Long Term Capital Management. Note Quote.

Long Term Capital Management, or LTCM, was a hedge fund founded in 1994 by John Meriwether, the former head of Salomon Brothers’s domestic fixed-income arbitrage group. Meriwether had grown the arbitrage group to become Salomon’s most profitable group by 1991, when it was revealed that one of the traders under his purview had astonishingly submitted a false bid in a U.S. Treasury bond auction. Despite reporting the trade immediately to CEO John Gutfreund, the outcry from the scandal forced Meriwether to resign.

Meriwether revived his career several years later with the founding of LTCM. Amidst the beginning of one of the greatest bull markets the global markets had ever seen, Meriwether assembled a team of some of the world’s most respected economic theorists to join other refugees from the arbitrage group at Salomon. The board of directors included Myron Scholes, a coauthor of the famous Black-Scholes formula used to price option contracts, and MIT Sloan professor Robert Merton, both of whom would later share the 1997 Nobel Prize for Economics. The firm’s impressive brain trust, collectively considered geniuses by most of the financial world, set out to raise a $1 billion fund by explaining to investors that their profoundly complex computer models allowed them to price securities according to risk more accurately than the rest of the market, in effect “vacuuming up nickels that others couldn’t see.”

One typical LTCM trade concerned the divergence in price between long-term U.S. Treasury bonds. Despite offering fundamentally the same (minimal) default risk, those issued more recently – known as “on-the-run” securities – traded more heavily than those “off-the-run” securities issued just months previously. Heavier trading meant greater liquidity, which in turn resulted in ever-so-slightly higher prices. As “on-the-run” securities become “off-the-run” upon the issuance of a new tranche of Treasury bonds, the price discrepancy generally disappears with time. LTCM sought to exploit that price convergence by shorting the more expensive “on-the-run” bond while purchasing the “off- the-run” security.

By early 1998 the intellectual firepower of its board members and the aggressive trading practices that had made the arbitrage group at Salomon so successful had allowed LTCM to flourish, growing its initial $1 billion of investor equity to $4.72 billion. However, the miniscule spreads earned on arbitrage trades could not provide the type of returns sought by hedge fund investors. In order to make transactions such as these worth their while, LTCM had to employ massive leverage in order to magnify its returns. Ultimately, the fund’s equity component sat atop more than $124.5 billion in borrowings for total assets of more than $129 billion. These borrowings were merely the tip of the ice-berg; LTCM also held off-balance-sheet derivative positions with a notional value of more than $1.25 trillion.

The fund’s success began to pose its own problems. The market lacked sufficient capacity to absorb LTCM’s bloated size, as trades that had been profitable initially became impossible to conduct on a massive scale. Moreover, a flood of arbitrage imitators tightened the spreads on LTCM’s “bread-and-butter” trades even further. The pressure to continue delivering returns forced LTCM to find new arbitrage opportunities, and the fund diversified into areas where it could not pair its theoretical insights with trading experience. Soon LTCM had made large bets in Russia and in other emerging markets, on S&P futures, and in yield curve, junk bond, merger, and dual-listed securities arbitrage.

Combined with its style drift, the fund’s more than 26 leverage put LTCM in an increasingly precarious bubble, which was eventually burst by a combination of factors that forced the fund into a liquidity crisis. In contrast to Scholes’s comments about plucking invisible, riskless nickels from the sky, financial theorist Nassim Taleb later compared the fund’s aggressive risk taking to “picking up pennies in front of a steamroller,” a steamroller that finally came in the form of 1998’s market panic. The departure of frequent LTCM counterparty Salomon Brothers from the arbitrage market that summer put downward pressure on many of the fund’s positions, and Russia’s default on its government-issued bonds threw international credit markets into a downward spiral. Panicked investors around the globe demonstrated a “flight to quality,” selling the risky securities in which LTCM traded and purchasing U.S. Treasury securities, further driving up their price and preventing a price convergence upon which the fund had bet so heavily.

None of LTCM’s sophisticated theoretical models had contemplated such an internationally correlated credit market collapse, and the fund began hemorrhaging money, losing nearly 20% of its equity in May and June alone. Day after day, every market in which LTCM traded turned against it. Its powerless brain trust watched in horror as its equity shrank to $600 million in early September without any reduction in borrowing, resulting in an unfathomable 200 leverage ratio. Sensing the fund’s liquidity crunch, Bear Stearns refused to continue acting as a clearinghouse for the fund’s trades, throwing LTCM into a panic. Without the short-term credit that enabled its entire trading operations, the fund could not continue and its longer-term securities grew more illiquid by the day.

Obstinate in their refusal to unwind what they still considered profitable trades hammered by short-term market irrationality, LTCM’s partners refused a buyout offer of $250 million by Goldman Sachs, ING Barings, and Warren Buffet’s Berkshire Hathaway. However, LTCM’s role as a counterparty in thousands of derivatives trades that touched investment firms around the world threatened to provoke a wider collapse in international securities markets if the fund went under, so the U.S. Federal Reserve stepped in to maintain order. Wishing to avoid the precedent of a government bailout of a hedge fund and the moral hazard it could subsequently encourage, the Fed invited every major investment bank on Wall Street to an emergency meeting in New York and dictated the terms of the $3.625 billion bailout that would preserve market liquidity. The Fed convinced Bankers Trust, Barclays, Chase, Credit Suisse First Boston, Deutsche Bank, Goldman Sachs, Merrill Lynch, J.P. Morgan, Morgan Stanley, Salomon Smith Barney, and UBS – many of whom were investors in the fund – to contribute $300 million apiece, with $125 million coming from Société Générale and $100 million from Lehman Brothers and Paribas. Eventually the market crisis passed, and each bank managed to liquidate its position at a slight profit. Only one bank contacted by the Fed refused to join the syndicate and share the burden in the name of preserving market integrity.

That bank was Bear Stearns.

Bear’s dominant trading position in bonds and derivatives had won it the profitable business of acting as a settlement house for nearly all of LTCM’s trading in those markets. On September 22, 1998, just days before the Fed-organized bailout, Bear put the final nail in the LTCM coffin by calling in a short-term debt in the amount of $500 million in an attempt to limit its own exposure to the failing hedge fund, rendering it insolvent in the process. Ever the maverick in investment banking circles, Bear stubbornly refused to contribute to the eventual buyout, even in the face of a potentially apocalyptic market crash and despite the millions in profits it had earned as LTCM’s prime broker. In typical Bear fashion, James Cayne ignored the howls from other banks that failure to preserve confidence in the markets through a bailout would bring them all down in flames, famously growling through a chewed cigar as the Fed solicited contributions for the emergency financing, “Don’t go alphabetically if you want this to work.”

Market analysts were nearly unanimous in describing the lessons learned from LTCM’s implosion; in effect, the fund’s profound leverage had placed it in such a precarious position that it could not wait for its positions to turn profitable. While its trades were sound in principal, LTCM’s predicted price convergence was not realized until long after its equity had been wiped out completely. A less leveraged firm, they explained, might have realized lower profits than the 40% annual return LTCM had offered investors up until the 1998 crisis, but could have weathered the storm once the market turned against it. In the words of economist John Maynard Keynes, the market had remained irrational longer than LTCM could remain solvent. The crisis further illustrated the importance not merely of liquidity but of perception in the less regulated derivatives markets. Once LTCM’s ability to meet its obligations was called into question, its demise became inevitable, as it could no longer find counterparties with whom to trade and from whom it could borrow to continue operating.

The thornier question of the Fed’s role in bailing out an overly aggressive investment fund in the name of market stability remained unresolved, despite the Fed’s insistence on private funding for the actual buyout. Though impossible to foresee at the time, the issue would be revisited anew less than ten years later, and it would haunt Bear Stearns. With negative publicity from Bear’s $38.5 million settlement with the SEC regarding charges that it had ignored fraudulent behavior by a client for whom it cleared trades and LTCM’s collapse behind it, Bear Stearns continued to grow under Cayne’s leadership, with its stock price appreciating some 600% from his assumption of control in 1993 until 2008. However, a rapid-fire sequence of negative events began to unfurl in the summer of 2007 that would push Bear into a liquidity crunch eerily similar to the one that felled LTCM.

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(Il)liquid Hedge Lock-Ups. Thought of the Day 107.0

Hedge funds have historically limited their participation in illiquid investments, preferring to match their investment horizon to the typical one-year lock-up periods that their investors agree to. However, many hedge funds have increasingly invested in illiquid assets in an effort to augment returns. For example, they have invested in private investments in public equity (PIPEs), acquiring large minority holdings in public companies. Their purchases of CDOs and CLOs (collateralized loan obligations) are also somewhat illiquid, since these fixed income securities are difficult to price and there is a limited secondary market during times of crisis. In addition, hedge funds have participated in loans, and invested in physical assets. Sometimes, investments that were intended to be held for less than one year have become long-term, illiquid assets when the assets depreciated and hedge funds decided to continue holding the assets until values recovered, rather than selling at a loss. It is estimated that more than 20% of total assets under management by hedge funds are illiquid, hard-to-price assets. This makes hedge fund asset valuation difficult, and has created a mismatch between hedge fund assets and liabilities, giving rise to significant problems when investors attempt to withdraw their cash at the end of lock-up periods.

Hedge funds generally focus their investment strategies on financial assets that are liquid and able to be readily priced based on reported prices in the market for those assets or by reference to comparable assets that have a discernible price. Since most of these assets can be valued and sold over a short period of time to generate cash, hedge funds permit investors to invest in or withdraw money from the fund at regular intervals and managers receive performance fees based on quarterly mark-to-market valuations. However, in order to match up maturities of assets and liabilities for each investment strategy, most hedge funds have the ability to prevent invested capital from being withdrawn during certain periods of time. They achieve this though “lock-up” and “gate” provisions that are included in investment agreements with their investors.

A lock-up provision provides that during an initial investment period of, typically, one to two years, an investor is not allowed to withdraw any money from the fund. Generally, the lock-up period is a function of the investment strategy that is being pursued. Sometimes, lock-up periods are modified for specific investors through the use of a side letter agreement. However, this can become problematic because of the resulting different effective lock-up periods that apply to different investors who invest at the same time in the same fund. Also, this can trigger “most favored nations” provisions in other investor agreements.

A gate is a restriction that limits the amount of withdrawals during a quarterly or semi- annual redemption period after the lock-up period expires. Typically gates are percentages of a fund’s capital that can be withdrawn on a scheduled redemption date. A gate of 10 to 20% is common. A gate provision allows the hedge fund to increase exposure to illiquid assets without facing a liquidity crisis. In addition, it offers some protection to investors that do not attempt to withdraw funds because if withdrawals are too high, assets might have to be sold by the hedge fund at disadvantageous prices, causing a potential reduction in investment returns for remaining investors. During 2008 and 2009, as many hedge fund investors attempted to withdraw money based on poor returns and concerns about the financial crisis, there was considerable frustration and some litigation directed at hedge fund gate provisions.

Hedge funds sometimes use a “side pocket” account to house comparatively illiquid or hard-to-value assets. Once an asset is designated for inclusion in a side pocket, new investors don’t participate in the returns from this asset. When existing investors withdraw money from the hedge fund, they remain as investors in the side pocket asset until it either is sold or becomes liquid through a monetization event such as an IPO. Management fees are typically charged on side pocket assets based on their cost, rather than a mark-to-market value of the asset. Incentive fees are charged based on realized proceeds when the asset is sold. Usually, there is no requirement to force the sale of side pocket investments by a specific date. Sometimes, investors accuse hedge funds of putting distressed assets that were intended to be sold during a one-year horizon into a side pocket account to avoid dragging down the returns of the overall fund. Investors are concerned about unexpected illiquidity arising from a side pocket and the potential for even greater losses if a distressed asset that has been placed there continues to decline in value. Fund managers sometimes use even more drastic options to limit withdrawals, such as suspending all redemption rights (but only in the most dire circumstances).