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Here is a fascinating paper, and a related blog post, by Jared Ellias and Elisabeth de Fontenay about “Law and Courts in an Age of Debt”:The basic question in these cases is: Can you just read the debt documents as craftily as possible, do whatever is strictly allowed by the text, and benefit some creditors at the expense of others? Or is there some background requirement of fairness or “oh come on it can’t have meant that,” so that your craftiest readings don’t actually work? The traditional view is that shareholders are entitled to fiduciary duties — which is why mergers have to be more or less fair to all shareholders — while creditors are entitled only to the letter of their contract. That traditional view has given rise to, you know, all this: a whole industry of distressed-debt cleverness built on structuring transactions to exploit the documents as much as possible. I suppose it is possible to take it too far, though: If creditors get too good at ruthlessly exploiting each other, eventually courts might step in and say “oh come on it can’t have meant that.” If a rule like “creditors are only entitled to what their contract explicitly says” always leads to absurd results, it might stop being the rule.
One interesting thing to think about is whether some of the causation might run the other way: Are highly leveraged firms now commonplace because they allow for more opportunistic behavior? If you are the owner of a company that needs financing, and you are choosing whether to issue more equity or more debt, you will have a series of considerations:Highly leveraged firms are now commonplace in many U.S. industries. Shifting from equity to debt financing is not simply a matter of optimizing a firm’s cost of capital, however. It also has profound implications for the firm’s behavior and investor outcomes.
In Law and Courts in the Age of Debt, we describe one underappreciated feature of the shift from equity to debt, which is that courts resolve disputes among shareholders and among creditors using strikingly different rules and decision frameworks. Shareholder disputes are typically resolved using equitable doctrines such as fiduciary duties, with the explicit goal of reaching a substantively fair result. In creditor disputes, by contrast, courts tend to limit their role to formal contract interpretation and procedural oversight, often reaching results at odds with both market expectations and notions of fairness. For example, a controlling stockholder attempting a minority freezeout faces punishing scrutiny aimed at ensuring fair terms for the minority stockholders, while majority creditor groups today can, and increasingly do, receive judicial blessing for transactions that simply extract wealth from other creditors (an outcome colorfully referred to by practitioners as “lender-on-lender violence”).
This disparate approach is increasingly difficult to justify. We argue that it rests on antiquated paradigms of powerless shareholders, in the one case, and all-powerful banks, in the other. Judges compound this error by incorrectly assuming that creditors can prevent all opportunistic behavior solely through contract language, when they make no such assumption in the case of shareholders.
There is no easy fix for this doctrinal confusion, however. By increasing their leverage, firms have typically also increased the complexity of their capital structure, creating more opportunities for conflicting incentives among investors and thus more potential for disputes. We simply suggest that, under the current judicial approach to creditor disputes, we should expect to witness more opportunistic investor behavior, rather than less.
If you are confident in your ability to write and interpret contracts in a way that allows you to be opportunistic (and prevents your creditors from being opportunistic), and willing to put one over on your creditors to maximize value for yourself, you might be inclined to issue relatively more debt and relatively less equity. You get some option value by having more contracts that you can interpret opportunistically, which you don’t get from issuing equity that requires you to act fairly.• 1) There are, as it were, first-order corporate finance considerations: Selling equity gives up more ownership of your company, and thus more upside if things go right; if you are optimistic you will not want to sell equity. Selling debt requires repayment, though, and if things go poorly having too much debt can destroy your company. You will want to raise only as much debt as you can safely pay off.
• 2) There are various considerations that come from existing market and social and legal structures. You might not want to sell stock to meddling venture capitalists, or in a public offering where it will end up in the hands of activist investors and short-term-focused institutions. You might want to sell debt because interest payments on debt are tax-deductible and the cost of equity is not.
• 3) There is, also, the potential for opportunism. If you sell stock, you mostly cannot be opportunistic in your treatment of your shareholders; they can sue you for breach of fiduciary duty and come to court and say “this wasn’t fair” and a court will agree with them. If you sell debt, you can be very opportunistic in your treatment of your creditors; they can sue you for breach of contract and come to court and say “this wasn’t fair” and you will say “hahahahaha gotcha, in section 19.37(c)(ii) it says I can do whatever I want,” and the court will say “that’s true it does” and let you do whatever you want.
On the Schwab Brokerage site for CDs, they are offered quite frequently by the Schwab Bank. Then when I look up Schwab Bank on Bank Health website, discussed on another MFO thread, I get the Bank Health Rating of B overall, and F for the 2 subcategories of Deposits and Capitalization. Those F subcategory ratings have kept me from buying a Schwab Bank CD in the past@yogi. With all due respect to your vast knowledge,,,,,, Schwab Bank does o=offer its own CD’s. Perhaps not to the general public but to Schwab customers. I have several,,, They aren’t offering them THIS MORNING but have recently. An example, CUSIP # 15987UAV0,,,, maturing 9/23/2024 and paying 5.4%
And:Investment bank clients are peppering Wall Street with questions about what happens if the US Treasury in coming weeks runs out of cash and does the unthinkable — failing to make payments due on Treasury securities, the bedrock of the global financial system. …
One school of thought is that the impact might not be so damaging. After all, since the 2011 debt-limit crisis, market participants have worked out a process for dealing with the Treasury announcing that it couldn’t make an interest or principal payment.
But JPMorgan Chase & Co. Chief Executive Officer Jamie Dimon warned earlier this month that even going to the brink is dangerous, with unpredictable consequences.
“The closer you get to it, you will have panic,” he said in a May 11 interview with Bloomberg Television. “The other thing about markets is that, always remember, panic is the one thing that scares people — they take irrational decisions.”
And even a key group that helped to compile the emergency procedures, the Federal Reserve Bank of New York-sponsored Treasury Market Practices Group, has issued its own caution.
“While the practices contemplated in this document might, at the margin, reduce some of the negative consequences of an untimely payment on Treasury debt for Treasury market functioning, the TMPG believes the consequences of delaying payments would nonetheless be severe,” it said in its December 2021 gameplan.
Yesterday FT Alphaville published much of that JPMorgan rates strategy Q&A, which I would say is broadly sanguine about market plumbing. The first point is that, if the US government does default, that will probably cause the prices of Treasury bonds to go up, since a government debt default is a crisis and crises cause a flight to safety and the safest assets are, still, Treasuries:“We are likely to see localized dislocations in the event of missed payment,” if that were to happen, JPMorgan rates strategists, co-led by Jay Barry, wrote Friday in a Q&A for clients on a technical default.
RBC Capital Markets strategists, also writing Friday, said they “doubt” a downgrade would trigger any forced reallocation by fund managers away from Treasuries.
At the same time, RBC’s Blake Gwinn and Izaac Brook cautioned that the “back-office issues” of delaying payments “could very easily bleed into the front-office, causing disruptions to liquidity and market functioning.”
The TMPG noted that firms holding Treasuries in custody for other financial institutions tend to advance payments scheduled for those securities, and would need to sort how to proceed if those payments weren’t received from the Treasury on time.
Firms that offer pricing on Treasuries could run into challenges, “such as setting the price of a Treasury subject to a delayed payment to $0,” the group said.
Some market participants “might not be able to implement” the contingency plans, “and others could do so only with substantial manual intervention in their trading and settlement processes, which itself would pose significant operational risk,” the TMPG said.
From first principles, if a US debt default does not reduce the value of Treasuries, then Treasuries should remain pretty useful for plumbing and collateral purposes. Of course very little about financial plumbing is derived directly from first principles, and if your computer has a switch that is like “IF bond is defaulted THEN don’t accept it as collateral,” then there are problems. But people have had years of debt-ceiling warnings to adjust their switches and one hopes they have things kind of right:This is certainly not our modal view, but in the unlikely event of a technical default, we think Treasury yields would decline and the curve would steepen. This seems unusual in the context of a default, but Treasuries have rallied into the latter stages of other serious debt ceiling debates in 2011 and 2013.
And so on. Money market funds, for instance, hold about $1 trillion of short-term Treasuries; “ultimately,” say JPMorgan, “we believe these funds would not be forced to liquidate Treasury securities in a technical default.”Treasury can, in principle, delay coupon or principal payment dates. If Treasury announces its intention to postpone a payment date in advance (the day before the payment is due), the security will remain in Fedwire, and would therefore still be transferable. …
If Treasury fails to notify investors of its intent to delay a principal payment due the following day by approximately 10:00 PM, the security in question will drop out of Fedwire, and such defaulted security will not be transferable. If (only) a coupon payment is missed, however, the underlying security is still in the system and remains transferable. ...
The status of Treasury collateral depends on the timing of Treasury’s notification of any delays in payments. If done in the timeframe discussed earlier, the security remains in Fedwire and is still transferable. As a result, it could in principal be used as collateral for repo and derivatives transactions, although possibly with higher haircuts.
If notification deadlines are not met, particularly for principal payments, that particular security is dropped out of the system and is no longer transferable, and as a result, cannot be used as collateral. It is possible that an OTC market may develop for securities that drop out of the system, but the likelihood of such an outcome is unclear at the present time.
Since Treasury securities do not have cross-default provisions, other Treasury securities that have not had a delayed/missed payment will remain transferable on Fedwire and can therefore continue to be used as collateral. ...
Under the US non-cleared margin requirements (NCMR) finalized by CFTC and prudential regulators, Treasury securities are considered eligible collateral even in the case of a missed payment. However, this is not the case under the UK and EU NCMR regimes. Thus, for any transactions facing counterparties in those regions, defaulted Treasury securities would be assigned zero collateral value, requiring the swap counterparty to substitute or post additional collateral. …
We believe the Federal Reserve will accept defaulted Treasuries as collateral at the discount window.
• 1) I assume that they are basically correct not to be too worried about the plumbing. We have been having debt-ceiling crises every few years for ages now, and surely everyone has war-gamed this out over and over again. Financial markets are not full of idiots, and it would be annoying if this extremely predictable and predicted event brings down the global financial system through some technicality.
• 2) That said, I assume that with, like, 85% confidence. There is a lot of stuff out there. Surely the biggest global banks and asset managers have gamed out how they will keep markets going in the event of a US default, but is there some smaller firm whose computers will say “Treasury price = $0” and cause chaos? Maybe!
• 3) If you work in some corner of financial plumbing that you think won’t work in the event of a default, please do let me know! Send me an email. Also, though, fix it? You still have a little bit of time, and you’ve had plenty of warning.
• 4) Wouldn’t it be so tiresome to work in financial plumbing at some big bank and have to go to all the meetings about this stuff? To have to build all the systems to deal with a US government default, just because the US government can never get its act together to get rid of the debt ceiling, and because debt-ceiling negotiations always have to go to the last second? Like imagine pulling the all-nighters at JPMorgan to prepare for this, scrambling to save the US government from the consequences of its own incompetence and malice, and meanwhile the Securities and Exchange Commission is fining because sometimes you text your colleagues about work. Just pay your debts, come on.
Not really! And yet Theory 2 has some truth to it, just not so much for regional banks:The recent spate of bank failures is upending a long-held theory among banking executives and regulators—that the value of a lender’s deposit business goes up when interest rates move higher.
The theory rests on an assumption: That banks don’t have to pay depositors much to keep their money around, even as rates rise. The deposits would be a stable source of low-cost funding while the bank earned more money lending at higher rates.
The more rates rose, the bigger the franchise value of those deposits would become—a natural hedge against the declining market values of a portfolio of fixed-rate loans and bonds.
But if rising rates or plunging asset values cause a bank’s depositors to flee en masse, the franchise value is zero—and, worse, it could beget other bank runs. That is what happened with Silicon Valley Bank. …
The Federal Reserve, which both regulates banks and sets interest-rate policy, in a November report pointed to large unrealized losses on banks’ bondholdings due to rising rates. Things weren’t so bad, the Fed said, because “the value of banks’ deposit franchise increases and provides a buffer against these unrealized losses.”
See, that’s a deposit franchise. Having a valuable deposit franchise means that you don’t have to chase every dollar of deposits, because they don’t go anywhere.JPMorgan Chase lifted its outlook for how much it expects to earn this year from its lending business following the recent purchase of First Republic, bucking a broader trend among US banks of shrinking profits owing to deposit withdrawals.
In a presentation for its investor day on Monday, JPMorgan lifted its 2023 target for net interest income (NII), excluding its trading division, to about $84bn from $81bn previously, because of its deal for First Republic. NII is the difference between what banks pay on deposits and what they earn from loans and other assets. …
Large lenders such as JPMorgan have benefited from the US Federal Reserve lifting interest rates last year, which enabled them to charge borrowers more for loans without passing on significantly higher rates to savers.
The bank said its deposits, which totalled $2.3tn at the end of March, were “down slightly” year on year. Chief financial officer Jeremy Barnum said the expectation was that system-wide deposits at US banks would continue to decline as the Fed tightened monetary policy and customers chased better yields on their cash.
“We will fight to keep primary banking relationships but we are not going to chase every dollar of deposit balances,” Barnum added.
JPMorgan is paying 1.21 per cent on average to depositors, lower than the 1.75 per cent average of its peers, according to data from industry tracker BankReg.
Every time I've tried, I've received the message:You must be an existing Vanguard client to be considered. Not all Vanguard clients will be eligible to open a Cash Plus Account.
You must be an existing Vanguard client to be considered. Not all Vanguard clients will be eligible for Vanguard Cash Deposit.
Regarding the settlement sweep account, it's a nice option for people who don't feel comfortable using a government MMF (VMFXX) and would prefer a bank sweep. But it comes with a cost. Current 7 day yield on VMFXX is 5.02% (annual yield of 5.15%), while the bank sweep offers an APY of 3.5%.Enrollment is closed for now, but we’ll be in touch
We’re sorry you weren’t included in the pilot phase of Vanguard Cash Deposit. We’re in the process of adding clients and will let you know as soon as it’s ready for you.
We're sorry you weren't included in the pilot phase of the Vanguard Cash Plus Account. We're in the process of adding clients and will let you know as soon as it's ready for you.
not 51y ago@davidrmoran: preserve us from the 70's and those interest rates!
@fred495...question if you are comfortable answering...how much of a change meaning your 100% Treasury MMKT and FDIC CD portfolio from your past portfolio...were you very heavy in those investments prior and if so what % of your portfolio?
FWIW...I've been 85-90% for many years in those types of investments....now ~ 95%...."stop playing the game if you feel you've got enough...don't get greedy...get your portfolio where you can sleep well at night" I'm still working and do I guess you would say better than average out there...working for the "fun of the game, camraderie and challenge.."
...who the heck knows though right?
Good Luck to ALL,
Baseball Fan
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