PrefBlog

The SEC has passed some do-gooder rules. The first is bribe-prevention:

The Securities and Exchange Commission today adopted rules mandated by the Dodd-Frank Wall Street Reform and Consumer Protection Act requiring resource extraction issuers to disclose certain payments made to the U.S. government or foreign governments.
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The types of payments related to commercial development activities that need to be disclosed include:

• Taxes
• Royalties
• Fees (including license fees)
• Production Entitlements
• Bonuses
• Dividends
• Infrastructure Improvements

The new requirements clarify the types of taxes, fees, bonuses, and dividends that are required to be disclosed. These types of payments generally are consistent with the types of payments that the Extractive Industries Transparency Initiative suggests should be disclosed. Congress specifically referenced the EITI in defining “payment” in the law.

The second is about conflict minerals:

The Securities and Exchange Commission today adopted a rule mandated by the Dodd-Frank Wall Street Reform and Consumer Protection Act to require companies to publicly disclose their use of conflict minerals that originated in the Democratic Republic of the Congo (DRC) or an adjoining country.

The regulatory reform law directed the Commission to issue rules requiring certain companies to disclose their use of conflict minerals that include tantalum, tin, gold, or tungsten if those minerals are “necessary to the functionality or production of a product” manufactured by those companies. Companies are required to provide this disclosure on a new form to be filed with the SEC called Form SD.

Why the US is so eager to enforce laws for the benefit of other countries is quite beyond me. The Globe points out:

The SEC made a point of detailing the costs of the reforms before voting on both rules. The agency has seen prior rules successfully challenged in court based on allegations it did not adequately weigh costs and benefits.

An SEC official estimated the total industry-wide cost of implementing the new conflict minerals rule for companies would be around $3-billion to $4-billion. The annual cost could run between $206-million and $609-million.

On the resource extraction rule, the SEC pegged initial compliance costs at close to $1-billion, and said ongoing compliance costs could run between $200-million and $400-million.

But what the hell? Compliance is always good, right? and we’ve got lots of money.

But in a world in which it is considered rational to treat trading as a kiddie game, what do I know?

Knight Capital Group Inc. (KCG)’s $440 million loss from a computer malfunction this month highlights the dangers of limiting human input in decisions about canceling trades, according to two industry executives.

Regulators should have discretion to reverse transactions when the outcome puts a firm’s survival at risk, said Neal Wolkoff, former chairman and chief executive officer of the American Stock Exchange and ex-head of ELX Futures LP. They should allow “do-overs” in extreme cases, said R. Cromwell Coulson, CEO of OTC Markets Group Inc. (OTCM) in New York.

It was a mixed day for the Canadian preferred share market, with PerpetualPremiums gaining 7bp, FixedResets off 2bp and DeemedRetractibles up 17bp. Volatility was normal. Volume was low.

PerpetualDiscounts (that wonderful three-constituent index) now yield 4.97%, equivalent to 6.46% interest at the standard equivalency factor of 1.3x. Long corporates now yield about 4.4%, so the pre-tax interest-equivalent spread (in this context, the “Seniority Spread”) is now about 205bp – everything unchanged since August 15!

Time for another politically inspired shake-down of a bank? Oh, why not?

Public pension funds from Arkansas, Ohio, Oregon and Sweden will be lead plaintiffs in a group lawsuit against JPMorgan Chase & Co. (JPM) over trades made by Bruno Iksil, known as the “London Whale.”

U.S. District Judge George Daniels in Manhattan ruled today that lawsuits against the New York-based bank should be consolidated into a class action. The pension funds allege they lost as much as $52 million because of fraudulent activities by JPMorgan’s London chief investment office.

The lead plaintiffs named by Daniels are the Arkansas Teacher Retirement System, Ohio Public Employee Retirement System, School Employees Retirement System of Ohio, State Teachers Retirement System of Ohio, Oregon Public Employee Retirement Fund and the Swedish pension fund Sjunde AP-Fonden.

The best thing about public pension funds, you understand, is that they allow you to keep the wage increases out of the headline number. But the second best thing is that they give you another avenue for grandstanding shakedown attempts.

The Muddy Waters business model is gaining popularity:

A series of scathing reports by a small Toronto investment research house targeting some of India’s corporate heavyweights is riveting the country’s business community, and sparking intense scrutiny of the state of corporate governance in one of the world’s hottest economies.

Veritas Investment Research Corp. has alleged “manipulative accounting,” poor disclosure practices and other gaping flaws in transparency at major Indian real estate, communications, and infrastructure firms. In the process, the company has shone a rare light on the fragility of oversight in the Asian giant – and made some powerful enemies.
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Arun Jain, an expert on corporate governance who teaches at the elite Indian Institute of Management in Lucknow, said the hard-hitting Veritas reports raise the question of why no Indian firm is doing similar work. “Sometime the gap between who is being analyzed and who is doing the analysis is not big,” he said.

India’s business world can be a cozy one. “You know that someone you write about this week could be a potential client next week, so if you don’t have something nice to say, you just don’t do a report,” said an analyst who has worked for the Indian branches of several international firms, and who did not want to be quoted by name.

Right? Wrong? I don’t know. Indian equities are not exactly my area of specialization. But I do like to see a little mudslinging in the analytical community (provided, of course, that it’s relevant and informed mudslinging) and it’s easier when it’s a foreigner carrying the bucket.

Which is why, of course, the abortive LSE / TMX merger would have been so much better for Canadians than the Maple / TMX deal. But not for every Canadian.

It was a mildly positive day for the Canadian preferred share index, with PerpetualPremiums and DeemedRetractibles both gaining 2bp and FixedResets winning 7bp. Volume continued its recent pattern of ‘Very low, with high spots’.

The Fed is pushing on a string:

The gap between U.S. bank deposits and loans is growing at the fastest pace in two years, providing lenders with more funds to buy bonds and temper the biggest sell-off in Treasuries since 2010.

As deposits increased 3.3 percent to $8.88 trillion in the two months ended July 31, business lending rose 0.7 percent to $7.11 trillion, Federal Reserve data show. The record gap of $1.77 trillion has expanded 15 percent since May, the biggest similar-period gain since July, 2010. Banks have already bought $136.4 billion in Treasury and government agency debt this year, more than double the $62.6 billion in all of 2011, pushing their holdings to an all-time high of $1.84 trillion.
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“Every bank is looking for a way to increase their yield,” said Mike Pearce, president of Bank of The West in Grapevine, Texas, whose company has been purchasing government securities after deposits grew faster than loans in 2010 and 2011. Instead of earning the Federal Funds rate of zero to 0.25 percent on the deposits, its bond holdings are yielding about 3.25 percent, he said.

The danger here is that when the economy starts picking up and people actually start competing with the Treasury for loans, yields will skyrocket. Who remembers 1994?

It was a mixed day for the Canadian preferred share market, with PerpetualPremiums down 9bp, FixedResets off 7bp and DeemedRetractibles gaining 3bp. Volatility was minimal. Volume continued its recent pattern, with pockets of institutional activity and total lack of interest from retail.

Good news on inflation:

Canadian inflation was tamer than expected in July for both the headline and core rates, bolstering expectations the Bank of Canada will leave interest rates at near-record lows well into 2013.

Consumers paid less for clothing and fuels such as gasoline and natural gas in July compared with a year earlier, easing the annual inflation rate to 1.3 per cent from 1.5 per cent in June, Statistics Canada reported on Friday.

The consumer price index fell 0.1 per cent in the month versus a 0.4-per-cent decline in June.

The underlying core inflation rate, which excludes gasoline and seven other volatile items, softened to 1.7 per cent from 2 per cent. These items were also 0.1 per cent cheaper on a monthly basis.

It was a mixed day for the Canadian preferred share market, with PerpetualPremiums down 3bp, FixedResets gaining 10bp and DeemedRetractibles up 12bp. Volatility was minimal. Volume continued its recent pattern of rather high volume in a handful of issues, but overall well below average.

Do I detect a little reaching for yield?:

Sales of junk bonds in the U.S. have already set a record for August, even as yields at about record lows combined with a slowdown in earnings growth spark concern the market for the riskiest corporate debt has peaked.

Charter Communications Inc. (CHTR), the cable-TV provider that emerged from bankruptcy in 2009, and Energy Future Holdings Corp., the Texas power producer struggling with $36.6 billion of long-term debt, are among companies that have sold $29.6 billion of speculative-grade securities this month. That compares with an average $8.4 billion in August sales for the past five years, according to data compiled by Bloomberg.

Companies are tapping into an unprecedented $44.9 billion of cash that has poured into funds that buy junk bonds in 2012 as the fourth year of near-zero short-term interest rates prompts investors to put their money into higher-yielding assets. Issuance accelerated even as the pace of earnings at speculative-grade companies slowed in the second quarter and as U.S. unemployment held above 8 percent for the 42nd month.

It was a languidly positive day for the Canadian preferred share market, with PerpetualPremiums up 7bp, FixedResets gaining 1bp and DeemedRetractibles flat. Volatility was minimal. Volume was a little strange. There were a fair number of issues trading over 100,000 shares, but overall the number of issues trading over 10,000 shares was … well, a little better than some of the recent days, but still pretty quiet. My guess is that a few big boys are shuffling their holdings, but Joe Average has gone fishing.

Nothing happened today.

It was a mixed day for the Canadian preferred share market, with PerpetualPremiums gaining 3bp, FixedResets up 6bp and DeemedRetractibles off 1bp. Volatility was minimal. Volume was lousy, albeit with one very bright spot.

PerpetualDiscounts (all three of them!) now yield 4.97%, equivalent to 6.46% at the standard equivalency factor of 1.3x. Long corporates now yield about 4.4%, so the pre-tax interest-equivalent spread (in this context, the “Seniority Spread”) is now about 205bp, a slight (and quite possibly spurious) narrowing from the the 210bp reported August 9.

The latest regulatory extortion attempt worked:

A New York regulator settled a money laundering probe of Standard Chartered Plc (STAN) for $340 million a day before the U.K.-based bank was to appear at a hearing to defend its right to continue operating in the state.

Do I see the beginnings of a backlash?

Add it all up and it’s hard to avoid the impression Mr. Lawsky just carried out an effective old-fashioned shakedown, and one that also happens to be good politics in a bank-bashing era. Either way, he has just served notice that yet another regulator has its eye on Wall Street – and that banking in New York may now carry even more frictional costs than the industry bargained for.

William C. Dudley, president of the Federal Reserve Bank of New York, writes an excellent piece on Money Market Fund reform:

Contrary to what some in the industry suggest, run risk didn’t end when the SEC sensibly tightened rules on money-fund holdings in 2010. Analysis by the U.S. Treasury’s Office of Financial Research showed that, as of April this year, no fewer than 105 money-market funds with more than $1 trillion in assets were at risk of breaking the buck if any one of their top 20 borrowers were to default.

The SEC’s Schapiro would address run risk by requiring money funds to move to floating net-asset values (like most other mutual funds) or to adopt capital buffers, possibly along with redemption restrictions.

Floating net-asset values would be a significant improvement over stable net-asset values. It would reduce the incentive for shareholders to get out early in times of stress. But it wouldn’t eliminate the incentive to run altogether. Fund managers faced with large redemption requests typically sell their most liquid assets first, leaving the remaining investors with a riskier, less-liquid portfolio and a greater risk of loss.

As explained in a recent paper by Federal Reserve economists, combining small capital buffers with a requirement that investors who withdraw funds must maintain a small balance for a short period to absorb near-term losses would make the system safer by creating a disincentive to run. The modest withdrawal restrictions, which create a “minimum balance at risk,” might be set at 5 cents on the dollar, based on the high- water mark of recent holdings.

Crucially, the minimum balance retained by those who had pulled money out would be put in the first-loss position for about 30 days. This would protect those who remain in the fund from losses caused by others’ redemptions. Exemptions for small investors, who are least likely to run, could be considered. For instance, the first $50,000 of an investor’s redemptions could be exempt from first loss. Small investors would share proportionately in any fund losses instead.

He references the Treasury’s Office of Financial Research Annual Report (didn’t know there was one of those):

Chart 3.3.11 illustrates counterparty concentration among money market funds. The chart shows the vulnerability of funds to a default of their counterparties. The most vulnerable funds would break the buck—fall below the $1 net asset value by more than half a cent—if any one of 30 or more counterparties defaulted; the less vulnerable funds would break the buck if any one of 10 to 19 counterparties defaulted. The analysis assumes 40 percent recovery on all unsecured lending by the funds and full recovery on all repo transactions.

Click for Big

The other paper highlighted is by Patrick E. McCabe, Marco Cipriani, Michael Holscher, and Antoine Martin, titled The Minimum Balance at Risk: A Proposal to Mitigate the Systemic Risks Posed by Money Market Funds:

This paper introduces a proposal for money market fund (MMF) reform that could mitigate systemic risks arising from these funds by protecting shareholders, such as retail investors, who do not redeem quickly from distressed funds. Our proposal would require that a small fraction of each MMF investor’s recent balances, called the “minimum balance at risk” (MBR), be demarcated to absorb losses if the fund is liquidated. Most regular transactions in the fund would be unaffected, but redemptions of the MBR would be delayed for thirty days. A key feature of the proposal is that large redemptions would subordinate a portion of an investor’s MBR, creating a disincentive to redeem if the fund is likely to have losses. In normal times, when the risk of MMF losses is remote, subordination would have little effect on incentives. We use empirical evidence, including new data on MMF losses from the U.S. Treasury and the Securities and Exchange Commission, to calibrate an MBR rule that would reduce the vulnerability of MMFs to runs and protect investors who do not redeem quickly in crises.

Wells Fargo issued some preferreds in the States (no dividend tax credit!) rated A by DBRS:

DBRS has today assigned a rating of ‘A’ with a Stable trend to Wells Fargo & Company’s (Wells Fargo or the Company) $675 million issuance (with a $75 million over-allotment option) of Non-cumulative Perpetual Preferred Stock. The ratings are positioned three notches below Wells Fargo’s Issuer & Senior Debt rating of AA, which also carries a Stable trend. This notching is consistent with DBRS’s base notching policy for preferred shares issued for AA rated entities.

They’re financing at 5.25% to redeem at 8.25%.

State Street Corporation (NYSE: STT) today announced the pricing of its previously announced offering of 20,000,000 depositary shares each representing a 1/4,000th ownership interest in a share of Non-Cumulative Perpetual Preferred Stock, Series C, without par value per share, with a liquidation preference of $100,000 per share (equivalent to $25 per depositary share). The aggregate dollar amount of the depositary shares offered is $500,000,000. The offering is being conducted pursuant to an effective registration statement under the Securities Act of 1933.

The depositary shares will be offered to the public at a price of $25 per depositary share and with a dividend rate of 5.25% per annum on the liquidation preference of $100,000 per Series C share.
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Subject to approval by the Federal Reserve, State Street intends to use the net proceeds of the offering to redeem all of the outstanding shares of State Street’s Non-Cumulative Perpetual Preferred Stock, Series A, all of which are held by State Street Capital Trust III, at a cash redemption price of $100,000 per share, together with an amount equal to any dividends that have been declared but not paid prior to the redemption date, on such redemption date as may be established by State Street in accordance with the Certificate of Designation of the Series A Preferred Stock. Upon the completion of the redemption of the Series A Preferred Stock, State Street Capital Trust III will redeem all of State Street’s outstanding 8.250% Fixed-to-Floating Rate Normal Automatic Preferred Enhanced Capital Securities and all of the outstanding common securities issued by State Street Capital Trust III. If State Street is not permitted to redeem the Series A Preferred Stock, then State Street expects to use the net proceeds for general corporate purposes.

Redemption provisions aren’t all that good according to the prospectus:

The Series N Preferred Stock may be redeemed by us at our option in whole, or in part, on September 15, 2017, or any dividend payment date thereafter, at a redemption price equal to $25,000 per share of Series N Preferred Stock (equivalent to $25 per depositary share), plus an amount equal to any declared and unpaid dividends, without accumulation of any undeclared dividends. The Series N Preferred Stock may also be redeemed by us at our option in whole, but not in part, prior to September 15, 2017, upon the occurrence of a “regulatory capital treatment event,” as described herein, at a redemption price equal to $25,000 per share of Series N Preferred Stock (equivalent to $25 per depositary share), plus an amount equal to any declared and unpaid dividends, without accumulation of any undeclared dividends.

I do like linking to public documents on public file as filed with the regulator of record! So much better than what we have here in Canada.

Atlantic Power, proud ultimate parent of AZP.PR.A and AZP.PR.B, was confirmed at Pfd-4 by DBRS:

DBRS has today confirmed the ratings of Senior Unsecured Debt and Medium-Term Notes (the Notes) of Atlantic Power Limited Partnership (APLP; formerly Capital Power Income L.P.) and the Cumulative Preferred Shares of Atlantic Power Preferred Equity Ltd. (formerly CPI Preferred Equity Ltd.) at BB and Pdf-4, respectively, both with Stable trends. The rating of APLP is based on the credit quality of Atlantic Power Corporation (ATP or the Company; not rated by DBRS) given that APLP guarantees the majority of ATP’s debt at the holding company level (total holding company debt at ATP accounted for 36% of consolidated debt, June 30, 2012). The recovery rating of the Notes is RR4 (indicating an expected recovery of 30% to 50%).

The credit profile of ATP reflects its moderate business risk profile, which benefits from a diversified portfolio of generation assets (2,141 megawatts of net generating capacity) located in 11 states in the U.S. and two provinces in Canada. Over 95% of its net generating capacity is under power contracts (PPAs), with a significant portion of contracted capacity having capacity payments and fuel cost pass-through. PPAs substantially reduce ATP’s exposure to wholesale power price volatility and support cash flow stability. In addition, ATP has above-average operational efficiency with a capacity factor of over 90% (five-year average), which is key to maintaining steady capacity payments.

Following the acquisition of APLP, ATP’s financial profile weakened significantly, predominately due to higher leverage and weaker cash flow ratios. ATP’s balance sheet is expected to continue to be pressured by the ongoing high level of capex associated with the Canadian Hills and Piedmont Green Power projects in 2012. In the medium to long term, APT’s financing strategy is to reduce the consolidated debt-to-capital ratio (currently at 67%) to 50%. Should the Company successfully execute its deleveraging strategy and build a strong track record of maintaining a good financial profile, this will have a positive credit implication.

It was a good, if uneven, day for the Canadian preferred share market, as PerpetualPremiums won 11bp, FixedResets were flat and DeemedRetractibles gained 8bp. Volatility was negligible. Volume continued to be awful.