Notes on FT Fund Arb Article
Thursday, November 23rd, 2006Last week, Matthew Richards who writes for the FT on closed-end funds contacted me with regard to closed-end funds in general and an article he was preparing that week in particular. The article in question was on the activities of hedge funds who apply the strategy of closed-end fund arbitrage. This weekend Matthew’s article appeared in the FT, and for those who have access to the FT the article was entitled “City prey fight back against the big beasts”, published: November 18 2006, within the FTMoney section. As a direct follow up on this article I wish to make the following additional points:
1) The idea that such arbitrage activity only effect’s weak or failing trusts is just not true. There was the case of Edinburgh Investment Trust which obtain good relative performance in the small cap sector, however the sector as a whole fell out of favor and hence the discount widened to 20%. Recently there has been the case of Resource Investment Trust (REI.L) where the trust has not only obtained good performance but also offers essentially a unique product where existing investors in REI.L will find it difficult to find a suitable replacement. Moreover, in this case the fund management team is in the process of taking legal action against the trust for essentially deformation of reputation. The idea being that if you are running a trust which is wound up then it implies you are not any good. I cannot see this legal action succeeding since the contract between the fund and fund management team is very clear with get out clauses on both sides. However, the activities of arbitrage funds is increasing the risk associated with starting an investment trust (particularly outside of the latest hot sector), and this effect is just not in the interest of retail investors.
2) Matthew also mentioned the use of CFDs which arbs use to hide positions. In addition to this strategy there is also the tactic of obtaining huge amounts of loaned stock just before a vote on a special resolution (usually proposed by the arbitrage outfit) in order to push the resolution through. The point here is that the stock will typically only been loaned for 1-day (over the voting period) where the “real” shareholders are just retail investors which hold the stock in nominee accounts which (1) are not able to vote (due to being held in a nominee account) and (2) have no idea there stock is being loaned. Moreover, the special resolution may not even been in the investors long term interests. However this practice continues because the investment bank which is the agent in loaning the stock can obtain up to 10% over LIBOR, on an asset which it does not even own.
3) Essentially in symmetry to (2) above there is also the issue that within some closed-end funds there are differing classes of investors with differing voting rights. This has been a particular problem for equity warrant holders in Investment Trusts since if the trust is wound up the warrant holders get a particularly bad deal since the LSE uses a arcane formulae which greatly under-values the time value of the warrant. In particular, the arcane formula used by the LSE is not equivalent in any way with the widely used and accepted Black-Scholes option pricing model. What this has meant in practice is that an arbitrary outfit can buy a large amount of the ordinary stock, force a wind up (against the wishes of the non-voting warrant holders) and then not only obtain value from the narrowing discount but also get value from being able to give the warrant holders a bad deal. A good example of this was Bearings Emerging Europe Investment Trust which was restructured in 2002, see:
http://www.trustnet.com/general/news/display-story.asp?id=36978&db=it&txtS=y
There are some other points I would like to make but will not due to the risk of annoying the wrong people. However, if you know me in meat world then I am happy to let you know the gory details in confidence and in person.