For Some Now May Be the Only Future They Have |
As detailed below, Global faces a variety of very
real constraints to growth—the primary one being control by its creditors. If
it doesn’t or can’t grow, Global’s net income will remain modest, likely be
volatile, and its ROE subpar. These obstacles are formidable and AA has a hard
time seeing Global finding a way out of this challenge.
First a recap to set the scene.
Recap
In my previous post I identified a structural problem with
Global’s revenues and expenses. The
latter (adjusted to exclude impairment and loan loss provisions) average roughly
KD 14 million a year – 140% of the revenues from its core Assets Under Management
(AUM) business. Other lines of business
(LOBs) then have to generate enough revenue to cover remaining expenses and produce
a profit.
That’s a problem because Global’s other LOBs lack the
scale to consistently generate enough revenue to do this –either in absolute or
ROE terms.
Profitability is cobbled together from these “hobby” businesses plus
one off items such as FX translation gains from a depreciating dinar or loan
loss provision reversals—items whose persistence is unlikely.
By way of example, if these latter two items
had not been present in 2015, Global’s net income would be 10 percent of the
reported KD 6.5 million. Additionally,
the non-AUM fee-generating LOBs (chiefly brokerage and investment banking) are
market sensitive and thus add unwelcome volatility to earnings.
Strategic Options
In the face of this structural problem, Global can
either:
- Accept its current position.
- Live with the volatility.
- Or rationalize its expense base to reduce the volatility. Without detailed information it’s not possible to determine if cutting what appear to be “hobby” operations – Bahrain and Oman brokerage, for example—would result in significant cost reductions without disturbing the AUM business.
- Seek to materially change its fate by significantly growing revenues as a way of eliminating volatility, increasing ROE, and making itself a more credible partner for clients and a more compelling opportunity for equity investors.
Shrinking oneself to greatness is not really a business
strategy. Growth will also facilitate
the sale of the creditors’ 70 percent stake which as argued below is the major current
constraint on the firm’s development.
One caveat about growth.
FGB/NBAD is unlikely to challenge ICBC 'sor JPMorgan’s
position. Nor will Global rival the
likes of Blackrock. That’s fine. There’s nothing wrong with being a fish in a
small pond. But even a fish in a small
pond needs to grow to keep up with the other fish in the same pond.
There is a third option: a sale to another institution
that can fold Global’s business into its own, cut costs, and reap the benefits
of scale. Two things would be required.
- A sale price that would satisfy the creditors. This probably would be the main sticking point to this scenario. This early in the life of the debt settlement there probably would be creditor price resistance to a “bargain” sale.
- A transaction that does not disturb the current client relationships, i.e., that maintains the KD 1.1 billion in AUM. That is perhaps easier to achieve if current legacy management and board representation is retained.
Constraints on Growth
Current Majority Shareholders (Creditors)
The primary current constraint on growth is the
majority shareholder (Global’s creditors) who by virtue of their 70 percent equity
stake control the firm. Their
self-interest is directly at odds with a pro-growth strategy.
In the best of times, bank creditors like other “bond”
investors focus on return of capital and not like “equity”
investors on growth and increasing return on capital.
A debt restructuring typically intensifies this
tendency. Cash extraction from the
debtor becomes even more urgent and is imposed through aggressive repayment
schedules and rescheduling covenants that severely constrain spending and
business development.
But Global wasn’t a typical restructuring. Creditors normally don’t take assets to
settle debts because they know that their track record in realizing assets is
much worse than in underwriting loans.
The fact that creditors demanded 70% of the rump firm’s
equity and existing shareholders gave it is a very clear sign that a serious
shortfall from asset sales was expected. That deficit and the need to maximize
recovery have no doubt exacerbated the impulse for cash extraction.
When equity in the borrower is taken, creditors cash out
by selling the firm to investors or collecting dividends. When a sale at an acceptable price is not
possible, then dividends become “favorite”.
At this time, price expectations of seller and buyer are
probably far apart.
Since we are only three years into the settlement, an
acceptable price for creditors is probably one that is no less than the value
ascribed to the equity when the “expected” loss on the settlement was
calculated. To sell for a lower price
would require booking a loss. Over a
longer period, the creditors’ price discipline could wane, if earnings prove
volatile and that volatility requires a revaluation of the carrying value of
the equity.
Given its current condition, Global is not a particularly
exciting investment prospect for new investors.
Legacy shareholders probably haven’t changed their minds from 2012/2013
when they turned down an opportunity to infuse new cash.
If creditors won’t let Global spend “precious cash” to
build the business, what other ways could they help grow revenues?
Creditors could shift AUM from their own firms to Global. They could solicit new AUM for Global. But if they did, they would share the
resulting profit with other creditors and the 30 percent “legacy” shareholders
in the firm. Little economic sense in
that, particularly because relatively large amounts would be required and
creditors have already taken a “hit” on the debt settlement, no doubt
exhausting whatever minute amounts of generosity they may once have had.
Global’s strategy confirms this analysis. It’s clear that
the firm is being managed not for ROE or growth, but for cash extraction. That involves retaining the “cash cow” KD 1.1
billion in AUM, keeping a firm control on costs, and following a conservative
risk acceptance policy.
“Souk legend” (the Gulf equivalent of urban legend) is
that GIH’s KD 1.1 billion in AUM-the main driver of current revenue—is largely
(almost all?) comprised of KIA funds that Ms. Maha played a key role in obtaining. The creditors are smart enough to recognize
that they need legacy management to keep current customers in place and perhaps
incrementally add to AUM. This probably explains her continued presence in the
board and in executive management as well as the retention of other “key” legacy
managers.
As regards expenses, a glance at note 16 (2015 annual
report) shows no evidence of significant investment in new assets, including
computer equipment which would involve relatively small amounts. Assets are almost fully depreciated. While accounting useful life is not the same
as economically useful life, this does suggest some replacement is likely
needed. That it has not occurred at any measurable
level is revealing. Directors’ fees are also being kept at modest levels. Usually, in the old boy (and in this case one
girl) world of boards, cost control is not an urgent imperative. The amounts are not just that large. Clearly expense control is a key business
focus.
In terms of risk aversion, the overconcentration in cash
and cash equivalents is a very clear sign of heightened risk control and
husbanding cash for dividends. With 50%
of assets in low ROA banks and cash despite there being no material debt
obligations, it is clear the firm is being managed for cash not ROE.
Other Actors – Private Clients
Could other parties step up to deliver needed growth?
Retail investors aren’t going to provide the revenue
required. Too many small ticket
transactions and portfolios would be required to change Global’s fortunes. Many new retail customers would increase
operational costs offsetting some of the revenue gain.
Large institutions and HNWIs could drive material change
at GIH. But what is their incentive to
shift their portfolios? Global doesn’t appear to have any compelling investment
product or products that differentiate it from its competitors and make it a “must
have” for such an investor. Why would such
an investor select Global over NBK or another major regional or international
firm?
Global also still carries some remaining baggage from its
2008 difficulties, particularly in the treatment of investors in AlThouraia/Mazaya Saudi and Global MENA Financial Assets. This probably exacerbates non
Kuwaiti GCC nationals’ general concerns about Kuwaiti business practices as
well as the appetite of those Kuwaitis who invested in these funds.
But there’s another constraint. Assuming there are
private institutional and HNW investors (and these are likely to be Kuwaiti
rather than other GCC investors) willing to do business with Global, where
would the funds come from?
As discussed in my post about the NBAD/FGB merger, the
GCC is a minor financial market when measured in terms of assets and earnings
and is highly likely to remain so for a variety of reasons (demographics, the
nature and size of local economies, etc.).
With GCC asset managers this is even more the case. Major world firms have AUM in the trillions
(Blackrock at $4.6 trillion) and net income is measured in billions (Blackrock
north of $3 billion) or hundreds of millions.
Currently, Global is mid-tier behind NBK Capital and
KAMCO each of who have at least 3.5 times Global’s AUM. A significant shift in Global’s fortunes
would require a major shift away from these other firms. Something that doesn’t seem highly probable
to AA. “Losing” 10% of your clients is a
rare occurrence. “Losing” 30% or more
even less probable.
Other Actors-Official Institutions
What would motivate a government-related entity to place
investments with Global when 70% of the profit on the relationship will go into
the hands of creditors, who include foreign banks? And very likely include some investors who
have acquired their positions at a discount.
Few like to feed vultures.
Another constraint is that non-Kuwaiti official
institutions are unlikely to shift business to Global. They have their own national firms to support
and sad to say many in the GCC have a dim view of Kuwaiti business practices.
All in all a rather bleak strategic cul-de-sac.
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