
RIN's Markit Liquidity Score is comparable to the average BSL Markit
Liquidity Score
Markit Liquidity Scores: RIN, Broadly Syndicated Loan (BSL), and Middle
Market (MM)
Percentage of
Portfolio (%)
10.0%
20.0%
30.0%
40.0%
50.0%
60.0%
70.0%
80.0%
90.0%
100.0%
0.0%
RIN
1
Liquidity Score:
3.15
2.14
BSL
2
4.18
Note: Markit Liquidity Scores are on a scale of 1 (Most Liquid) to 5 (Least
Liquid).
(1) Represents RIN Liquidity Score of Target Portfolio. Liquidity Scores as
provided by Markit as of January 17, 2018. Loans in the Target Portfolio
that are not listed by Markit are assumed to
have a Liquidity Score of 5.
(2) Source: Morgan Stanley Research. Represents the average Liquidity Score
of all BSL CLOs currently outstanding as of December 31, 2017.
(3) Source: Morgan Stanley Research. Represents the average Liquidity Score
of all MM CLOs currently outstanding as of December 31, 2017.
Deutsche
Asset Management
Deutsche Asset Management Infrastructure Debt Presentation: RIN II Equity
March 2018
18
4.5%
21.4%
13.4%
15.8%
14.4%
23.8%
38.0%
27.6%
10.8%
15.5%
EFTA01417714
4.8%
2.5%
MM
3
42.6%
14.9%
Liquidity Score 5
Liquidity Score 4
Liquidity Score 3
Liquidity Score 2
Liquidity Score 1
50.1%
EFTA01417715
RIN I Portfolio Holdingsl
Sector
Electricity (Coal/Gas) Contracted: NYISO
Wholesale
Electricity (Coal/Gas) Merchant: NYISO
Other non-regulated gas or electricity infrastructure asset
Other non-regulated gas or electricity infrastructure asset
LNG Terminal
LNG Terminal
Toll road networks, tunnels, bridges, car parks
Electricity (Coal/Gas) Contracted: PJM
Regulated Electricity distribution and transmission
Electricity (Coal/Gas) Merchant: PJM
Electricity (Coal/Gas) Merchant: NYISO
Electricity (Coal/Gas) Merchant: ERCOT
LNG Terminal
Power - Renewables: Solar
Chemical Facility
Rail
PPP/PFI Prisons
Environmental Industries
Electricity (Coal/Gas) Merchant: PJM
Electricity (Coal/Gas) Merchant: PJM
Electricity (Coal/Gas) Merchant: PJM
Wholesale
Electricity (Coal/Gas) Merchant: NYISO
Other non-regulated gas or electricity infrastructure asset
Other non-regulated gas or electricity infrastructure asset
Regulated Telecom
Regulated Telecom
Construction & Building
Electricity (Coal/Gas) Merchant: ISO-NE
Other non-regulated gas or electricity infrastructure asset
Regulated Telecom
Regulated Telecom
Electricity (Coal/Gas) Merchant: Southeast
Electricity (Coal/Gas) Contracted: PJM
Power - Renewables: Wind
Power - Renewables: Wind
Power - Renewables: Wind
Other non-regulated gas or electricity infrastructure asset
Construction & Building
Other non-regulated gas or electricity infrastructure asset
Environmental Industries
Moody's
Adjusted
Rating
61
B3
61
61
EFTA01417716
Ba2
Bal
Bal
Ba3
Ba3
Baa3
B1
Ba3
B2
Ba2
Ba2
Ba2
Ba2
B1
B2
B2
B2
B2
B3
Ba2
Ba3
B2
B2
B2
B2
B1
Ba3
B1
B1
B1
Ba3
B1
Ba3
Bal
B1
Ba2
Ba3
B3
Recovery
Rate
45%
40%
75%
45%
45%
65%
65%
65%
75%
65%
75%
EFTA01417717
75%
75%
65%
65%
30%
45%
40%
60%
15%
45%
45%
40%
75%
65%
45%
45%
45%
45%
75%
65%
45%
45%
75%
75%
65%
65%
65%
45%
45%
45%
60%
Amount
($mm)
12.86
10.90
18.28
9.00
10.92
1.50
14.89
19.51
30.00
12.38
10.66
5.17
13.07
20.00
20.00
8.89
1.12
4.96
EFTA01417718
6.91
7.42
0.06
4.77
11.23
21.26
19.85
1.00
4.04
3.96
2.99
11.31
22.00
1.94
1.77
11.35
20.12
6.86
17.05
5.00
10.00
14.49
8.69
4.00
Portfolio %
2.91%
2.47%
4.13%
2.04%
2.47%
0.34%
3.37%
4.41%
6.78%
2.80%
2.41%
1.17%
2.96%
4.52%
4.52%
2.01%
0.25%
1.12%
1.56%
1.68%
0.01%
1.08%
2.54%
4.81%
4.49%
0.23%
EFTA01417719
0.91%
0.90%
0.68%
2.56%
4.98%
0.44%
0.40%
2.57%
4.55%
1.55%
3.86%
1.13%
2.26%
3.28%
1.97%
0.90%
(1) Holdings are subject to change. Past performance is not indicative of
future results. Source: Deutsche Asset Management. As of January 17, 2018.
Deutsche
Asset Management
Deutsche Asset Management Infrastructure Debt Presentation: RIN II Equity
March 2018
19
Avg. Market
Price
101.38
94.00
100.75
101.75
101.63
100.00
100.00
100.00
101.25
100.63
101.44
101.25
98.50
100.00
101.50
101.69
100.38
100.50
100.75
101.63
101.50
101.50
90.00
100.81
100.63
100.75
EFTA01417720
101.06
101.06
101.56
100.25
101.25
100.63
100.63
97.50
100.00
91.00
100.75
101.44
101.75
101.63
101.25
100.88
Stated Spread
(L+bps)
4.50%
5.25%
4.00%
4.00%
4.00%
2.25%
2.25%
3.75%
3.75%
3.25%
3.75%
3.25%
3.25%
2.50%
3.00%
2.50%
1.50%
2.25%
2.75%
7.25%
3.50%
3.50%
5.25%
3.75%
4.00%
3.25%
3.25%
3.25%
3.50%
4.75%
4.25%
2.25%
2.25%
EFTA01417721
3.50%
3.25%
4.25%
4.25%
2.75%
4.00%
3.50%
3.00%
3.00%
EFTA01417722
RIN I Portfolio Holdings (cont'd)
RIN I Portfolio by Sub-Sector
3%
4%
2%
1%
3%
0%
2%
3%
5%
5%
3%
8%
11%
4%
Weighted Average Purchase Price
Weighted Average Market Price
Electricity (Coal/Gas) Contracted: NYISO
Wholesale
Electricity (Coal/Gas) Merchant: NYISO
Other non-regulated gas or electricity infrastructure asset
LNG Terminal
Toll road networks, tunnels, bridges, car parks
Electricity (Coal/Gas) Contracted: PJM
Regulated Electricity distribution and transmission
Electricity (Coal/Gas) Merchant: PJM
Electricity (Coal/Gas) Merchant: ERCOT
Power - Renewables: Solar
Chemical Facility
Rail
PPP/PFI Prisons
Environmental Industries
Regulated Telecom
Construction & Building
Electricity (Coal/Gas) Merchant: ISO-NE
Electricity (Coal/Gas) Merchant: Southeast
Power - Renewables: Wind
PF Infra: Weighted Average Rating Factor
Corp Infra: Weighted Average Rating Factor
PF Infra: Weighted Average Recovery Rate
Corp Infra: Weighted Average Recovery Rate
Weighted Average Life
Past performance is not indicative of future results. Source: Deutsche Asset
Management. As of January 17, 2018.
Deutsche
Asset Management
Deutsche Asset Management Infrastructure Debt Presentation: RIN II Equity
March 2018
20
99.33
EFTA01417723
100.15
1694
2383
68.6%
43.5%
5.03
18%
Weighted Average Spread
368 Bps
Traded Par + Cash
$450.73 mm
3%
7% 3% 5%
10%
Number of Obligors
38
RIN I Portfolio Statistics
Metric
Present
EFTA01417724
RIN I Current Portfolio Investment Attributesl
Distribution of Moody's Adjusted Ratings4 by Investment
4%
3%
11%
5%
22%
27%
30%
0%
Baa3 Bal Ba2 Ba3 B1 B2 B3
Distribution of Equity Cushions2
10%
20%
30%
40%
0%
<25%
25-35%
35-50%
>50%
Equity
Cushion
(1) Based on RIN's portfolio as of November 21 2017.
(2) Calculated by deal team using DCF, precedent transactions, and
comparable trading levels.
(3) Investments shown either have financial covenant at facility or pari
passu revolver.
(4) Adjusted for outlook and/or watch.
An equity cushion or a lender protection may not guarantee against a
potential rating downgrade.
Deutsche
Asset Management
Deutsche Asset Management Infrastructure Debt Presentation: RIN II Equity
March 2018
21
<1.50x
1.50x-1.99x 2.00x-2.49x 2.50x-2.99x
Distribution of Lender Protections3
100%
20%
40%
60%
80%
0%
Financial Covenants
Project Finance Features
>3.00x
Coverage
Ratio
Distribution of Investment DSCRs
EFTA01417725
10%
20%
30%
40%
EFTA01417726
Disciplined Investment Process Drives Performance
Selectivity Drives Performance
I Extensive relationships with financial sponsors, advisors and banks lead
to a robust pipeline of investment opportunities
I Market position and specialized expertise results in greater investment
discipline and selectivity
I Active and specialized investing style provides early access to deals,
ability to influence terms, and facilitate desired allocations
Deals Reviewed vs. Investments Made — Infrastructure Debt Team
# of Deals
12
18
24
30
0
6
3014
4014
1Q15
2015
3Q15
4Q15
Investments
1016
2016
3016
Deals Reviewed
4Q16
% Invested
For illustrative purposes only. No inference can be made that completed
deals would be more or less profitable to a potential investor. Past
performance is not indicative of future results.
Source: Deutsche Asset Management as of December 31, 2017.
Deutsche
Asset Management
Deutsche Asset Management Infrastructure Debt Presentation: RIN II Equity
March 2018
22
1017
2Q17
3Q17
4Q17
Deals Invested/
Deals Reviewed (%)
0%
10%
20%
30%
EFTA01417727
40%
50%
60%
70%
80%
90%
100%
EFTA01417728
04 RIN II Investment Opportunity
EFTA01417729
Ramp-up Period Summary of Termsl
Issuer
Co-Issuer
Portfolio Advisor
Initial Facility Lenders
Initial Facility Commitment Amount
Preferred Shares Commitment Amount
Ramp-up Period
Target Equity IRR
Base Advisory Fee
Subordinated Advisory Fee
Incentive Fee Hurdle
Incentive Advisory Fee
I RIN II Ltd., a Cayman Islands exempted company, as issuer of the Preferred
Shares and co-issuer of
the Senior Notes
I RIN II LLC, a Delaware limited liability company, as co-issuer of the
Senior Notes
I RREEF America LLC
I Barclays Bank PLC ("Barclays") and Deutsche Bank AG, New York Branch
("Deutsche Bank"), as sole
initial lenders under the Initial Facility. Barclays is expected to hold 95%
of the Initial Facility, and
Deutsche Bank is expected to hold 5% of the Initial Facility
H $168.4 million which may be increased up to $463.2 (subject to terms set
forth in the PPM)2
Up to $75 million2
Up to 18 months (subject to extension)2
Net target equity IRR of 12%-15%3
[35] bps per annum of the Fee Basis Amount
[0] bps per annum of the Fee Basis Amount.
11% Equity IRR
20% after exceeding the Incentive Fee Hurdle
1) Prior to any Refinancing. For summary purposes only, and qualified in
its entirety by the definitive Private Placement Memorandum of the Issuer.
2) Please see the Private Placement memorandum for further detail.
3) The target return of the Preferred Shares (as stated in the Private
Placement memorandum and available upon request) is net of the Issuer's
advisory fees, expenses, performance fees, portfolio
company taxes, taxes payable by the Issuer and related withholding taxes
EFTA01417730
from portfolio investments. There can be no assurance that the assumptions
underlying the target returns of the Preferred
Shares will prove to be accurate. There can be no assurance that the target
return of the Preferred Shares will be met or that significant losses on the
Preferred Shares will be avoided. Please refer
to the "Risk Factors" pages at the end of the presentation for details on
many of the risks that may have an impact on IRR. The target return of the
Preferred Shares may be affected by a number of
different assumptions including but not limited to, issuance costs,
warehouse period length, weighted average spread, weighted average cost of
debt, effective purchase price, equity in structure,
annual default rate, and recovery rate. For further detail, please refer to
slide 39 for an analysis of how the target return is affected by changes in
these assumptions, data upon which the targeted
IRR is based.
Deutsche
Asset Management
Deutsche Asset Management Infrastructure Debt Presentation: RIN II Equity
March 2018
24
EFTA01417731
Illustrative RIN II Capital Structure — Post Refinancing
Portfolio Advisor
Rating
Agencies
(RREEF America LLC)
Advising, and
monitoring
US Bank
(Portfolio
Administrator
and Trustee)
Trustee + portfolio
administration
RIN II Ltd.
(Issuer)
RIN II LLC
(Co-Issuer)
Illustrative RIN II Post Refinancing Summary of Termsl,2
Issuer
llustrative Refinancing Capital Structurel,2
i
Co-Issuer
Portfolio Advisor
Final Redemption Date
Reinvestment Period
Target Equity IRR
Base Advisory Fee
Subordinated Advisory Fee
Incentive Fee Hurdle
ncentive Advisory Fee
i
RIN II Ltd.
RIN II LLC
I RREEF America LLC
2 years
i
Up to 5 years
Net target equity IRR of 1296-15%2
Class B
EFTA01417732
[15] bps per annum of the Fee Basis Amount
[30] bps per annum of the Fee Basis Amount.
11% Equity IRR
20% after exceeding the Incentive Fee Hurdle
Class C
Equity
[Aa]
[Baa]
[NR]
[12]%
[12]%
[15]%
$[60]
$[60]
$[75]
[135-155]
[240-275]
Class
Class A
Rating
[Aaa]
% of Capital
Structure
[61]%
Size
($ millions)
$[305]
Pricing3
(L+bps)
[110-125]
(1) Preliminary and subject to material change. Actual capital structure,
transaction size, class sizes, rating levels and coupons of a Refinancing
will be established at the time of a Refinancing and
may differ materially from those presented herein.
(2) Indicative based upon current market conditions that may change.
There is no guarantee that the objective will be achieved.
Deutsche
Asset Management
Deutsche Asset Management Infrastructure Debt Presentation: RIN II Equity
March 2018
25
EFTA01417733
Key Investment Highlights
Strengths of
Private
Infrastructure
Debt
I Preferred position in capital structure with substantial equity cushion
I Security interest in collateral of critical infrastructure and essential
services businesses
H Historically low default and high recovery rates — infrastructure debt has
generally lower default rates than similarly
rated debt of non-financial corporates)
I Premium pricing due to scarcity of event driven financing
Benefits of
Investment
Strategy
Strategy is focused on investing in private USD infrastructure loans:
I Financing opportunities structured with lender protections designed to
enhance risk-adjusted returns
I Investment guidelines intended to deliver a Portfolio with Ba3/B1 credit
profile
I Floating rate LIBOR loan investments have historically provided protection
from rising interest rates
I Low correlation among individual infrastructure assets within the
ortfolio2
fIPotential for significant positive spread between investment margins and
the Issuer's lower cost of funding
Benefits of
Platform
I Relationship breadth, high activity levels, and ability to make sizeable
investments result in "early-looks", preferred
allocations, and better information flow
I Private side access to sponsors, management one-on-ones, and borrower
projections supports informed investment
decisions
H Sponsors and arrangers often request team feedback on terms and pricing
before launching transactions
(1) Sources: 'Infrastructure Default and Recovery Rates 1983-2016', Moody's,
July 2017.
(2) "Moody's Approach to Rating Collateralized Debt Obligations Backed by
Project Finance and Infrastructure Assets," August 12, 2015.
EFTA01417734
No assurance can be made investment objectives will be achieved. There is no
guarantee against a complete loss of invested assets.
Deutsche
Asset Management
Deutsche Asset Management Infrastructure Debt Presentation: RIN II Equity
March 2018
26
EFTA01417735
Current Infrastructure Debt Market Dynamics
Opportunity to capitalize on supply/demand imbalance for infrastructure debt
$tn
0.0
0.5
1.0
1.5
2.0
2.5
3.0
3.5
Infrastructure Funding Gap Over the Next 10 Yearsl
$3.3 trillion
$1.4 trillion
funding gap over
10 years
$1.9 trillion
Record Infra Private Equity Dry Powder2
$bn
10
20
30
40
50
60
70
80
Total Needs
Surface Transportation
Airports
Inland Waterways & Marine Ports
Significant Private Infra Debt Demand3
$bn
10
20
30
40
50
60
70
0
2018
2019
Expected Refinancing
2020
2021
Expected Acquisition Financing
(1) Source: "Failure to Act" by the American Society of Civil Engineers
report, 2017.
(2) Source: Preqin North American private infrastructure equity fundraising
data as of November 1 2017.
EFTA01417736
(3) Source: Deutsche AM's estimates of expected acquisition and refinancing
activity over the next 5 years. Expected acquisition financing amounts based
on analysis of funds allocated to the
infrastructure sector and expected acquisition capital structure of 2:1 debt
to equity based on Prequin's private infrastructure fundraising data as of
November 1, 2017. Expected refinancing amounts
based on proprietary Deutsche AM database as of November 1, 2017. No
assurance can be given that any forecast or target will be achieved.
Deutsche
Asset Management
D
ℹ️ Document Details
SHA-256
f67729d478f4dee33ca2080f8a4210550d78028ea2a1fb292c189b0aefd2e631
Bates Number
EFTA01417682
Dataset
DataSet-10
Type
document
Pages
124
💬 Comments 0