The Risks of Private Credit's Software Exposure

2 Mar 2026 · 7 min · 3 chapters

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Podcast Summary: Thoughts on the Market - The Risks of Private Credit's Software Exposure

Episode Overview

  • Title: The Risks of Private Credit's Software Exposure
  • Date: March 2, 2023
  • Hosts:
  • Vishy Tirupattur - Chief Fixed Income Strategist, Morgan Stanley
  • Vishwas Patkar - U.S. Head of Credit Strategy, Morgan Stanley
  • Description: Discussion on the implications of private credit's exposure to the software industry, particularly amid a climate of potential disruption from AI.

Key Themes and Concepts

Software Exposure in Credit Markets

  • Magnitude of Exposure:
  • The software sector's presence in credit markets is significant, largely through private issuers.
  • Approximately 80% of relevant companies are private, contrasting with equity markets where software exposure is more liquid and visible.
  • Distribution in Credit Markets:
  • Business Development Companies (BDCs):
  • 25% of BDC portfolios are invested in software.
  • Collateralized Loan Obligations (CLOs) and Leveraged Loans:
  • CLOs and leveraged loans hold around 16% exposure to software.
  • Credit Quality Concerns:
  • The software sector shows a weaker credit quality, with about 50% of borrowers rated B or lower.
  • Many software deals were underwritten with higher leverage, leading to increased risk in refinancing.

Assessment of Risks

  • Challenges for BDCs:
  • BDCs invest in private companies lacking public financial disclosures, complicating risk assessments.
  • It’s crucial to re-underwrite these companies to evaluate their vulnerability to AI disruptions.
  • Market Reactions:
  • Liability spreads in BDCs have widened, indicating concern over potential disruptions.
  • Expected volatility in credit spreads for BDCs as the market awaits clarity on which companies will thrive or struggle due to AI changes.

Systemic Risk Evaluation

  • Potential for Systemic Risk:
  • While there is a significant risk stemming from software exposure, it is not expected to lead to systemic risk in the broader market.
  • Leverage in BDCs is relatively low (around 2x), especially when compared to pre-financial crisis levels.
  • Historical Context:
  • Past credit cycles that posed systemic risks were characterized by significant corporate re-leveraging, which is not currently observed.
  • Corporate debt-to-GDP ratios have decreased, and M&A activity remains below trend, indicating a restrained credit cycle.

Conclusion and Key Takeaways

  • The interaction between software and credit markets presents noteworthy risks, primarily due to leverage and credit quality issues.
  • Current vulnerabilities should not be equated with systemic risks; the overall credit environment remains stable.
  • Investors should be vigilant and ready for potential valuation resets as the market adjusts to ongoing disruptions.

Call to Action

  • Listeners are encouraged to leave reviews and share the podcast with colleagues and friends to increase awareness of these financial insights.

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This summary highlights the essential points discussed in the episode regarding the risks associated with private credit and software exposure, providing listeners with a clearer understanding of the current financial landscape.

Written by AI. May contain mistakes. Listen to the episode to check what was said.

Chapters

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Software Exposure in Credit Markets

0:29 to 1:55

Discussion on how software exposure manifests in credit markets compared to equities.

“Vishwas, let's start by understanding how the exposure in software manifests in the credit markets.”

Risks of Software in Private Credit

1:55 to 4:03

Analysis of the risks posed by software to private credit, particularly through BDCs.

“Many of these software deals were underwritten with higher leverage than the broad market.”

Systemic Risk Assessment

4:03 to 6:05

Evaluation of whether the risks associated with software in credit markets could be systemic.

“The amount of leverage in BDC is fairly small.”
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Transcript

Automatic transcript. May contain errors.

0:00Vishy Tirupattur:Welcome to Thoughts on the Market. I am Vishy Tirupattur, Morgan Stanley's Chief Fixed Income Strategist. I'm Vishwas Patkar, Morgan Stanley's U.S.

0:08Vishwas Patkar:Head of Credit Strategy.

0:09Vishy Tirupattur:While potential disruption from AI has been a key driver for markets last few weeks, the focus of investor Agita has been in the software sector. On today's podcast, we will talk about software in the credit markets and its implications. It's Monday, March 2nd at 10 a.m. in New York. Vishwas, let's start by understanding how the exposure in software manifests in the credit markets. How does it compare to software, say, in the equity market?

0:37Vishwas Patkar:Yeah, so the software exposure in credit markets is large, and understandably, that's why investors are closely watching what's happening with software in the equity market. But what's interesting and important for investors to note is the exposure in credit is very different from what it is in equities. So for instance, a good chunk of exposure in the credit market is around private issuers. So we estimate about 80 % of companies are private in the whole sample set that we looked at. And that's largely a function of the fact that software is not a big part of the more liquid spaces like investment rate and high yield, but it is heavily represented in the more opaque parts of the market like leveraged loans, CLOs, and BDCs.

1:20Vishwas Patkar:So our analysis found that about 25 % of BDC portfolios are in software, closely followed by private credit CLOs, and leveraged loan market was about 16%. So that's an important distinction to keep in mind versus the equity market. The second thing I would flag is because the software sector grew a lot in the loan market through the LBO wave of 2020 and 2021, it has a weaker credit quality skew to it than the overall market. So about 50 % of borrowers in the sector are rated B minus or lower. So that's the lowest rungs of the rating spectrum. Many of these software deals were underwritten with higher leverage than the broad market.

2:01Vishwas Patkar:And as a result of that, you also have more front-loaded maturities in the sector, which brings the risks of refinancing if some of this disruption persists. But Vishy, that's a nice segue to you. Over the past couple of years, you looked at the private credit market in depth. And that's where I think the exposure we found is the highest in BDCs, you know, which is the public face of private credit. So in your assessment, what is the risk of software to private credit, given all of the headlines that are popping up?

2:29Vishy Tirupattur:Public face of private credit, Vishwas, that's a great line. BDCs, business development corporations, for those who are not familiar, are companies that invest in the debt of small and medium-sized companies source through non-bank channels. BDCs fund themselves through equity and debt issuance. So if you look at the portfolios of BDCs to look at their exposure to software, there's a wide variation across the various BDC portfolios. What makes the assessment of these software risks in BDCs challenging is that many of these companies are private companies without the reporting obligations of public companies.

3:04Vishy Tirupattur:So no earnings reports, no 10ks or queues, or broadly publicly available financials look at. So in effect, these companies need to be re-underwritten to evaluate which of these companies would be disrupted from AI and which companies could actually benefit from AI and see their margins expand. So in the context of BDCs, liability spreads are something we are watching closely. BDC liability spreads have widened, but we think more needs to happen there. The clearing levels need to wait for the full resolution of the companies that benefit and that get hurt by disruption, that is still evaded. So we expect credit spreads of BDCs to remain volatile for some time to come.

3:47Vishwas Patkar:Okay, so it seems like this is a significant or at least a non-trivial risk factor for credit markets given the growth of the sector, leverage, the skew and quality. But Vishy, do you think this could be systemic for risk markets at large?

4:01Vishy Tirupattur:So I do think that this is a significant risk, but I don't think it's a systemic risk. The amount of leverage in BDC is fairly small. About 2x is the kind of leverage. You compare that to the kind of leverage that existed in the financial system before the financial crisis that orders a magnitude smaller risk. And also the linkage to the banking system comes through the back leverage provided to the non-bank lenders but this leverage is substantially risk remote with very high subordination levels. So my conclusion here is this is a significant risk, but not a systemic risk. So let me turn the same question to you, Vishwas.

4:39Vishy Tirupattur:Taking on a sort of historical perspective, as well as a macro perspective, how do you see this risk manifesting in the broader credit space?

4:47Vishwas Patkar:Yes, I would agree with you, Vishy, that we need to see a valuation reset. We think spread should go wider because of disruption concerns, even if they affect a relatively narrow part of the market. But a lot of that's happening against issuance that's rising. But I would say the risk of systemic concerns really emerging is relatively low. If you look at historical cycles where credit has been the weakling in the economy, those are typically characterized by a lot of corporate re-leveraging. So think about the late 1990s or from 2004 to 2007 or the early 2010s. These are all cycles where corporates were being very aggressive, adding a lot of debt.

5:26Vishwas Patkar:And when the economy slowed, credit became the source of some default and downgrade concerns. We haven't really seen that type of credit cycle play out at all in the past few years. If you look at corporate debt to GDP, for example, it's gone down each of the last five years. Balance sheet corporate leverage has been flat or actually gone lower in spots. M &A activity, which is usually a good indicator of corporate aggressiveness, still remains below trend. So I think we have had a fairly restrained credit cycle where in-place fundamentals are quite strong. And that's why I think the systemic contagion from any credit spread weakness, I think, could be relatively muted.

6:04Vishy Tirupattur:So the key takeaway from us is that software and credit is a significant risk, but it's not quite systemic risk. Thanks for listening. If you enjoyed the podcast, please leave us a review wherever you listen and share thoughts on the market with a friend or colleague today. The preceding content is informational only and based on information available when created. It is not an offer or solicitation, nor is it tax or legal advice. It does not consider your financial circumstances and objectives and may not be suitable for you.

From the publisher

Our Chief Fixed Income Strategist Vishy Tirupattur and U.S. Head of Credit Strategy Vishwas Patkar discuss the implications of private credit’s exposure to the software industry.

Read more insights from Morgan Stanley.


----- Transcript -----


Vishy Tirupattur: Welcome to Thoughts on the Market. I am Vishy Tirupattur, Morgan Stanley's Chief Fixed Income Strategist. 

Vishwas Patkar: I'm Vishwas Patkar, Morgan Stanley's U.S. Head of Credit Strategy. 

Vishy Tirupattur: While potential disruption from AI has been a key driver for markets [in the] last few weeks, the focus of investor agenda has been in the software sector. On today's podcast, we will talk about software in the credit markets and its implications. 

It's Monday, March 2nd at 10am in New York. 

Vishwas, let's start by understanding how the exposure in software manifests in the credit markets. How does it compare to software, say, in the equity market? 

Vishwas Patkar: Yeah, so the software exposure in credit markets is large, and understandably that's why investors are closely watching what's happening with software in the equity market. But what's interesting and important for investors to note is the exposure in credit is very different from what it is in equities. 

So, for instance, a good chunk of exposure in the credit market is around private issuers. So, we estimate about 80 percent of companies are private in the whole sample set that we looked at. And that's largely a function of the fact that software is not a big part of the more liquid spaces like Investment Grade and High Yield. But it is heavily represented in the more opaque parts of the market, like leveraged loans, CLOs, and, you know, BDCs. 

So, our analysis found that about 25 percent of BDC portfolios are in software, closely followed by private credit CLOs. And leveraged loan market was about 16 percent. So, that's an important distinction to keep in mind versus the equity market. 

The second thing I would flag is – because the software sector grew a lot in the loan market through the LBO wave of 2020 and 2021, it has a weaker credit quality skew to it than the overall market. So about 50 percent of borrowers in the sector are rated B - or lower. So, that's the lowest rungs of the rating spectrum. 

Many of these software deals were underwritten with higher leverage than the broad market. And as a result of that you also have more front-loaded maturities in the sector, which brings the risks of refinancing, if some of this disruption persists. 

But Vishy, that's a nice segue to you. Over the past couple of years, you looked at the private credit market in depth and that's where I think the exposure we found is the highest in BDCs, you know, which is the public face of private credit. So, in your assessment, what is the risk of software to private credit, given all of the headlines that are popping up? 

Vishy Tirupattur: Public face of private credit – Vishwas, that's a great line. 

BDCs – business development corporations for those who are not familiar – are companies that invest in the debt of small and medium sized companies, sourced through non-bank channels. BDCs fund themselves through equity and debt issuance. So, if you look at the portfolios of BDCs to look at their exposure to software, there's a wide variation across the various BDC portfolios. 

What makes the assessment of these software risks in BDCs challenging is that many of these companies are private companies without the reporting obligations of public companies. So, no earnings reports, no 10-Ks or cues or broadly publicly available financials look at. 

So, in effect, these companies need to be re underwritten to evaluate which of these companies would be disrupted from AI; and which companies could actually benefit from AI and see their margins expand. So, in the context of BDCs, liability spreads are something we are watching closely. BDC liability spreads have widened but we think more needs to happen there. The clearing levels need to wait for the full resolution of the companies that benefit and that get hurt by disruption that is still awaited. So, we expect credit spreads of BDCs to remain volatile for some time to come. 

Vishwas Patkar: Okay. So, seems like this is a significant, or at least a non-trivial risk factor for credit markets, given the growth of the sector, leverage, the skew and quality. But Vishy, do you think this could be systemic for risk markets at large? 

Vishy Tirupattur: So, I do think that this is a significant risk, but I don't think it's a systemic risk. The amount of leverage in BDC is fairly small. About 2x is the kind of leverage. You compare that to the kind of leverage that existed in the financial system before the financial crisis – that’s orders of magnitude smaller risk. And also the linkage to the banking system comes through the back leverage provided to the non-bank lenders. But this leverage is substantially risk remote with very high subordination levels. So, my conclusion here is this is a significant risk but not a systemic risk. 

So let me turn the same question to you, Vishwas. Taking on a sort of historical perspective as well as a macro perspective, how do you see this risk manifesting in the broader credit space? 

Vishwas Patkar: Yeah, so I would agree with you Vishy, that we need to see a valuation reset. We think spreads should go wider because of disruption concerns, even if they affect a relatively narrow part of the market. But a lot of that's happening against issuance that's rising. But I would say the risk of systemic concerns really emerging is relatively low. if you look at historical cycles where credit has been the weak link in the economy, those are typically characterized by a lot of corporate re-leveraging. 

So, think about the late 1990s or from 2004 to 2007 or the early 2000-teens. These are all cycles where corporates were being very aggressive, adding a lot of debt. And you know, when the economy slowed, credit became the source of some default and downgrade concerns. 

We haven't really seen that type of credit cycle play out at all in the past few years. If you look at corporate debt to GDP, for example, it's gone down each of the last five years. Balance sheet corporate leverage has been flat or actually gone lower in spots. M&A activity, which is usually a good indicator of corporate aggressiveness, still remains below trend. So, I think we have had a fairly restrained credit cycle where in place fundamentals are quite strong. And that's why I think the systemic contagion from any credit spread weakness, I think could be relatively muted. 

Vishy Tirupattur: So, the key takeaway from us is that software and credit is a significant risk but is not quite systemic risk. 

Thanks for listening. If you enjoy the podcast, please leave us a review wherever you listen and share Thoughts on the Market with a friend or colleague today.

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