Monday 1 December 2008

Today's debt-for-equity-swap. Possibly.

Lola has drawn my attention to this.

"Yadda, yadda, unit trust manager in trouble, who cares?" I hear you mutter. Well, me neither frankly, but the interesting bit is this:

The asset manager says a further announcement will be made when the outcome of discussions with its bank syndicate is known but reports suggest the firm is negotiating a debt for equity swap with the banks...

Hargreaves Lansdown investment manager Ben Yearsley says: "Until New Star sorts everything out with its banks the shares will be volatile. It is possible it will go private as the market-cap is now meaningless as the value is now in the £20-30m bracket, where as the debt, which is the crucial figure, stands at £230-£240m*."


Precisely. In economic terms, the debt-holders own ninety per cent of the business. They have a choice, of course. They can force it into liquidation, break it up, sell off the bits and repay themselves as much as they can salvage, but as the value of New Star relates largely to intangibles - customer relationships, contracts, reputation(?) etc, which largely evaporate on a break-up, that's probably not a good idea.

So the least-bad option from the debt-holders' point of view is to waive part of the debts (let's say a fifth of it, in nominal terms) and give themselves new shares instead. New Star's debt/equity ratio would thus fall from an unhealthy 9-to-1 to a much healthier 3-to-1 or 2-to-1, and with a bit of luck, one day the current debt-holders will have shares worth far more than the value of the debts that they now waive.

The important question is, how many times will the banks do this sort of thing before they realise that the same principles apply to them? Banks, with their lousy capital ratios are in exactly the same position as New Star; instead of taking medium term loans from the taxpayer at savage rates of interest, they could also do deals with their debt-holders and let the taxpayer off the hook.

* UPDATE: Ed in the comments has tracked down why a company founded eight years ago has so much debt:

New Star's debt burden was taken on last April in order to facilitate a return of cash to shareholders. At the same time, New Star moved to the London Stock Exchange's main market and Mr Duffield and his family interests sold their stake down from 20 per cent to 12.5 per cent.

6 comments:

Anonymous said...

Off topic:

These debt values for New Star relate to New Star's own money (or obvious lack thereof). Their capital position does not relate to the money in the actual funds (unit trusts, OEICs etc), unlike a bank with its deposits.

My question is why does a large established fund manager have so much debt in the first place?

Mark Wadsworth said...

Ed, it is rather bizarre - apparently New Star was only set up seven years ago, and did a part flotation in 2005. Heck knows where those debts come from, it wasn't even a leveraged buy out or anything. And no, client assets are usually completely ring fenced.

Anonymous said...

Mark, the Times has the answer:

http://business.timesonline.co.uk/tol/business/industry_sectors/banking_and_finance/article5265500.ece

New Star's debt burden was taken on last April in order to facilitate a return of cash to shareholders. At the same time, New Star moved to the London Stock Exchange's main market and Mr Duffield and his family interests sold their stake down from 20 per cent to 12.5 per cent.

I wonder who were the suckers who bought that 7.5%. Best thing is, as a fund manager New Star wants us to trust them to invest our money. No thanks!

Mark Wadsworth said...

Ed, well done, I scratched around for that for half an hour and gave up. But as I said a couple of posts ago...

Corporate finance wizards claim that companies can boost their own value in the good times by replacing shares with bonds (in other words, using borrowings to fund a share buy back), if this is true, then in the bad times, the reverse must also apply (in other words, doing a debt-for-equity-swap).

Lola said...

Let me tell you a little more about New Star and its ilk.

John Duffield based this business model on attracting the most skilled money managers and paying them very well.

And where did they get those rewards from? The charges on the underlying funds of course. That is from clients money.

Have you heard of TERs? Total Expense Ratios. This is the true cost of running funds. Guess which investment management outfit has highish TERs? Yep.

Next, I can categorically state that active investment management is pointless (especially if the funds are expensive). Very, very few active managers that I have ever known are capable of consisently adding value. Creating alpha as we nerdy types call it. (Beta is the market return. Alpha is return on top of beta.) Given the above I can also catgorically state that Newstar was a sort of fee creation scheme for Duffield and his cohort of 'star' (hah!) managers.

Next, how come any but any fund manager gets into this position? It's bonkers. FM is THE most scalable business there is. Money comes in however badly you do. You can easily cut your overheads by 20% and it won't affect production at all.

And, how can anyone offer their money to be managed by Newstar if they cannot run their own business? (I have a good marketing line saved up for this that I am not going to share with you).

We run a series of strategies based on passive index funds. Since we do not have expensive blokeys running them, the average TER is less than 0.5% vs Newstar in the range 1.8% to 2.4% (These are -ish I have not checked all their funds). Since the expected real return on equities is about 5.8% p.a since the year dot, we cost you about 9% of your return whereas Newstar will cost you about 35% of your return. We do not have to work very hard to outperform them do we?

Do you know I get sooo tired of this. I've banged on about it all over the place - listen very carefully - NO ACTIVE FUND MANAGER IS CAPABLE OF BEATING THE MARKET. Actually that's not quite true, Warren Buffet has done it and I know of a couple active managers that I would trust with funds, but considering there are thousands of them, one would reckon that one or two migt be able to do it.

Newstar is buggered as a business - no investment adviser will now recommend them and direct clients will redeem (or more likely switch out) in droves. They've already suspended redemptions on one of their property funds so I suspect things will get worse.

What a bunch of wankers.

Mark Wadsworth said...

L, if you swap the "t" in New Star for a "k", it's an anagram of "wanker".