Carlyle Fund's Assets Seized

By Thomas Heath
Washington Post Staff Writer
Thursday, March 13, 2008

A publicly traded affiliate of the Carlyle Group said yesterday that lenders were seizing its assets, sending the fund, Carlyle Capital, into insolvency.

The collapse of Carlyle Capital is the first time a Carlyle Group fund has failed and is a stinging embarrassment for the District private-equity powerhouse, which has built an international reputation with a client list that reaches around the world.

The high-profile downfall, part of the broad turmoil in credit markets worldwide, followed a week of frantic negotiations between the Carlyle Group and a number of lenders. Carlyle Group's three founders as recently as Monday were considering injecting cash into the fund as a way to usher it through the credit crisis.

By yesterday the fund had defaulted on $16.6 billion of debt and said it expected to default soon on its remaining debt. The fund's $21.7 billion in assets were exclusively in AAA mortgage-backed securities issued by Fannie Mae and Freddie Mac, traditionally considered secure and conservative investments, which it was using as collateral against its loans.

In a statement, Carlyle Capital said that it had been unable to meet margin calls in excess of $400 million over the past week and that it expected its lenders to take control of its remaining assets. The lenders, headed by Deutsche Bank and J.P. Morgan Chase, began selling the securities last night, according to a report on the Wall Street Journal's Web site.

The problems at Carlyle Capital have preoccupied the top leaders at Carlyle Group. The firm's founders, David M. Rubenstein, William E. Conway Jr. and Daniel D'Aniello, had been in meetings with lenders in an effort to resolve Carlyle Capital's problems, not only to protect their own investment and that of employees who have put millions of dollars into the company, but also to preserve Carlyle's Midas-touch reputation.

Forbes magazine last year estimated Carlyle's three founders to each be worth about $2.5 billion.

Carlyle Capital is incorporated on Guernsey, an island in the English Channel, and is traded on Amsterdam's Euronext exchange.

The fund was set up in August 2006 with roughly $670 million in cash from Carlyle's owners and other investors, and about $300 million in additional capital raised from a public stock sale.

The capital allowed the fund to go to banks and borrow far more, leveraging its cash investment some 20 times into the portfolio.

Carlyle Capital's prospects were dimmed by the same doubts that have upended securities linked to riskier subprime mortgages, namely whether the underlying assets were losing value and whether the homeowners would continue to make their payments.

As the market value of the Fannie Mae and Freddie Mac securities has dropped, Carlyle Capital's lenders asked it to increase its cash equity from what was 1 percent to as much as 5 percent. An increase of that amount on $20 billion in loans amounts to several hundred million dollars.

The Carlyle Group last summer loaned Carlyle Capital $150 million to cover debt obligations.

Conway and Rubenstein were in New York much of this week, accompanied by a team of Carlyle Group insiders, including the company's chief financial officer, negotiating a "standstill" agreement with lenders as they tried to work out a financial solution.

The agreement would have stopped lenders from foreclosing on loans they made to Carlyle Capital.

Carlyle Capital stock closed at $2.80 in Amsterdam yesterday before the announcement, off 89 percent from its peak.

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