“Valuing Illiquid Assets” By Chester Spatt* ‘Board Oversight of Valuation Roundtable’ Center for Financial Policy, Smith School and Mutual Fund Directors Forum Reagan Center, Washington, D.C. November 21, 2013 *Carnegie Mellon University and former Chief Economist, U.S. SEC 1 Valuation and Investors • Challenging when markets are illiquid • Implicit options are subtle, but important • Fairness – Buyers vs. sellers – Among funds, products • Avoid stale prices, look-back options and dilution – Costly to less sophisticated, uninformed investors – Discourages desirable investors • Fund valuations used for many purposes 2 Why is Board Oversight Important? • Articulate a process, understand it, follow it and review it periodically – Limits need for due diligence costs – Crucial for common knowledge and expectations for investors, fund staff to be able to rely on it. • Board: Arbitrator that looks beyond private incentives & disclosures of asset managers (Morgan Keegan) – Crucial to satisfy fiduciary duties of board – Boards scrutinized for ineffective oversight – Monitor internal pricing; Approve and document overrides • Even potential for fraud—reliance on the Business Judgment Rule may not be a successful defense 3 History • Mutual fund market timing scandals – Complexes didn’t follow or understand stated procedures – Unsophisticated investors victims in many ways – Implicit “look-back options,” valuation relevant • Money market mutual funds and valuation • Financial crisis and illiquidity – Mortgage tranche valuation – Transparency • Trade allocation conflicts 4 Valuing a Property (House, Art)! • Ultimate fragmented market—but offers valuable lens – Highly differentiated products, unlike many financial assets • Last transaction? – Adjusting for staleness – Adjusting for trade direction • Mid-quote? – Suppose I raise my asking price? • Information from other “differentiated” transactions? – Imperfect substitutes; ratings insufficient too for financials – Regression methods – Appraisal • Focus upon repeat sales? (“Repeat Sale Indices”) – The most liquid properties returns have different returns 5 What’s Different about Financial vs. Housing (Art) Markets? • Quantities can influence valuation – Houses, art objects are singular • Competing sellers as well as buyers – Allow greater opportunity and incentive to go short, more access to critical feedback (ideally) • Trading more frequent – Still, many instruments offer quite infrequent trading, so housing (art) provides a valuable lens 6 Valuation and Fund Liquidity • Providing liquidity to both buyers & sellers • Valuation is cast as size independent • Mutual funds face a tough challenge as they offer daily liquidity without charge, even though market liquidity is limited! • Tax externalities and capital gains lock-in – Diverse horizon, yet same valuation by share class • Hedge fund approach – Less frequent valuation and liquidity provision • ETFs—immediacy, but priced via arbitrage 7 Modeling and Illiquidity • Non-trading (absence of trading) – – – – Inaction on valuation? Stale prices (trading lags), trade infrequency Substitute prices (analogy: ‘program trading’) Trading halts; Asset illiquidity and valuation • Patient buyers vs. sellers – Meaning of transaction prices – Mid-quotes; Are spreads symmetric? • Position size (important facet of illiquidity) • Securities lending frictions, “specialness” – Examples: RJR bonds (1989-1991), Palm (2000) 8 Refining the Valuation Context • Clarity about uses of valuation, objectives – What adjustments seem suitable? • To what extent is your expert focusing on valuation challenges? – Subtle issues given the fund context (how valuations used) and illiquidity of some assets • Independence of expertise • Choice of model inputs • Is pricing transparent, fragmented? – TRACE; Fragmented trading and diverse dealers 9