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A CRE Deal and Implications for General Growth

Hat tip to reader Mark for finding this for me:

From the WSJ:

-Macquarie CountryWide Trust (MCW.AU) said Friday that it has agreed to sell its 75% stake in a portfolio of U.S. shopping malls for US$1.3 billion (A$1.61 billion) to help cut debt, sending its shares sharply higher.

The price for the portfolio of 86 properties, owned in partnership with shopping mall owner Regency Centers Corp. (REG), reflected a capitalization rate of 9.1% (emphasis mine), based on Sydney-based Macquarie CountryWide’s estimated net operating income for calendar year 2009.

It valued the whole portfolio at US$1.73 billion, the Australian property trust said in a statement.

Macquarie CountryWide has been selling assets to refinance maturing debt and enhance its liquidity as the trust – which specializes in retail properties – refocuses on its Australia and New Zealand portfolio.

How does this possibly effect General Growth Properties (GGWPQ)?

The question is “what kind of properties were these”? There are no details listed but their partner, Regency according to their website:

Regency Centers is a national developer, owner and operator of grocery-anchored and community shopping centers. We have spent more than 40 years, building a legacy of success evidenced by 440 centers, 21 regional offices and properties in nearly every major market. Our highly-focused commitment to quality and innovation has made Regency an industry leader and premier shopping center company.

I think it is pretty safe to assume that the properties sold were the strip mall shopping center type and they went for a 9.1% cap rate. Here is the list of Macquaries’ US properties.

Now most of GGP’s Mall’s are classified as “A” properties due to the type and diversity of tenants. A local shopping center will sell for a higher cap rate simply because if the one large tenant (grocery store) pulls out, the property is highly adversely affected.

In this vein I checked with reader Micheal working in the CRE field now who said:

Before 2002 and the run up of CMBS financing average cap rates on strip centers were around 9% vs. roughly 7% on class A malls. This is a very rough estimate as class A in suburbs of Cleveland will go for a higher cap rate than class A in the suburbs of New York. Also cap rates have historically moved with interest rates. Investors need a yield spread above their cost of debt in order for a deal to make economic sense.

The thing to note right now is that cap rates are basically unknown because the market is so illiquid. This is especially true for class A malls because there are only a few groups who operate in the space (Simon, Taubman, GGP, Macerich). These assets are simply too expensive to have a large pool of bidders. In the strip center space you have many more players therefore a relatively (though still not very liquid) more liquid market. Right now Publix anchored centers in Florida are trading at around a 9% cap rate in comparison to low 7’s or high 6’s two years ago. The bidders on these assets are local buyers who use local bank debt with recourse.

No, I am not alluding to GGP garnering a 7% cap rate now (same time next year when they plan to file a reorg plan is a possibility though). I do not think it is that out of the realm to say Boston’s Fanuel Hall and Baltimore’s Inner Harbor would garner cap rates much less that a grocery anchored strip mall in Alameda California.

Now lets look at come cap rates/dilution percentages for GGP:

Because of that the 9.4% cap rate in the example looks to be high in relation to a valuation of GGP (it was intended to be that way). Let’s use the 9% cap rate. Simply put if the common shareholders get diluted 95%, it gives them a per share value of $1.69 (remember, not all of GGP is in Chapter 11). If you believe they deserve a lower cap, that minimal value rises. For instance if we split the historical cap rate gap of 7% to 9% and take the middle, 8%, even if shareholders are diluted 95%, the equity is still worth over $2 a share (this being as close to “wiped out” without actually being so as it could get).

If you think the cap rate is about right but the dilution will run 50%, the value for current shareholders is double digits. Basically the lower you run on the cap rate and the dilution scale, the potential equity gains are exponential. I am in the “some dilution” but nowhere near 95% camp. I am of the opinion we get some sort of “cramdown” (discussed here and here) with some sort of debt maturity extensions/debt to equity conversion scenarios.

The key to it all is the markets as Micheal alluded to above. How they are/aren’t functioning and what are they providing for pricing guidance determines much of the value data. Deals like this one start to give us a picture of what could be happening…

Here is the whole presentation from Pershing Square:
GGP Ackman


Disclosure (“none” means no position):Long GGWPQ

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Monday’s Links

Joe, Rand, Health Care, Smart Phones

– Makes Quail look eloquent

– Serious Rand devotees, here is the course for you

– We know Congress has not read the whole health bill (the have admitted it). So here is analysis from someone who has

– Apple/RIMM and then the rest

Disclosure (“none” means no position):

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Monday's Links

Joe, Rand, Health Care, Smart Phones

– Makes Quail look eloquent

– Serious Rand devotees, here is the course for you

– We know Congress has not read the whole health bill (the have admitted it). So here is analysis from someone who has

– Apple/RIMM and then the rest

Disclosure (“none” means no position):

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Jamie Dimon at Harvard

Hat tip to Noisefree Investing for finding this.

JP Morgan’s (JPM) CEO Jamie Dimon at “Class Day 2009” at Harvard University


Disclosure (“none” means no position):None

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Galbraith Testimony

Short summary? Break up the mega-banks…

Galbraith Testimony


Disclosure (“none” means no position):

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Micheal Lewis: "The End of Wall St"

From 6/1/09

Michael Lewis – Michael Lewis is an American contemporary non-fiction author. His bestselling books include Liar’s Poker, The New New Thing, Moneyball: The Art of Winning an Unfair Game, and The Blind Side: Evolution of a Game.


Disclosure (“none” means no position):

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Janet Yellen on the Economy (video)

From 6/30/09

Intro:
“Amid the deepest recession of the postwar era, the Federal Reserve faces one of the gravest challenges of its 96-year history.

Janet Yellen, President and CEO of the Federal Reserve Bank of San Francisco, assesses the state of the economy while explaining the thinking and the actions behind some of the Fed’s precedent-shattering initiatives to rescue a financial system in crisis and help jump-start economic growth.”


Disclosure (“none” means no position):

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Global Warming Rebuttle by Arthur Robinson

Since we are about to pass some form of Cap & Trade that will effect the whole economy, a fair discussion on whether it is really necessary ought to be had…no?

Robinson Arthur-Power Point Rebuttal to All Gore-2007


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Vulcan CEO James Testimony before Congress

Vulcan Material’s (VMC) CEO testimony…. check it out

For those wondering why the stimulus for “shovel ready” project has not worked, read this. for those who do not wish to read the whole 8 pages, go to the last page and last paragraph. James says it in a nutshell.

James Donald-Testimony at Haring on Impact of Highway Trust Fund Insolvency-6!25!2009

ABC recently did a piece that backs James’ claims:
Signs of Stimulus Wasting

Shared via AddThis


Disclosure (“none” means no position):

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Friday’s Links

Taxes, Regulation, Stocktwits, China

– Raising taxes in a recession, they tried it last in…..? 1937, how did that work out?

– This always seems to go overboard

Check it out

– Will Wal-Mart’s “green push” end up enhancing the “Made in China” brand?


Disclosure (“none” means no position):

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Friday's Links

Taxes, Regulation, Stocktwits, China

– Raising taxes in a recession, they tried it last in…..? 1937, how did that work out?

– This always seems to go overboard

Check it out

– Will Wal-Mart’s “green push” end up enhancing the “Made in China” brand?


Disclosure (“none” means no position):

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Lampert Sells More AutoZone Shares

In a just released SEC filing…Sears Holdings (SHLD) Chairman Eddie Lampert’s ESL Investments and RBS Partners sold another 175k shares of AutoZone (AZO) and an avg. price of $157 a share

I will reprint a previous post here as to my reasoning for the sale

Remember this agreement from last year?

AutoZone also announced that it has entered into an agreement with ESL Investments, Inc. (with its affiliates, “ESL”) setting forth certain understandings and agreements concerning ESL’s continued investment in AutoZone. ESL currently owns approximately 36.2% of the outstanding AutoZone common stock. Pursuant to the agreement with ESL, the Company has agreed to use its commercially reasonable efforts to achieve at least the new 2.5x adjusted debt / EBITDAR leverage metric by the end of the Company’s second quarter fiscal 2009.

“We are very pleased to have reached this agreement with our long-term and significant stockholder, ESL, which was motivated, by our desire to continue to return excess capital to stockholders in the context of appropriate, mutually agreed governance arrangements,” said Bill Rhodes AutoZone’s Chairman, President and Chief Executive Officer. “We appreciate ESL’s belief in the Company and its management over the past eleven years and look forward to its continued involvement in helping us achieve our goals for the benefit of all stockholders.”

The agreement with ESL provides, among other things, that, should ESL’s percentage ownership of Company shares increase above certain thresholds, ESL will vote its shares owned above such thresholds in the same proportion as shares unaffiliated with ESL are actually voted. The initial threshold is 40%, which will reduce to 37.5% following the 2009 annual meeting of stockholders. The agreement also states the Company’s intention to add three directors in the near future, two of whom will be identified by ESL for consideration by the Company’s Nominating and Corporate Governance Committee, thereby increasing the Board’s size to 12 members. Thereafter, the Company expects to reduce the Board’s size to 10 members in conjunction with the 2008 annual meeting in December. The agreement also contains certain other protections for non-ESL affiliated shareholders as well as for ESL.

The agreement with ESL or certain of its provisions will terminate, except as the parties otherwise mutually agree, upon the earlier of the date upon which the shares (a) owned by ESL constitute less than 25% of the then outstanding shares or (b) owned by ESL constitute more than 50% of the then outstanding shares, provided that ESL has acquired subsequent to the date of the agreement additional shares representing above 10% of the then outstanding shares.

Then his news from last week?

AutoZone Inc (AZO.N), the leading U.S. auto parts retailer, said on Wednesday its board had authorized another $500 million to buy back common stock.

Shares in the Memphis-based company have gained almost 12 percent since the start of the year as the U.S. recession has prompted more consumers to drive cars longer and shop for better deals on replacement parts.

“AutoZone’s strong financial health has allowed us to continue to repurchase our stock while operating within our targeted leverage metric,” said AutoZone Chief Financial Officer Bill Giles said in a statement.

In late May, AutoZone posted a 9-percent gain in profit that topped analyst estimates.

Billionaire investor Edward Lampert and his ESL Investments owns about 43 percent of AutoZone (prior to recent sale). Lampert is also the largest shareholder in AutoNation (AN), the largest U.S. auto dealership chain.

So, Autozone is upping its leverage ratio and using it to repurchase shares. Lampert’s recent sale lower his ownership to below the 37.5% threshold so he may vote his shares as he wishes and maintains board representation.

What happens now? As Autozone completes their repurchase (approx $600m left) they will have reduced the outstanding shares (at today’s prices) by 7.5%. That sale also triggered a 6% drop in the stock price so that $600, will repurchase moire shares. In essence, Lamper sold shares for a nice profit and then Autozone will repurchase shares to increase his ownership once again back to the mid 40% range.

Why not hold them to get to the 50% threshold? The agreement above requires Lampert “to acquire” additional shares to the gain benefits from being at/above 50% in terms of voting. One can only assume he sees no “value” in shares at these prices (they aren’t) and therefore does not want to buy more. Doing it this way he can free up capital and have the company maintain his ownership level for him.

Nice….

On another note, Autozone, in my opinion is nearing an earnings peak. With auto sales at decade lows they have benefited from the repair biz. If “cash for clunkers” does increase sales as predicted by AutoNation CEO Mike Jackson, that will directly negatively impact Autozone’s biz. Perhaps another reason Lampert is not buying more???


Disclosure (“none” means no position):Long SHLD, none

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Inflation: Stocks vs Bonds, An Update to Previous Post

Had a post from “Davidson” yesterday regarding inflation and bond vs equity returns. It illicited several responses on twitter that many folks, contrary to the results of the post would rather own equities in an inflationary environment than bonds.

True, and not. It goes to degree. In a low inflationary environment, asset inflation favors equities at the expense of fixed income bonds. BUT, as the post yesterday demonstrated, in times of “hyper-inflation” ie: The 1970’s, inflation’s destructive effect systematically reduces equity values, making the fixed income bond and its guaranteed return of principle more valuable.

My fried on twitter @zippertheory provided the following statistics:

Of the he stated:

As you suspected stocks get crushed in hyper inflation due to P/E compression (as you know discount rate increases dramatically killing all terminal values). I can only presume that if CPI is above 7% commodities/Gold and anything that resembles a natural resource would flying.

I’ve as included a handy chart from the book Unexpected Returns by Easterling that better illustrates my aforementioned point.

The chart (click to enlarge):

So the evidence is pretty clear that 4% inflation seems to be the magic number at which a weighting from equities to bonds ought to take place in one portfolio. The question then remains to be answered, “what effect will the unprecedented monetary expansion have on inflation”?

If you believe it will cause hyper inflation, it it time to begin researching bonds. With corp. bonds currently yielding 7% to 9% for very safe companies, it does put pressure on the return you need from equities when you consider the additional risk.

Note: A bond/stock hybrid can be also accomplished with high dividend paying stocks, for instance, a stock yielding 4% need only appreciate 3% to 5% to equate to the bond yields. Just make sure the dividends are safe….we have had a score of cuts the last year although it would seem the worst of them has passed

Personally I find it hard to believe the actions taken recently leave us with the rather benign 2% long term inflation rate the Fed predicted yesterday. It doesn’t match up with history.

That being said, for me it looks like 2%+ which means down the road I am going to be looking at some bonds….


Disclosure (“none” means no position):

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China’s Market Continues to Break Its Chains

“Davidson” submits:

First Read the following story from the WSJ:

China’s Iron Hand Comes Up Against Market

By CHUIN-WEI YAP

For China, there’s just seven points between national pride and market savvy.

Some of the bluest of China’s blue-chip steel mills have struck deals with major iron ore suppliers, accepting a provisional 33% cut to last year’s price.

This is the beginning of the end of an annual closed-door ritual that sets sale terms for one of the world’s most important industrial commodities.

This year, the negotiations have become particularly tortuous as China, the world’s biggest iron ore consumer, squared off with heavyweight miners, in hopes of getting a discount of 40%.

The acceptance of the smaller cut signals a fissure between the country’s steelmakers and the Chinese government, which together with the steel association heading the iron-ore price negotiations, has resisted any compromise.

The steelmakers say the latest deals are just temporary, and any difference will be refunded once China’s terms are set.

But their message is clear: Those who negotiated on their behalf miscalculated.

Analysts say the Chinese should have a struck a deal in February when the domestic economy was weak enough to warrant steeper discounts from miners. Steel prices in China have been rising for more than two months.

Certainly, Beijing’s decision to arrest four employees of the Anglo-Australian miner Rio Tinto hasn’t helped the country’s cause. The arrests are now widely accepted as linked to the iron ore price standoff.

As far as prices are concerned, Chinese officials are already softening their stance, saying they are willing to settle for a discount between 33% and 40%.

Now all the miners have to do is stand pat.

Craving certainty the Chinese market has spoken out — it is willing to settle for 33%.

Of the news, “Davidson” opines:

Free Market Continues to Take Control in China

This speaks volumes. The command economic tactic, i.e. dictated by political leaders, to negotiate iron ore discounts of 40% from suppliers has had to make way for the free market which dictated a 33% discount. Rather than following government guidelines the top steel makers seeing prices rise with world demand decided to take contract decisions back into their own sphere of influence and ignore the bureaucrats and the top down instruction.

This is what brings about democracy and free markets. That this happened in China speaks volumes as to the sea change which began in 1979 when Deng Xiaoping launched his economic reforms and continues. See the attached BusinessWeek article of September 27, 1999, “China’s New Capitalism”

BW 1999

Stories of single events such as this one which details the transfer of power from the political sphere to the free market have enormous impact to building free markets and democracy around the world for the long term.

For those who question the viability of the global economy, fear the future and the next bank failure, this report if read in the context of the BusinessWeek article should generate much enthusiasm for the future. When investing, I advise having both a “Top Down” and a “Bottom Up” methodology with the goal of grasping an understanding of as much of the global market as possible and with this the critical investment themes.


Disclosure (“none” means no position):

Categories
Articles

China's Market Continues to Break Its Chains

“Davidson” submits:

First Read the following story from the WSJ:

China’s Iron Hand Comes Up Against Market

By CHUIN-WEI YAP

For China, there’s just seven points between national pride and market savvy.

Some of the bluest of China’s blue-chip steel mills have struck deals with major iron ore suppliers, accepting a provisional 33% cut to last year’s price.

This is the beginning of the end of an annual closed-door ritual that sets sale terms for one of the world’s most important industrial commodities.

This year, the negotiations have become particularly tortuous as China, the world’s biggest iron ore consumer, squared off with heavyweight miners, in hopes of getting a discount of 40%.

The acceptance of the smaller cut signals a fissure between the country’s steelmakers and the Chinese government, which together with the steel association heading the iron-ore price negotiations, has resisted any compromise.

The steelmakers say the latest deals are just temporary, and any difference will be refunded once China’s terms are set.

But their message is clear: Those who negotiated on their behalf miscalculated.

Analysts say the Chinese should have a struck a deal in February when the domestic economy was weak enough to warrant steeper discounts from miners. Steel prices in China have been rising for more than two months.

Certainly, Beijing’s decision to arrest four employees of the Anglo-Australian miner Rio Tinto hasn’t helped the country’s cause. The arrests are now widely accepted as linked to the iron ore price standoff.

As far as prices are concerned, Chinese officials are already softening their stance, saying they are willing to settle for a discount between 33% and 40%.

Now all the miners have to do is stand pat.

Craving certainty the Chinese market has spoken out — it is willing to settle for 33%.

Of the news, “Davidson” opines:

Free Market Continues to Take Control in China

This speaks volumes. The command economic tactic, i.e. dictated by political leaders, to negotiate iron ore discounts of 40% from suppliers has had to make way for the free market which dictated a 33% discount. Rather than following government guidelines the top steel makers seeing prices rise with world demand decided to take contract decisions back into their own sphere of influence and ignore the bureaucrats and the top down instruction.

This is what brings about democracy and free markets. That this happened in China speaks volumes as to the sea change which began in 1979 when Deng Xiaoping launched his economic reforms and continues. See the attached BusinessWeek article of September 27, 1999, “China’s New Capitalism”

BW 1999

Stories of single events such as this one which details the transfer of power from the political sphere to the free market have enormous impact to building free markets and democracy around the world for the long term.

For those who question the viability of the global economy, fear the future and the next bank failure, this report if read in the context of the BusinessWeek article should generate much enthusiasm for the future. When investing, I advise having both a “Top Down” and a “Bottom Up” methodology with the goal of grasping an understanding of as much of the global market as possible and with this the critical investment themes.


Disclosure (“none” means no position):