Fair value adjustments and some quirky accounting rules

I am pretty convinced that the purpose of a lot of IFRS edicts is to make financial statements unreadable. The introduction of IFRS 16 adds two lines to most companies’ balance sheets and while mildly annoying (mentally one has to make a provision for lease-heavy companies that the amortization of the lease asset/liability is akin to a lease payment and make sure not to perform apples-to-oranges comparisons when looking at EBITDAs), the biggest pain has to be IFRS’ tenancies to use mark-to-market fair value adjustments whenever such data is available.

As an example, I am going through Gran Colombia Gold’s (TSX: GCM) last quarterly statement and the income statement is getting to the point where it is almost unreadable.

For example, under “Other income (expense)”, the entire $4.591 million under “Loss on Financial Instruments” consists of fair value adjustments. For an untrained eye these would seem quite relevant in that one would perceive the company is ‘paying’ more in financial expenses than is actually the case. From an analytical perspective, these fair value adjustments are irrelevant.

I’ll break down this even further, which is covered by the rules of IFRS 9.

$2.569 million of the $4.591 million consists of a mark-to-market adjustment on the fair value of warrants the company has outstanding.

When the company issued the warrants in conjunction with a notes offering, they issued 12.151 million warrants which were publicly listed on the TSX (TSX: GCM.WT.B). The warrants are convertible at CAD$2.21/share.

Let’s step back and remember the following law of accounting:

Assets = Liabilities + Equity

In a sane world, these warrants should reflect equity (the warrants in no circumstances can ever reflect a drain on the assets of the company). However, in our brave new IFRS world, they are a liability because they represent value that has not been set at a fixed price by the company. GCM reports in US currency, so therefore the warrant liability in Canadian dollars is a floating obligation and thus needs to be re-valued every quarter!

Once the door was open to expensing stock options, the logical progression is that any issuance of like instruments (such as warrants) need the same treatment.

Since the warrants are publicly traded, the fair value of the liability can be recorded using the market price. This needs to be updated quarterly.

The warrants at the end of December 31, 2018 were worth $13.8 million. On March 31, 2019 they were worth $16.4 million. Therefore, the company “lost” $2.6 million and this has to be reported on the income statement as a financial expense.

This expense, in no manner, reflects an actual cash expense. Nor does this expense affect the valuation of the company in any respect. This “expense” does not impact the taxes the company has to pay.

What it does, however, is really skew any ratios that may need to be calculated. For example, if you have an excessively high non-cash expense due to a fair value adjustment, it would serve to understate your net income, or make your apparent tax rate higher than it actually is.

Perhaps this is why most people do not read financial statements anymore – they’re becoming more and more difficult to read.

However, opportunity exists in complexity – if computer programs that are designed to screen for fundamentals do not factor in irrelevant expenses such as these fair value adjustments, companies that appear to be losing money on the income statement could be undervalued by the market as standard stock screens will report them as less profitable than they actually are. I’ll leave it at that.

Generalized market thoughts

Here are a few more general thoughts on the markets:

1. As long as American oil producers are able to pump progressively higher amounts of crude oil, Canadian producers will always be at a relative disadvantage to the USA unless if they develop a proper export facility that goes outside the USA. This is a very well known fact, and one of the reasons why even if the federal government changes this October, it will still be quite some time before Canadian oil producers reach the glory days like they did a decade ago. The completion of the expansion of Enbridge Line 3 (late 2020) will alleviate this somewhat but ultimately, Canada will receive full price for its crude oil if they can export elsewhere. Good luck!

2. The dynamics for natural gas are a little different. While domestic production exceeds domestic consumption, there is the promise of BC’s LNG project near Kitimat, which is expected to be active in 2025. What will be interesting is if any court challenges will stall the project out like the Trans-Mountain pipeline. In general, natural gas producers (and there are a handful of them to look at) look more promising from a valuation perspective than do crude oil counterparts. They have both been hammered as AECO pricing has been terrible – again, there is just no way to get rid of the product when the USA’s own production has been expanding like no tomorrow.

3. The acronym TINA – There is no alternative – is what explains a lot of what I see in equity pricing. If you are a pension fund manager, and your expected rate of return is 7%, you can invest in some BBB-rated bonds and get a 4% return. You need to pile onto the equity in order to make up the the other 3% for the remaining part of the portfolio. When equity prices fall, in order to generate the extra needed return, you rebalance and purchase more equity. With central banks very loose with money supply, there remains ample firepower to throw into equities – and it doesn’t matter what equities, as long as they are as liquid as possible.

I have no idea when this blows up, but I suspect when it does, it will be very, very quick – similar in scope to December 2018, or the crash of the inverse volatility ETFs which happened in February 2018.

There will be pockets of safety here and there, but everybody remembers what happened in 2008 – mostly everything got sold down, no matter how attractive the assets were.

Mistakes in investing – a couple examples

I’m going to reciprocate Tyler’s mention of a previous post of mine, and give him due credit for the following: My Biggest Mistakes.

There are mistakes of commission and mistakes of omission.

The idea is when you make mistakes of commission (and they will happen), is to quickly recognize them, take losses, and move on. Ideally the losses can be kept relatively small (let’s define this as 0-20% of the original investment) instead of them developing into 40-50% losses.

Simple math illustrates why avoiding large losses are desirable: If you take a 10% loss, you need an 11% gainer to break even. If you take a 20% loss, you need a 25% gainer to break even. If you lose half, you’ll need something to double. Suffice to say, finding something that will double in the future is a lot more difficult than finding something that’ll appreciate 25%.

When looking over my track record, the types of mistakes that I have made over the past half decade or so have typically been ones of omission. Not buying IRobot (Nasdaq: IRBT) at the end of 2015 is something I am still kicking myself for. I usually require significant margins of error before pulling the trigger, and also I typically have cash allocations that are well above what a normal portfolio should have. Including my components of preferred shares (which are invested in companies that are predictably stable and are in zero danger of suspending such preferred share dividends, and have improving credit profiles), one could fault my investment style for not performing well enough – if I have a quarter allocation of cash and I can continue to generate double-digit percent returns, why shouldn’t I just spread the cash in the existing portfolio components?

Psychologically, I need to sleep well at night, and cash allows me to do this.

My biggest mistake of commission, by far, was in IMRIS, a medical imaging company. The original investment was back in 2012.

Medical imaging has a lot of barriers to entry. There is a chicken-and-egg problem: hospitals don’t want to deal with small providers because there are issues with support and maintenance. In addition, procedures and the “soft” side (training, hospital administration in line, etc.) has to all be in order.

The thesis, condensed: IMRIS had an innovative product (a movable MRI machine) that, from my research and knowledge about medical imaging, was actually useful. They had successful installations in various hospitals around the world, and they were starting to build the critical mass of credibility needed to make it through the next inflection point where they would hit the big time (or get bought out by a major such as McKesson, Siemens, GE, etc.). They had a significant shareholder (which presumably would not let the company go under).

They made a strategic decision to relocate their corporate headquarters from Winnipeg to Minneapolis, for the reason that it would be easier to procure US capital investment. This should have been a huge warning sign (an international corporate relocation is going to cause huge disruption to the operations of the business and I should have bailed out the nanosecond I read this) but I thought the other factors were too compelling.

Each quarter, management was promising they were on the cusp of this breakthrough, and each quarter, the financial results coming in were sub-par. Eventually, they ran out of money and had to agree to a debt financing arrangement in September 2013. The terms were quite onerous and I knew the game was up, and sold out for a very significant loss.

A couple years later they filed for bankruptcy protection. I would have lost everything had I held on.

The business itself turned out reasonably well for its new (private) owners. According to a 2017 press release, they obtained record revenue growth and bookings. Obviously one can’t see the financial statements of this now private entity, but I think the original investment thesis was valid – just that they ran out of money, which happens in these types of ventures which have long lead times with unpredictable sales funnels.

I was looking for an Intuitive Surgical (Nasdaq: ISRG) situation where they managed to reach that inflection point of critical mass, and once that happens, you achieve very large investment returns. ISRG is another example of an error of omission.

Going back even further, one of my most embarrassing losses was losing a moderate amount of capital on an investment in the debentures of Sterling Shoes. They declared bankruptcy in 2011. I just barely managed to unload my debentures (for around 20 cents on the dollar) before they filed for CCAA protection. This was simply an instance of me not understanding anything about the dynamics of the retail market they were engaged in – this was an error of pure incompetence.

Admitting mistakes, continuously looking for information that will dispel your investment thesis, and rectifying the situation as quickly as possible are traits of good investors. Investors that aren’t able to elaborate on mistakes they have made in the past are likely doing themselves a disservice.

General market thoughts

I haven’t been writing too much lately. Lately I have been reading annual reports and 10-Ks as this is the season where such reports get released.

I’ll throw in a few observations, in no particular order.

1. I initiated a position in a small-to-mid-cap (let’s vaguely define this as the $0.5 to $5.0 billion range) biotechnology company (USA-domiciled) that has reasonably good prospects for commercialization of their lead product with sales to commence within the next 18 months. Reading the results from the clinical trials that have been conducted, especially with respect to the competitive landscape for what it is that this company is trying to address, I suspect there is a serious under-valuation in the stock price. What remains is execution – and indeed, “execution” is what happens to investors of these types of companies when their lead products have setbacks with the FDA. However, their balance sheet is well-capitalized with a healthy 9-digit sum of cash for commercialization expenses and my inner sense suggests that it should be a 5-10 bagger over the next three years.

I don’t talk very often about the bio/pharmaceutical sector, but I do have the capacity of understanding what is necessary to invest in such types of companies. It is a very slow moving sector with its own set of economics. The last companies that I had net positive positions in were Gilead Sciences (back in 2002!) when it was apparent to me that their HIV medication (Tenofovir) was top-notch and a game changer – and also Oynx Pharmaceuticals, which had a drug that was somewhat effective in cancer treatments (Sorafenib), but I was much more tepid with. I generally have not been engaged in the sector as much over the past decade since the financial crisis but the aforementioned target of opportunity was too much to pass up.

2. Did you invest in Atlantic Power? Don’t tell me I didn’t give you, the readers, fair warning. Although their stock at US$2.83/share is not nearly as attractive as it was at US$2.20, there is still upside here. High volume on (relative) price highs suggests there’s interest out there. Again, crappy industry, but well run company. The preferred shares are also still quite attractive – in a takeover scenario, what yields 825bps today will be 625bps post-merger.

3. I learn a lot about how millennial retail investors think when reading the Reddit Canadian Investor thread. In particular, we have religious conviction in the infallibility of exchange traded fund investing, coupled with the infallibility of dividend investing, coupled with a gambling-like desire to get better returns than one would expect from a low cost index ETF. Very little have I read much about the analysis of businesses and financial statements, which isn’t surprising. But one example today is what happened to Enbridge after they announced that Line 3 will be completed a year later than expected – the stock tanked 6% today. Some people said this was a buying opportunity because of Enbridge’s relatively high yield (at $2.95/share, it means a 6.3% yield at present, not including future dividend increases). What such retail investors do not consider is the very real threat of a catastrophe killing the business – specifically an oil spill on Line 5 in Lake Michigan, or a financial catastrophe as they have a gigantic amount of debt on the balance sheet which can only be paid with after-tax cash flows (a large part currently is going out the window in dividend payments). The illusion of safety in a large business paying out large amounts of dividends is quite high.

4. My small bet in late December on Canadian interest rates rising will fizzle out for a mild loss. I no longer expect the Bank of Canada to do anything on interest rates when they announce it on Wednesday morning. The central banks now are clearly too scared to do anything – raising rates will cause all of the embedded leverage in the economy to compress which will cause a recession, while lowering rates is an admission that conditions are weaker than they originally suspected and it would be an embarrassing about-face from 2018’s strategy. There is still a stealth interest rate increase going on in the form of quantitative tightening (link) but how much longer will this last? If the S&P 500, however, still stays at the present level and doesn’t exhibit much in the way of volatility that things did in the last two months of 2018, nothing will happen on the short term rate front.

Still, however, 5-year Canadian rates are 1.8% and the yield curve is extremely flat. This generally does not bode well for the economy as a whole.

5. I also took another equity position in what I would call a “very old friend” – a company I’ve been tracking for over a decade and similar to Atlantic Power, has been much-neglected and generally regarded as trash – anybody sane would have exited the company years ago. It is getting to the point, however, where it will become once again recognized by the financial market as having substance and cash flow generation capability. In a good scenario, it is trading at approximately 1 times EBITDA. Yes, 1 times. Should I call that “1 time EBITDA” instead?

The stock, sadly, is illiquid to the point where I have to be really diligent in performing trades to accumulate. I could probably move the stock 10% in a second by placing a market order. My original plan was to sit silently on the bid and nibble, but there has not been a heck of a lot of activity that hits the bids. Even then, the high-frequency traders decide to snipe me by a nanopenny and it is quite frustrating to see those trades go by. So this is a rare case where I had to pound the ask on a few occasions to assemble a reasonable position. If it trades lower I’m interested in accumulating more, but considering it’s now nearly 10% above my acquisition price I have to wait for the market to calm down further before placing further bids above my average price.

The observation here is that stocks that you’ve done some heavy due diligence on last year, five years ago, ten years ago, and even further, you still have knowledge that is better than most of the casual trading that is done in the market – keep those stocks on your watchlist even if you don’t find anything compelling today – it may be tomorrow.

6. The Canadian oil sector is still in very rough shape. Timing the comeback will result in very handsome returns, but presently, it isn’t happening. Gas entities (e.g. Birchcliff, Peyto) are somewhat more attractive, but there is also a supply glut happening that isn’t alleviating itself anytime soon. As such, fixed income is still the way to go if one has to play the fossil fuel sector, at least in Canada. There was an opening here in late December of last year, but that has mostly closed up in my opinion.

7. Alberta is going to go through an election in the next three months. Despite the fact that Jason Kenney will have a better than 90% chance of being Premier after the election, his ability to attract capital back into the Alberta oil/gas industry will be severely limited by market pricing and the federal government. There will be some other items which are investment-worthy that he will have the capacity of affecting, so investors should heed caution to Alberta-concentrated assets at this particular juncture.

8. The net of above is while I still have a healthy cash position (roughly a quarter as of this writing), I did manage to find some capital to deploy. That said, both the S&P 500 and TSX are up about 12% from the beginning of the year and I’m underperforming! Panic!

Actually, what this means is likely an illusion of safety in the broad marketplace. I’d be cautious at this point since the December dump – most of the recovery is done.

Markets chasing yield again

Life looks rosy again in the financial markets!

So going from the “the world is about to end” mantra in December, we’re back once again to sunny skies.

In particular, interest rate futures are projecting a rate cut later this year, which is a complete turnaround to events just three months ago.

So as a result, almost anything with a yield has been bidded up since the beginning of the calendar year.

It’s as if everything that has been thrown away in the previous rising rate environment is now back in vogue again. It’s like the proverbial crowd rushing out of the exits in December, only to rush back in January?

Very fascinating.