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Third Point Q2'09 Investor Letter
Third Point Q2'09 Investor Letter
Dear Investor:
Third Point Partners, Partners Qualified, Offshore, and Ultra Funds returned 8.0%, 7.9%,
10.0% and 12.2% for the second quarter of 2009, and have returned 5.6%, 5.5%, 7.1% and
8.5% for the year to date. Assets under management at July 1, 2009 were $1.8 billion.
Quarterly Results
As indicated in the first quarter 2009 letter, our view that the robust governmental
response to economic problems here and abroad had averted a global financial meltdown
led us to become more constructive about the investment climate. With such a doomsday
scenario off the table, we put capital to work during the second quarter in a number of
significantly undervalued turn-around, distressed debt, and other compelling special
situations.
On April 1st, our net exposure in our long/short strategy was -3.4%. By June 30th, we
were more fully invested: net exposure in our long/short strategy was 37%, allocation to
credit had grown to over 40%, and risk arbitrage made up over 20% of the portfolio.
Fortis
During the fourth quarter of 2008, the Belgian and Dutch bank subsidiaries of Fortis, a
Dutch financial services company, were nationalized in a convoluted process.
Ultimately, a deal was brokered whereby the Belgian bank subsidiary of Fortis was sold
to BNP Paribas, the “toxic assets” were isolated in a “bad bank”, and Fortis shareholders
were allowed to retain significant value in the remaining business, which is primarily an
insurer. However, multiple lawsuits, shareholder votes and political jockeying muddied
the waters and made the proposed outcome uncertain. Additionally, “deal fatigue” from
the protracted process, disgust over the prior management’s bungling, and an almost
complete drop of research coverage made Fortis securities unpalatable to the investing
public.
Adding to the chaos from a technical trading standpoint, the Lehman bankruptcy caused
dislocation in the market for hybrid securities as balance sheets became constrained and
traditional convertible arbitrage players’ ability to hedge exposure was impacted by
short-selling restrictions, forcing the sale of certain Fortis convertible preferred shares.
1
Our analysis revealed that not only was Fortis asset-rich, but also that significant near-
term catalysts were likely to unlock this value. We initiated a position in the common
equity, certain convertible securities, and other hybrids ahead of the April 29th
shareholder meeting to approve the deal between the Belgian government and BNP. The
mandatory convertible bonds were trading at parity (8 cents) when we began
accumulating the security, which meant that the market assigned almost no probability of
the company paying the installment on the 8.75% coupon that was coming due. We
thought that there were many good reasons the coupon would be paid, including
contractual requirements, and when the BNP transaction was approved we were rewarded
for our insight. The coupons continue to be paid, and we have reduced the Funds’ cost
basis by more than 50% as a result. We believe Fortis common and the mandatory
convertibles continue to be significantly undervalued, and so these remain core positions
in our fund in advance of the next catalyst – the release of half-yearly financial
statements and an updated operating plan from the company. We have earned about
160% on our invested capital in Fortis over the past 4 months.
The May 1st bankruptcy deadline set by the government proved to be the catalyst that we
anticipated. Once Carco filed for bankruptcy, there was additional clarity about both the
valuation of the Finco assets and the legal status of the claims. The 1st lien bank debt
traded to the 70’s, and the second liens traded to the 50’s (on their way to trading to the
low-90’s and mid-80’s, respectively, more recently). We took profits on our 2nd lien
investment shortly after the bankruptcy as their potential recovery would be largely
determined by the treatment of certain assets whose fate remained unknown.
Subsequently it was announced that GMAC would handle the financing of automobiles
for GM and Chrysler. Following the announcement, Finco went into run-off mode,
providing a new catalyst for the investment, and we repurchased the 2nd liens. We
believe Finco has generated a significant cash balance since entering run-off and will use
this cash to repay a large portion of the 1st lien (thereby also increasing the value of the
1
Chrysler was set up with two distinct operating subsidiaries: Chrysler Carco which manufactures and
sells automobiles and Chrysler Finco which provides financing to dealers and customers of the Carco. The
public brouhaha over the unsecured Chrysler creditors were those involved in Carco.
2
2nd lien) or possibly seek to repurchase 2nd lien paper at a discount during the next six
months. Either of these events should result in meaningful appreciation for both loans.
Bank of America
Following the government intervention theme, we also built a position in Bank of
America (BAC). We initiated this position in BAC Preferred, which we bought at an
average price of 57 cents on the dollar and exchanged for common stock worth $10 in
mid-May (the stock has appreciated more than 40% since then). We have continued to
hold BAC equity and believe it is significantly undervalued, as our research indicates a
normalized earnings power of ~$3/sh, which would imply that the stock is trading for
about 4.3x normalized earnings. With tangible book value of $11.66 (as of June 30), if
BAC simply traded at the 1.5x tangible book value afforded most of its peers, it would
imply nearly 50% upside from today’s levels.
Deutsche Boerse
Elsewhere, in early April we initiated a position in a once-popular hedge fund name that
had recently found disfavor. We welcome Deutsche Boerse back into our portfolio, as
we have found its fundamentals compelling again. At the time of our investment, we
noted that Deutsche Boerse enjoyed high market share, ~50% EBIT margins, and had
modest financial leverage, yet the stock was trading on just 10x free cash flow. We saw
other compelling attributes: a) the stable earning ‘Clearstream’ settlement/custody
division, if fairly valued, implied that the more risky volume sensitive businesses were
being provided exceptionally cheap valuations, and b) the announcement of two major
3
shareholders exiting their long positions marked the end of a significant technical
overhang. We expect the group to benefit from a reopening of capital markets via new
debt issuances and a gradual increase in market volumes. Additionally, Deutsche Boerse
is likely to be at the forefront of an organized European credit derivatives platform,
which should provide a significant earnings opportunity.
The first lien residential mortgage market is an approximately $9.4 trillion market, of
which $4.7 trillion represent agency securities, $2.5 trillion are held on bank balance
sheets, and $2.2 trillion are non-agency securities. In addition, the commercial mortgage
industry represents a universe of approximately $3.5 trillion of which $1.55 trillion are
held on bank balance sheets, $950 billion are owned by the GSEs, insurance companies
and specialty finance companies, and $900 billion are commercial real estate securities.
At present we have made only limited investments in CMBS due to the expected further
deterioration in the loan pools.
Much of the $2.2 trillion non-agency market is currently distressed and has been
orphaned by the market. The original buyers of residential mortgage-backed securities
were banks, insurance companies and CDOs, all of which bought these securities with
leverage. As leverage has evaporated, the buyer base has shifted to unlevered buyers like
hedge funds, private equity funds and some traditional money managers. Many insurance
companies and banks have been forced to sell certain assets due to ratings downgrades.
As distressed investors, markets with this level of dislocation provide an irresistible
opportunity.
We are purchasing mortgage backed securities which, under our base case economic
assumptions, yield a 17-20% return, and under our severely stressed economic
assumptions return 10%.2 Mark-to-market and duration extension are the biggest risks to
mortgage-backed securities at these prices. While both are significant, we think the
bonds we own are ultimately covered by the collateral value which will eventually
stabilize and increase prices.
Since we started putting money to work in April and as of the date of this letter, we have
invested approximately $160 million in the securitized mortgage-backed space and made
over $20 million in profits, generating an impressive IRR. Although four months is
certainly too brief of a period to “declare victory” in the mortgage markets, I am pleased
with our timing, security selection, and ability to obtain choice offerings from the Street.
2
Our severe economic stress case assumes 100% defaults and another 20% decline in home prices.
4
Although initially we had targeted mortgage investments to comprise 5-10% of invested
capital, we now believe we may eventually allocate 10-15% to this distressed investing
strategy, depending on the relative opportunity sets in the event-driven space.
Risk Arbitrage
Notwithstanding the disappointment of the Citigroup Preferred/Equity exchange due to
the usurious rates charged to borrow the stock, this has been a terrific time to be involved
in risk arbitrage. Pfizer/Wyeth has been one of our biggest positions for the past few
months, a trade we put on at an over 20% spread. A few years ago, a spread like this was
unheard of for a merger of two high quality complimentary businesses with few potential
regulatory snags. This deal is a perfect example of how diminished tolerance for risk,
lack of available leverage, and fewer players in the game have made returns more
attractive.
Investment Outlook
As I said in our last letter and in numerous meetings with investors, I am encouraged by
the current investment climate, particularly by the opportunities in distressed debt. While
we have done a decent job capitalizing on this market over the past several months, most
of our gains thus far have been in performing bonds which were over-sold and then
tightened to more rational levels. However, it has been my experience that the most
compelling part of the distressed cycle is the later stage, involving restructuring of
defaulted securities. Long-term Third Point investors will recall that such opportunities
in the last distressed cycle of 2002-2005 yielded winners like Dade Behring, Warnaco,
Leap Wireless, International Coal and others. Currently we stand at the proverbial
precipice of five years of escalating maturities, amounting to over $700 billion. In
addition, default rates currently at 10% are projected to rise to 14%, significantly
increasing the available universe for investment. The two charts below illustrate the
increase of anticipated defaults and the outlook for maturities. To say the least, the
concept of kids and candy stores comes to mind. We are excited about putting our capital
to work by providing much needed liquidity to companies in need of restructuring their
balance sheets.
5
14.0%
8.0%
6.0%
4.0%
2.0%
0.0%
Dec-98
Dec-99
Dec-00
Dec-01
Dec-02
Dec-03
Dec-04
Dec-05
Dec-06
Dec-07
Dec-08
Dec-09
Source: Moody’s
$300 $283
$150
$107
$100
$56 $53
$50
$24
$8 $6 $1
$0
2009 2010 2011 2012 2013 2014 2015 2016 2017
Source: JP Morgan
The Boards of Directors of our two offshore funds, Third Point Offshore Fund, Ltd. and
Third Point Ultra Ltd., as well as the General Partner of our two onshore funds, Third
Point Partners L.P. and Third Point Partners Qualified L.P., have determined to alter
certain terms pertaining to the ability of an investor to redeem his investment.
6
Modification of Lock-up Period
New investments will no longer be subject to a one-year hard lock-up period. Instead,
investors wishing to redeem prior to the last day of the fourth full fiscal quarter following
the initial investment (the “First Anniversary Quarter”) will be permitted to do so subject
to a 5% early redemption penalty to the relevant fund. Prior to the First Anniversary
Quarter, redemptions will be available as of the last day of each fiscal quarter, upon 60-
days written notice.
The rest of the terms of investment in these funds will remain the same.
We believe these changes are responsive to needs of both our existing and potential
investors. In considering these changes our first priority was to ensure that we maintain a
strong business franchise, and maintain a steady base of capital that matches assets under
management to the liquidity of our portfolio. We feel these terms strike the proper
balance.
We have begun to see increasing investor interest in our funds as the event-driven
landscape becomes increasingly compelling, particularly in credit, given our successful
history during the last distressed cycle. We are committed to maintaining strong
relationships with our current investors and look forward to strengthening our assets with
some of the prospective investors to whom we are currently speaking.
We have recently welcomed a new analyst to our distressed debt team, Scott Leslie. Prior
to joining Third Point, he was an Associate in the buyout division at The Carlyle Group.
Scott started his career as an Analyst in the Financial Sponsors Group at Credit Suisse,
where he focused on leveraged finance transactions. He graduated Summa Cum Laude
from Duke University where he received a B.S. in Economics.
Sincerely,
7
Notes:
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1
The data in the table is presented by funds managed by Third Point LLC and excludes managed accounts.
Individual fund performance, portfolio exposure and other data included herein may vary between the
various funds and managed accounts managed by Third Point LLC. Performance results are based on the
NAV of fee paying investors only and are presented net of management fees, brokerage commissions,
administrative expenses, and accrued performance allocation or incentive fees, if any, and include the
reinvestment of all dividends, interest, and capital gains. While performance allocations are accrued
monthly, they are deducted from investor balances only annually (quarterly for Third Point Ultra) or upon
withdrawal. The performance above represents fund-level returns, and is not an estimate of any specific
investor’s actual performance, which may be materially different from such performance depending on fee
arrangements, entry times into the Fund, and participation (or lack thereof) in Special Investments. All
performance results are estimates and should not be regarded as final until audited financial statements are
issued.
2
Past performance is not necessarily indicative of future results. All investments involve risk including the
loss of principal. This document is confidential and may not be distributed without the express written
consent of Third Point LLC and does not constitute an offer to sell or the solicitation of an offer to purchase
any security or investment product. Any such offer or solicitation may only be made by means of delivery
of an approved confidential offering memorandum.
3
The performance and volatility of the S&P 500 may be materially different from the individual
performance attained by a specific investor in the funds and managed accounts managed by Third Point
LLC. In addition, the funds’ and managed accounts’ holdings may differ significantly from the securities
that comprise the S&P 500. The S&P 500 has not been selected to represent an appropriate benchmark to
compare an investor’s performance, but rather is disclosed to allow for comparison of the investor’s
performance to that of a well-known and widely recognized index. You cannot invest directly in an index
(although you can invest in an index fund that is designed to closely track such index).
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