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As the CLO enters the repayment phase, investors in higher-ranked tranches are paid first, followed by lower tranches. Lower-ranked tranches have higher risk profiles, but also higher potential returns. In the lowest tier, the equity tranche, investors receive any additional cash flow after the debt investors are paid.

Equity tranche investors also have a degree of control over the CLO that is not available to debt investors. For example, they have options to refinance the underlying CLO loans or reset the reinvestment period.

Here's an over-simplied overview of how CLOs are created:

Step 1: Establish the Capital Structure. The first step to creating a CLO is establishing a capital structure, meaning the different levels of debt and equity underlying the security. A typical CLO has several debt tranches and an equity tranche, representing ownership of the underlying collateral.

Step 2: Seek Capital. The next step is to raise capital from investors, which is used to buy loans underlying the security. Each investor will contribute to a different loan tranche, with riskier tranches offering higher returns.

Step 3: Choose Tranches. As investors commit capital, they also have the opportunity to choose a tranche that meets their risk and return appetite.

Step 4: Purchase Loans. The CLO manager will use the capital from investors buy loans. The CLO manager can reinvest loan proceeds to improve the portfolio, either by buying additional collateral or selling poorly-performing loans. At this stage, an underwriter analyzes the loan pool and assesses the creditworthiness of the borrowers. The underwriter also determines the appropriate structure and size of the CLO transaction.

Step 5: Create Special Purpose Vehicle. Most often, a special purpose vehicle (SPV) is created to issue the CLO securities. The SPV is usually designed to protect the investors in case of default.

Step 6: Pay Investors. Ultimately, the CLO will begin repaying investors with a spread that has been pre-determined for each tranche at the time of closing. Afterward, holders of the equity tranche can call or refinance the loan tranches. Eventually, the CLO begins to deleverage. As the underlying loans are paid off, the CLO manager will repay the investors, starting with the most senior tranche. Any remaining proceeds will go to the equity tranche holders.

Step 7: Termination. The CLO transaction may terminate when all of the securities have been repaid or when the underlying loans have been paid off or sold. At this point, any special purpose vehicles are dissolved and any remaining assets are distributed to the investors.

There are a variety of benefits of a CLO, including but not limited to:

With those benefits in mind, there are also a number of downsides to CLOs. Those risks include but aren't limited to:

Some argue that a CLO isn't that risky. Research conducted by Guggenheim Investments, an asset management firm, found that from 1994 to 2013, CLOs experienced significantly lower default rates than corporate bonds. Only 0.03% of tranches defaulted from 1994 to 2019. Even so, they are sophisticated investments, and typically only large institutional investors purchase tranches in a CLO.

In other words, companies of scale, such as insurance companies, quickly purchase senior-level debt tranches to ensure low risk and steady cash flow. Mutual funds and ETFs normally purchase junior-level debt tranches with higher risk and higher interest payments. If an individual investor invests in a mutual fund with junior debt tranches, that investor takes on the proportional risk of default.

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