Risks and Issues of
Managing Unique
Assets
Presentation to FIRMA
Washington, DC
April 9, 2006
Dennis Moon
National Executive
Specialty Asset Management
NON-FINANCIAL ASSETS
Non-Financial Asset Management
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Oil, Gas and Minerals
Real Estate
Farm and Ranch
Timberland
Private Businesses
Non-Financial vs. Financial Aseets
• Difference is traded vs. non exchange traded
• Asset allocation (remember UPIA?) deals with both
• View asset managers / property managers like portfolio
managers for non-financial assets
• Unique assets are asset classes just like stocks, bonds
and cash and we must view them as such
• Can no longer “exclude” non-financial assets from the
overall analysis of the account
Non-Financial Asset Management
Reviews should be similar to reviews of other investments
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Hold or Sell and why?
Concentrations, documentation and effect on the account
Increasing, decreasing or going sideways?
Incorporate in overall investment review – highest and best use
Marketability, control and timing
Non-Financial Asset Management
• Non-financial assets in an investment portfolio
– Just like stocks and bonds, they are an investment and should be
viewed as such
– They can be an integral part of the overall portfolio in providing both
diversification, income and capital appreciation
• Non-financial assets pose some challenges
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such as:
Liquidity
Valuation
Require unique expertise to manage
Have unique risks of ownership
Liability - may have liabilities beyond just the amount invested,
unlike stocks and bonds
Non-Financial Asset Management
CONTROLLING vs. MANAGING RISK
• Control risk at acceptance
– Evaluation
– Inspection
– Professional expertise
• Understanding the asset
• Pre-defined review form and structure
• Manage risk during ownership through well-defined
policies and procedures
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Design
Administer
Review and escalate issues for resolution
Self-Identified Audit Issues
Non-Financial Asset Management
People and Processes are the keys
• Have the right people (with the right skill sets)
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People who understand the industry
People with experience in the industry
People who have industry recognized certifications
Skilled, knowledgeable people are your first and best line of
defense
• Have the right processes
– Have prudent processes, specifically designed to address the
unique risks associated with these assets
– Have regular reporting processes around the key risk items of
these assets
– Have appropriate committee or review structures in place to
handle issues or exceptions that need to be escalated
Overall Approach
For each of these asset types we will look at:
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Current Trends
Types of Services related to this asset
Risks and Challenges of this asset type
Acceptance (control of risk)
Administration (management of risk)
Personnel and Qualifications
OIL, GAS & MINERALS
Current Trends
• Product prices -
Crude oil price trend remains high. Average annual
West Texas Intermediate Spot Prices for 2005, 2006, and 2007 are
$54.69, $64.98 and $60.63 (2007 forecast), respectively. Natural gas price
trend remains high. Average annual Henry Hub Spot Prices for 2005,
2006, and 2007 are $9.00, $8.87, and $8.70 (2007 forecast) respectively
(source: U.S. Dept of Energy / EIA).
• Drilling activity -
Active U.S. drilling rig trend is upward. Average rig
counts for 2004, 2005, and 2006 were 1192, 1383, and 1481 respectively
(source: Baker Hughes North American Rig Report).
• Leasing activity -
With high product prices and a significant increase
in drilling activity, leasing activity remains very high. Barnett Shale “play” in
North Texas is one of the hottest “plays” in the country at the current time.
Anticipate robust leasing activity will continue through 2006.
• Seller’s market -
Sales of oil and gas properties remain a strong
sellers‘market, with producing royalties getting up to 8-10 times net annual
income.
Oil, Gas & Mineral Services
• Samples of Services – Property Management
– Negotiate oil and gas leases, farm-outs, joint
operating agreements and other exploration and
production agreements
– Satisfy title curative requirements and verify
ownership to ensure prompt and proper
remittance of oil and gas revenues
– Client interaction and activity reports as needed
– Professional ad valorem tax rendition, and
payments
– Safekeeping of account document records, and
files
– Coordination with legal counsel regarding
ancillary administration and other probate issues
relating to mineral properties
Oil, Gas & Mineral Services
• Samples of Services – Engineering
– Review operators’ invoices and expenditure
requests for non-operated properties
– Review new well proposals, re-working
operations, plugging, and other maintenance or
enhancement work for non-operated properties
– Prepare appraisals of oil and gas assets as
needed
– Evaluate new oil and gas investment
opportunities
– Analyze historical production and forecast
production, revenue, and expenses
– Review and evaluate drilling programs, gas
contracts, and operating agreements
Oil, Gas & Mineral Services
• Samples of Services – Accounting
– Ensure timely processing of revenues and
expenses from oil and gas properties
– Code for proper expense type and pay all joint
interest billings for working interest properties
– Code for production type, date, severance taxes,
deductions and other pertinent well information for
royalty properties
– 1099 reporting, filing and mailing
– Full revenue distribution services for working
interest properties as needed
– Complete electronic image of check stub detail
– Depository lockbox services for royalty checks
Risks and Challenges
• Environmental issues
• Title issues
– Dormant Mineral Statutes
• Insurance (working interests)
• Leasing (specialized forms)
• Regulatory
• Commodity prices and potential to market in kind for large interests
• Special tax provisions, such as on tight sand gas
• Suspended funds
• Escheated funds
• Operating agreements, Gas Balancing agreements, Pooling or
Unitization agreements, and Regulatory filings
Acceptance
• All available information relating to oil, gas and mineral
assets should be reviewed prior to acceptance for the
following:
– Type and number of interests (mineral, royalty, working interest)
– What type of records are available. Deeds, Leases, Division
Orders, Tax returns, Ad Valorem Tax Statements/receipts are all
evidence of oil, gas and mineral ownership
– Location of the interests. Accounts with interests in multiple states
typically present certain challenges (Ancillary Administration,
Dormant Mineral Statutes, Prescription, etc.)
– Working interests should be inspected prior to acceptance to
determine if any environmental issues exist
– Are there any operating working interests. These would present
unique challenges and significant risk
– Number of oil company payors should be noted
Administration and Reporting
• Property Management
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Contract Negotiation (leases, farmouts, unitization agreements, etc.)
Title and Division Order services
Property review and analysis
Client Interaction and reporting
• Engineering
– Appraisals of assets as needed
– Review of all Joint Operating Agreements, AFEs, new well proposals,
plugging operations, etc.
– Review of Joint Interest Expenses on Working Interests
– Location inspections of Working Interests as needed
• Accounting
– Timely processing and coding of all production revenue and expenses
– Working Interest revenue distribution services as needed. Includes 1099
reporting, filing and mailing
Personnel and Qualifications
Samples of Useful Qualifications
• Certified Professional Landman (CPL)
• Petroleum Engineer (PE)
• Environmental Site Assessor (ESA)
• Certified Petroleum Lease Title Analyst (CPLTA)
• Certified Mineral Manager (CMM)
• Environmental Site Assessor (ESA)
• Advanced Degrees (Master of Science of Business, Law)
• Bank of America
– Dedicated oil and gas staff of 88 associates centrally located in Texas and Oklahoma
– 10 CPLs, 4 PEs, 1 MS - Geology, 3 MBAs, 1 ESA, 2 CPLTAs, 2 Attorneys
Some Industry Trade / Professional Organizations
• National Association of Royalty Owners (NARO)
• National Association of Division Order Analysts (NADOA)
• American Association of Petroleum Landman (AAPL)
• National Associates of Lease and Title Analysts (NALTA)
TIMBERLAND
Current Trends
• Strong Demand for a Limited Supply of Timberland
– Early 2006, $10+ billion in committed, unplaced capital
• Historic Real Price Appreciation for most Timberland
assets and commodities
• Timberland is unique due to Biological Characteristics
and commodity and real estate play
– Growth results in increased inventory and value regardless of
economic environment. Harvesting can be curtailed during cyclical
market pricing downturns, while timber is stored on the stump
adding value through biological growth.
– Returns are realized through commodity market and real estate
appreciation
• Attractive returns, low correlation, and low volatility
– 15 year mean returns: 10+% Southeast, 13+% in Northwest, and
14+% in Northeast (since 1994). (Source: NCREIF)
Timberland Services
• Timberland Trust Assets
– Complete fiduciary management of assets
– Pre-acceptance, preparation and review of
management plans, and implementation
– Hold / Sell analysis and asset disposition if
necessary
• Timberland Investments
– Acquisition, management, and administration of
timberland assets as a single asset or part of a
larger portfolio
– Investment assessment including asset sale
analysis and administration
– Offer alternative management strategies for family
ownerships to help improve financial productivity
• Advisory Services
– Provide advisory services to clients on timberland
asset management and transactions seeking risk
diversification or an assessment
– Conduct thorough risk assessments on client
ownerships and recommend and implement risk
abatement strategies
Risks and Challenges
• Unique Risks – Property Specific
– Micro-Market Risk
• Mill Closures
• Local Supply / Demand Imbalances
• Operational issues related to normal or extraordinary weather patterns
– Legislative / Regulatory – Local
– Natural Disasters
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Hurricanes
Fire
Ice
Pests
– Trespassing / Vandalism / Timber Theft
Acceptance
• Standardized pre-Acceptance Procedure
– On-site professional inspection
– Land use categorized as Agricultural, Silvicultural, Recreational,
Transitional, or a combination
– Current products (crop, pasture, timber, etc.) identified
– Leases (agricultural, recreational, silvicultural) reviewed
– Environmental issues identified and classified
– Past uses identified
– Committee approval of acceptance
• Review of Account Goals
– Some accounts have specific goals, compatibility assessment with
risk controls
– Ability to manage to identified goals
Acceptance – continued
• Review of the profitability and appreciation of the
investment
– Assessment of timber and agricultural micro-markets
– Identification of complementary uses and values (recreation,
conservation easements, etc.)
– Identification of appreciation drivers (shifting land use patterns,
urban and ex-urban interface, etc.)
• Appropriateness for the portfolio
– Return Expectations and Risk Tolerance
– Correlation with Other Asset Classes
– Time Horizon
• Establishment of management plan
– Consistent with risk control responsibilities
– Reflective of account goals
Administration and Reporting
• Annual or More Frequent Inspection
(except for small interests)
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Environmental issues, such as dumping
Timber theft, crop or other vandalism
Signs of trespass or other liability issues
Assessment of timber or crop health and status
Inspection of timber or crop planting, management, and harvesting
operations
• Annual Review
– Status or adjustment of management plan
– Review of account goals
• Liability Insurance – annual renewal consistent with review
• Property Taxes – annual review of tax assessments and
determination of appeal opportunities and preferential assessments
Administration and Reporting
• Maximizing Value & Income
– Forest Optimization
• Application of appropriate harvest scheduling techniques
• Investments in intensive silviculture where appropriate
– Appropriate Management of Transition Properties
• Sale of Assets
– Timber Sales
• Balance biologic attributes of the forest with client objectives and
market opportunities
• Mid-rotation sales vs. final harvest
Administration and Reporting
• Sale of Assets (cont’d)
– Land Sales
• Timberland vs. HBU
• HBU = Higher and Better Use
• May be able to allocate portion of acreage for HBU sales and manage
remaining acreage as timberland, particularly on large tracts
• Leases
– Recreational Leases
– Other Leases
• Conservation Easements / Development Rights
Personnel and Qualifications
Samples of Useful Qualifications
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Registered Forester or Certified Forester (RF, CF)
Bachelor of Science Forestry (BSF)
Master of Science Forestry (MSF)
Master of Science Forestry Management Economics (MSFME)
Master of Science Forest Biometrics (MSFB)
Master of Business Administration (MBA)
Juris Doctor (JD)
Bank of America
– 5 Professional and 2 Support Associates strategically located in 3 offices
– 5 RF/CF, 5 BSF, 1 MSF, 1 MSFME, 1 MSFB, 2 MBA, 1 JD
Some Industry Trade / Professional Organizations
• Society of American Foresters (SAF)
• Forest Landowners Association (FLA)
• National Council of Real Estate Investment Fiduciaries (NCREIF)
FARM AND RANCH
Current Trends
• Farm Land
• Average 4-5% annual return
• Appreciation ranges from 3% to 5% and more in certain areas
• Competing land uses/urban sprawl helps to insure these increases
• Recreational Ranch Land
• Strong appreciation potential in areas with wildlife, habitat, scenery and
water
• Appreciation can easily exceed 10%
• Recreational uses supplanting productivity as the dominant ranching
enterprise in many areas of the nation
• Purely productive ranch land with no wildlife appeal has a much lower
appreciation rate and averages 1% annual return at best
• Summary
• Farm and ranch lands can be viable investments that fit well into
most diversification models.
(Source of returns: National Council of Real Estate Investment Fiduciaries)
Farm and Ranch Services
• Samples of Services
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Private Bank Trust
Identify / qualify prospective lessees
Develop hunting / recreational enterprises
Negotiate & oversee surface damages
Negotiate leases
Analyze lease rates for specific areas
Oversee all lease types – crop share, cash, custom
hire
Provide recommendations for soil, water, and wildlife
conservation practices
Provide periodic on-site inspections and clientspecific reporting
Provide land marketing plans, identify the optimum
method of sale, and coordinate the process
Recommend and purchase farm / ranch properties
for investment diversification
Manage a diverse array of crops from vegetables to
row crops, as well as rangeland across the nation
Risks and Challenges
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Environmental Issues
Title issues
Insurance (crop, liability, etc.)
Ag Management Plan & economics of asset
Stewardship of the land
Easements and Surface Damages
Direct Management vs. Lease
– Leasing – cash vs. share crop
– Tenant quality
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Regulatory - Endangered Species, Water laws, Wetlands, etc.
Commodity marketing and harvest decisions
Physical risks, such as fire, insects, and weather
Land sales – timing and need to get the highest price
Beneficiary involvement
Maintaining technical proficiencies over the entire agricultural spectrum
Acceptance
• Acceptance sequence
– Identify property – location – size
– Perform pre-acceptance on-site inspection and any subsequently
required inspections
– Confirm ownership
– Estimate value
– Accept property via proper legal document
– Place insurance on improvements and liability
– Receive sell / retain analysis
– Procure market-value appraisal
– If to be retained, provide management assistance
– If to be sold, establish marketing plan
Administration and Reporting
• Overriding goal is to conserve and improve the asset
• Current Management
– Coordinating / negotiating appropriate lease arrangement plus
lease administration
– Overseeing cash rent or crop share leases, including sale of crops
– Regular on-site property inspections
– Coordinating & supervising repairs, maintenance and capital
expenditures
– Monitoring & paying ad valorem taxes to include maintaining
special use exemptions
– Maintaining liability, casualty and crop insurance
– Reviewing, managing and negotiating easement requests
Administration and Reporting
• Future Use Planning
– Developing long-range plan including highest and best use analysis
in accordance with the overall wealth management plan
– Utilizing government conservation programs to maximize long-term
asset value
– Recommending soil, range and wildlife conservation practices
– Developing hunting and recreational activities
• Asset Disposition
– Making sell / retain recommendation
– Managing and negotiating sales
Personnel and Qualifications
Samples of Useful Qualifications
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Bachelor Degree in Agriculture (BA)
Advanced Degree in various fields of Agriculture (Master of Science)
Accredited Farm Manager (AFM)
Bank of America
– 18 Professional and 7 Support Associates strategically located in 11 offices
in 7 states
– 4 AFMs, 5 MSs, 1 PHD, 6 RE / Brokers License
Some Industry Trade / Professional Organizations
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American Society of Farm Managers & Rural Appraisers
COMMERICAL & RESIDENTIAL
REAL ESTATE
Current Trends
• NCREIF National Returns*
2005
Annual return 20.04
2005
4Q National
5.43
2005
Apartment 4Q 5.76
2005
Retail 4Q
5.99
2005
Office 4Q
5.12
2005
Industrial 4Q
4.92
• Outstanding 2005 - Performance comparable to S&P 500 over last 25 years
• Investment Characteristics – Provides portfolio balance, lower risk, lower
volatility. Low correlation to financial assets.
• Inflation concerns are pushing interest rates up. Long term interest rates have
risen modestly in response to increases in the short term Fed. rate. However,
the yield curve is flat to almost inverted. An inverted curve has preceeded
every recession over the past 30 years.
• Significant capital committed to real estate via fee ownership and REIT’s
Skepticism of stock market’s ability to produce attractive returns
In 2005, foreign investors bought $20.5 B of U.S. real estate – a 35% increase
from the prior year
(Source: Property and Portfolio Research, 2006)
(Source: Property and Portfolio Research, 2006)
• Soft landing for housing – average 3% dip in prices in 2006
(Source: Property and Portfolio Research, 2006)
Real Estate Services
• Samples of Services
– Purchase and sale of real estate properties
including 1031 tax-deferred exchange execution
– Leasing, lease administration and negotiations,
and tenant relations management and oversight
– Property management and maintenance oversight
either direct or with third party property manager
involvement
– Income and expense accounting, bill-paying and
property tax, and insurance oversight
– Income and expense analysis and asset
performance analysis relative to client objectives
and market competition
– Environmental and regulatory oversight
– Land and commercial real estate development
Risks and Challenges
• Environmental Issues
– Underground Storage Tanks, Dry Cleaner Solvents, Asbestos, Mold, Lead
Based Paint
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Title issues
Insurance and Insurability
Property Taxes
Leasing and Tenant Quality
Regulatory
– ADA, EPA, Zoning, Water Laws, Wetlands, State Real Estate Commission
rules and regulations, property restrictions, etc
• Property Development, Repairs, Maintenance
• Economic - Interest Rates, Housing Markets
Acceptance
• Standardized pre-Acceptance Procedure
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Based upon on-site professional inspection
Identify past / current uses, neighborhood compatibility
Assess physical condition
Review leases for performance and compliance
Identify and classify environmental issues
Obtain committee acceptance approval
• Review of Account Goals
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Consider account objectives
Confirm powers and authority relative to real estate
Confirm liquidity to repair, improve, market property
Assess ability to manage to identified goals
Acceptance
• Review of Investment Profitability and Appreciation
– Assess the real estate property relative to competition and markets
– Identify alternative uses or re-positioning opportunities within
market
– Delineate appreciation drivers
• Land use patterns
• Labor and housing markets
• Economic shifts
Administration and Reporting
• Property Management
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Review of deed or titling
Physical inspection and repair management
Property maintenance and renovation
Annual review
Asset valuation administration
Insurance review of property and liability coverage
Tax management of value, exemptions, and payment
Leasing and lease administration
Environmental issues and management
Income and expense accounting
Administration and Reporting
• Asset Management
– Financial Analysis
• Yield / return performance and decisions
• Consider investment objectives
– 3rd party management engagement and oversight
– Acquisition and disposition of real estate
• Establishment of Management Plan
– Consistent with risk control responsibilities
– Reflective of account goals
– Consider exit strategies
Personnel and Qualifications
Samples of Useful Qualifications
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Certified Commercial Investment Manager (CCIM)
Certified Property Manager (CPM)
Advanced Degrees (MBA, JD)
Real Estate / Broker’s License
Certified Trust Financial Advisor (CTFA)
Certified Financial Planner (CFP)
Bank of America
– 120 professionals located in 32 offices in 17 states
– 14 CCIMs, 14 CPMs, 2 JDs, 1 CFP, 1 CTFA, 5 MBAs, 45 RE/Broker licenses
Some Industry Trade / Professional Organizations
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National Trust Real Estate Association (NTREA)
Institute Real Estate Management (IREM)
Commercial Investment Real Estate Institute (CIREI)
International Council of Shopping Centers (ICSC)
National Council of Real Estate Investment Fiduciaries (NCREIF)
PRIVATE BUSINESSES
Current Trends
• Family Holding Companies – These structures, limited partnerships and
limited liability companies, are increasing in their complexity both in terms of
underlying asset diversity and the relationships among the control vs. passive
owners. Financial Services providers will have to evolve in order to adapt to
and fulfill the ever-changing needs of these entities.
• Effect of the “Age Wave”
– Acquisition/Disposition - The effect of the Baby Boom generation is
accelerating among the business owner segment. The number and
magnitude of transactions are increasing and will continue to increase for
years to come.
– Estate Settlement – Increasingly, banks are being asked to take estates
that hold controlling positions in operating family businesses. This
dramatically increases the required resources and capabilities among bank
staff to handle these complex engagements. This is especially true when
poor or inadequate planning leaves a void at the helm of an operating
business.
• Valuation - Business valuation has become increasingly subjective as a result
of tax court cases with often conflicting conclusions. Understanding these
issues is important from a fiduciary perspective, since valuation issues drive
the reporting of market value on statements and determining when an asset
should be retained or sold.
Private Businesses Services
• Samples of Services
– Analyzing the operating performance of the closely-held
asset
– Evaluating the risks associated with owning the interest
– Providing insightful, unbiased input regarding the long-term
prospects for the closely-held business
– Making an investment recommendation based on the
analysis
– Estimating the market value of the interest for the account
– Consulting with company management, accountants,
business partners, attorneys, family members and other
interested parties regarding the ownership of closely-held
business interests
– Additionally, we represent the trust or estate in such
functions as:
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Reviewing business proposals
Voting proxies
Negotiating sales of the interest, if appropriate
Coordinating preparation of death tax valuations of closelyheld business interests
• Performing any function necessary as a shareholder of the
entity
Risks and Challenges
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Form of ownership
Minority Interest or Controlling Interests
Valuation Issues
Board Representation or involvement in management
Environmental Issues
Insurance (D&O?)
Management Quality and succession plans or key man
insurance
Regulatory Issues of the applicable industry
Sale or disposition of Business
Liquidity Issues
Obtaining Company Financial Information
Acceptance
• Form of ownership
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C-Corporation
S-Corporations
Limited Liability Companies (L.L.C.)
General Partnerships (normally discouraged)
Limited Partnerships
• Pre-Acceptance Review must be performed to assess the risks
associated with managing the asset and determine if the interest can
be profitably managed in the account.
• A more detailed pre-Acceptance Review shall be performed if the
interest
– Is a General Partnership or Joint Venture, or
– Is a 50% or more holding (controlling interest)
– Has known company or family problems/disputes, lawsuits in progress,
environmental issues, etc.
• Lower risk assets are limited partnership interests or minority interests
in corporations.
Acceptance
• Pre-Acceptance Review should be a standardized
procedure utilizing a standard form which requires basic
information depending on the nature and size of the asset.
The form serves as a checklist and provides consistency to
the process.
Examples:
– Minority interests in a corporation - require a copy of a stock certificate and
most recent financial statement for review
– Limited partnership interests - require most recent K-1 (to confirm actually
a limited, not general, partnership interest)
– LLC interests - require most recent K-1, most recent financial statement,
copy of the LLC Operating Agreement
– Account must be eligible to hold the proposed asset (pass-through entities
in charitable accounts or S-Corporation holder rules)
Administration and Reporting
• Three Key Processes for the on-going Management of
Closely Held Assets:
– Review of assets under management: Independent, objective
analysis of the performance of the non-traded equity security.
– Update market value: Employ appropriate valuation techniques to
estimate the fair market value of closely held assets.
Methodologies are tailored for all the levels of ownership and
assume that some information may not be available to minority
owners.
– The asset review and asset recommendation are forwarded to
the trust officer and portfolio manager for inclusion in the overall
portfolio review.
Administration and Reporting
• Specialized Private Business Group Reporting System
– Answers the key process questions regarding closely held asset
management
– Receives downloads from trust accounting system to ensure that
management reporting always reconciles to the trust accounting
system
– Allows for identification of new assets
• Reviewed carefully to identify any assets that were not reviewed prior
to booking onto the trust accounting system
• Provides notification of removed assets
• Facilitates reporting on asset review progress
• Each asset record contains fields downloaded from the
trust accounting system and asset specific fields
determined by departmental needs
Personnel and Qualifications
Samples of Useful Qualifications
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Advanced Degrees (MBA)
Chartered Financial Analyst (CFA)
Accredited Senior Appraiser (ASA)
Certified Public Accountant (CPA)
Certified Trust Financial Advisor (CTFA)
Bank of America
– 22 professional asset managers
– 9 Masters degrees, 2 CPAs, 10 of whom have completed all 4 parts of the ASA fourpart business valuation training, (4 others have completed two parts), 2 CFAs, 4
CTFAs, and 1 Professional Engineer (PE)
– Advanced degrees include MBA, M. Economics, M. Accounting, M. Finance, and M.
Industrial Relations
Some Industry Trade / Professional Organizations
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American Society of Appraisers
CFA Institute
American Institute of Certified Public Accountants (AICPA)
National Trust Closely Held Business Association