Showing posts with label 2024. Show all posts
Showing posts with label 2024. Show all posts

Thursday, July 10, 2025

Analyzing Health Insurance Companies


Health insurance companies have been a focus of attention frequently over the past year for several reasons. How do investors, lenders and ratings agencies analyze these complex organizations?

For many reasons, health insurance companies have roamed news headlines often the past year. There have been single events, there has been outcry from consumers (about coverage and costs), and there have been political debates about the the government's role in facilitating care related to Medicaid/Medicare programs. 

By mid-2025, UnitedHealth eased out its CEO because of an upcoming downturn in performance. Health insurers everywhere are contemplating payouts and claims related to Medicaid and Medicare Advantage programs. CVS decided to withdraw from providing insurance in the marketplace under Obamacare ("ACA") and plans to close hundreds of stores. Shareholders are showing angst by dumping shares, especially vivid from sharp declines in value at UnitedHealth. For the most part, the big names in health insurance are profitable. They reports billions annually. Profits are not growing as expected. 

For all the attention it has received, UnitedHealth still reported net profits above $6 billion in the first quarter, 2025. 

Health insurers, for the most part, are consolidated corporate organizations, mandated to provide benefits to shareholders without taking advantage of consumers and within constraints outlined by government regulators.

Consumers become irritated when they observe large insurers accumulating billions in profits. Shareholders require a return and hope company managers can boost "shareholder value." Shareholder value comes when profit margins widen and when revenue growth soars. Profits grow when costs are managed (or claims paid on insurance are limited and operations are managed efficiently); profits grow, too, when premiums increase--either from volume of customers or from the price of insurance.

Shareholders, bank lenders and bond investors help fund the activities of insurers, which goes beyond mere medical insurance and includes additional activities like providing actual health services or managing retail stores (CVS, e.g.). While consumers seek care and insurance and want assurance that exorbitant medical costs will be covered, shareholders and other stakeholders look for a predictable flow of earnings, operating cash flows and returns.

The insurance model is influenced by many categories of risk—including underwriting and claims-paying risks (medical costs), pricing risks related to the premiums received from customers, investment risks in a portfolio of securities, and operating risks related to business operations. Risks evolve over time, and companies seek to expect them, measure them, and manage or contain them.

Analytic approaches

To analyze a health insurance company requires an understanding and analysis of balance sheets, earnings statements and operating cash flows. It also involves understanding the essentials of insurance-related accounting and financial reporting. There is insurance accounting subject to IFRS and GAAP standards, but there is also insurance accounting for statutory purposes (accounting standards used by insurance regulators). Just like bank and broker/dealer regulators, insurance regulators (under the supervision of the NAIC in the U.S.) prefer to examine conservative, stress-scenario balance sheets and earnings.

The financial information is interpreted and analzyed as a basis for quantifying risks and forming conclusions about financial condition. Shareholders, beyond earnings growth, look for  the prospects of a steady dividend and occasional share buybacks. Lenders and debt investors look for assurance that debt interest and principal can be repaid or the debt can be comfortably refinanced (or debt can be refinanced with no difficulty). Insurance regulators are more concerned about the insurance company's ability to make payments on claims. For health insurers, that would be medical and drug costs of all kinds.

Debt investors may rely on the analysis and interpretations of ratings agencies, which provide ratings, updates and perspectives on the bonds issued by insurance companies. They also provide ratings on the ability of the same company to pay out claims for the benefit of policyholders ("financial strength" ratings).

In 2025, health insurance companies in the U.S. must address widespread public and consumer concern about high price of coverage and the uncertainty in whether the company will actually provide coverage or pay on a claim. (Some argue the "denial of claims" is an inherent part of the business model. Insurance companies maximize earnins on the underwriting side by boosting premiums and managing operatingcosts, but also by effectively minimizing the amounts of claims paid.)

There are also ongoing consumer worries about government regulation and legislation related to Medicare/Medicaid, trade policies, drug prices, rising healthcare costs, costs related to medical devices, and more. In 2025, there are GLP-1 (obesity and diabetes-related) drugs; insurance companies grapple with strategies related to coverage (premium pricing, expected medical costs).

The income statements and balance sheet of a health-insurance company are similar to other insurance companies, subject in similar accounting rules and principles. IFRS and U.S. GAAP accounting standards may differ in presenting financial information. Insurance accounting focuses especially on the accounting for the risks and expected amounts of  claims during the current period and over a defined time period. Life insurers must account for a potential payout that may occur decades from now, is not known and can only be estimated. Health insurers have expected medical-cost payouts over a current period, but may have expected payouts over a certain time. Accountants require insurers to quantify these payouts (amounts paid and amounts expected to be paid out) and report them as liabilities and expenses on the income statement. 

Compared to other insurance companies, the products health insurance companies offer and the risks they assume will differ from other insurance groups (P&C insurance, life insurance, e.g). In all cases, by convention, insurance companies are paid for the risks they accept by generating premiums and seek to increase earnings and bolster returns for shareholders from growth in premiums. All insurance companies want to ensure their premiums received cover their expected and actual payouts (as well as operating costs). 

In all cases, they must measure and project the payments they make on claims. The projection of payments is based on historical data, but other factors as well (demographics, use of insurance, regions, government regulation, etc.). 

Most insurance companies supplement the underwriting businesses with other sources of income. Life insurers offer retirement services and asset management; some in the past have ventured into securities brokerage. Health insurance companies, like CVS, manage a well-known retail (drug) store operation. UnitedHealth Group provides medical insurance, but also offers health services. Hence, it provides insurance for customers who might be serviced by a medical center it also controls. It might provide drug coverage for a customer who purchases the drugs at a pharmaceutical network it runs. 

All insurance companies address the challenge in determining how to price premiums and how to ensure they adequately cover medical costs in current periods and over extended timeframes. Premiums often do cover medical costs and operating costs, which explains why many well-known insurers are consistently profitable. But health premium pricing is often restrained by competitive factors and by regulation. Government bodies and regulations seek to ensure premiums are fairly priced. 

If the company provides coverage, for example, for those who fall within U.S. Medicare and Medicaid programs, U.S. regulators might cap premiums to put a limit on the profit margin the company might generate.   

Like all companies with shareholders, management adopts and implements strategies (by products, risks, regions, e.g.) based on the ability to be profitable and ensure a proper return to shareholders. Like all, shareholders seek not mere profits, but value from profit growth and the possibility of consistently and sometimes increasing dividends. 

Like all insurance companies, health insurers attempt to grow premiums earned, understanding there will be risks and predictable payouts of claims ("costs" on the income statement). Unfortunately, for the policy holder, the textbook insurance model recognizes profit growth if claims are denied or if claims are paid out at amounts less than expected. 

Expected medical costs are especially difficult to model and forecast. The related costs are difficult to quantify, sometimes appear irrational and unexplainable (to consumers), and just seem to soar uncontrollably from period to period.

On the other hand, across all sectors, insurance companies must also prepare for and manage the risks of unexpected risks or extraordinary loss or costs.

Investment portfolio risks

The insurance business model includes an investment portfolio. This applies, too, for health-insurance companies. Premiums are generated and funneled into a portfolio of securities and other investments, where they can generate returns until investments are liquidated to meet claims. Hence, many insurance companies of all kinds supplement insurance operations with investment income. Often the income includes coupon interest received from bond investments. Insurance investments may also include equity securities, loans, mortgages, and other classes of assets--subject to scrutiny from regulators. 

However, investments are subject to liquidity and market risks, which are managed by the company and reviewed by analysts.

Insurance companies invest most of the funds into high-quality fixed-income bonds. However, when interest rates rise, as they have done in recent years, the values of those bonds fall. Hence, many insurance companies have suffered bond-related losses and have had to develop strategies regarding reducing related holdings. 

Even if performance is satisfactory or good (returns are above expectations), they must ensure investments are liquid—can be easily sold when cash reserves are necessary to meet claims obligations.

The analysis of the investment portfolio includes an analysis of worst-case market scenarios (worst-case losses) and analysis of liquidity under stress.

Just as with banks, regulators intervene to ensure the company doesn't take too much investment risk. While most insurance companies invest in somewhat "safe" assets (government securities, municipal bonds, investment-grade corporates), others are willing to take risk: investments in higher-returning securities that will supplement the earnings from the insurance side of the business. Or investment returns could offset the losses from the  insurance-underwriting operation. 

Health insurers often supplement the insurance activities with ancillary business activities, such as providing health services (not just insurance) or selling pharmaceuticals (not just drug insurance). They tend not to rely as much on the returns from an investment portfolio as other insurance companies (especially life insurers).  But those other businesses come with their own risks, including risks operating inefficiencies and decline in customer demand for the services. 

Regulation

Like many other financial institutions (including banks and broker/dealers), insurance companies are highly regulated. Regulators and supervisors seek to ensure that customers are protected against significant, unexpected losses. (In the U.S., states separately regulate the insurance industry, but states have agreed to implement regulation consistently across the country via the National Association of Insurance Commissioners (NAIC).) 

Insurance companies project loss and payouts, based on expected-loss models, based on historical payouts and demographics and regions. Regulators step in to determine what would be unexpected loss losses far beyond what a company might have forecasted. For P&C insurers, that would be classifed as "catastrophic" losses, exceptional losses when there are hurricanes or California wildfires. For health insurers, that might be losses that occurred during the pandemic of 2020. Few health-insurance models in 2021 would likely have accounted for the widespread medical costs because of CoVid. 

In insurance, regulators still want to ensure the company has means and resources to pay those expected losses---claims and meet other operating liabilities on an ongoing basis. Similar to banks and broker/dealers, unexpected losses should be absorbed by shareholders. In essence, in the way bank supervisors want to protect depositors, insurance regulators want to protect policy-holders. 

Therefore, based on balance-sheet information and other off-balance-sheet risks, regulatory capital is based on a computation of unexpected losses from underwriting risks, investment risks, interest-rate risks, operations risks and other factors. “Unexpected loss” is determined by regulatory assumptions and methodology. Insurance regulators revise financial information and require more conservative approaches in presenting a balance sheet and income statement (statutory accounting principles).

Shareholders, therefore, are supposed to absorb the unusual losses, not the policy-holder (and not any supplier, vendor, or senior lender, for that matter).   Insurance companies are expected to maintain capital in excess of minimum requirements. In the U.S., insurance companies are regulated by each state. An alliance of state regulators (“NAIC”) permits insurance regulation to be consistent across states.

In practice, insurance companies will be organized by holding companies owning several insurance subsidiaries. Each insurance subsidiary would be subject to regulatory requirements.

Rating agencies, including Fitch Ratings, often use their own internal models to determine appropriate amounts of capital to absorb worst-case losses. (Fitch uses a “PRISM” model.)

Financial analysis

The financial analysis of an insurance company often blends approaches in analysis of a financial institution (capital adequacy; investment portfolios and sufficient liquidity to meet claims payments) with an analysis of a corporate enterprise (consistent operating cash flow to meet long-term debt obligations).

Insurance companies use long-term debt to support infrastructure, fixed assets, expansion, growth and acquisitions. (Life insurers may use debt to leverage the investment portfolio to enhance returns.)

The analysis entails the analysis of revenue growth, cost control, operating efficiencies, and returns on invested capital. Most revenues are generated from net premiums. Health insurance companies may also generate revenues from other sources: health services, products, pharmaceuticals, etc. The non-insurance business activities, essential to supplementing insurance revenues, can vary, based on corporate strategies. Large companies may have substantial stakes in companies that act as pharmaceutical intermediaries, "pharmaceutical benefit managers" (PBMs) who decide how and where to distribute drugs manufactured by drug companies. 

For non-life insurers, profitability is also measured by “combined ratios” that measure whether premiums can cover claims, reserves and operating expenses comfortably. Operating losses may occur because claims are higher than expected or operating expenses have risen substantially.  Ideally, to generate returns that please sharesholders, company management may target a "return on invested capital" to exceed, say, 13%. And to reach 13%, it may strive to maintain a "combine" ratio of less than 90% (10% implying pre-tax margin). 

The investment portfolio should generate returns that supplement underwriting earnings or offset underwriting-related losses. But the portfolio itself is subject to market risks that can result in losses that might eliminate underwriting profits. No matter the efforts to invest in "safe" assets, market risks exist, as many insurers observed in 2023-24 as rising interest rates led to billions in losses in "safe" U.S. Government securities or investment-grade corporate bonds. 

Life insurers are not generally assessed based on the same combined ratio; therefore, returns from the investment portfolio are critical to overall profitability. That might lead some insurers to take on more risk to achieve higher returns. Life insures must still generate necessary income (usually interest income from fixed-income portfolios) to keep up with growing levels of liabilities (future payouts to beneficiaries of life insurance, e.g.). 

Because investment income is necessary to boost profitability, life insurers might even use long-term debt to "leverage" the portfolio, achieving higher returns relative to the capital invested in the enterprise.

In recent years, prospective investment funds and other institutions have observed "value" in a life insurance's asset-liability structure. The company's balance sheet is viewed as an "investment vehicle": a large investment portfolio counterbalanced by  the expected payouts to beneficiaries. They compute the "embedded value" of the life-insurance portfolio, accounting also for the premiums that will be continued to be paid over a long term. (Embedded value = (present value) premiums earned each year + expected annual returns in the investment portfolio - accrued interest on benefits liabilities and policyholder deposits - beneficiary payouts.) 

Such funds or institutions will acquire a life insurer or the net assets related to embedded value, not to become life-insurance operators, but to get access to the portfolio and to have the ability to reallocate assets in the portfolio based on market opportunities. 

For all insurance companies, in the analysis of debt, analysts review the purpose of debt and assess whether leverage is too high based on metrics and based on whether cash flows are adequate to cover related obligations (especially interest expense). In general, most companies will seek to refinance long-term debt at maturity.

Cash flows from operations (after payment of claims and infrastructure expenditures) will be funneled into the investment portfolio, but may also be used to fund growth and expansion and reward shareholders via dividends or share buybacks.

At such point, as with the assessment of corporates, the assessment of an insurer becomes an observation and projection of cash flows. For public companies, it too becomes of an assessment of what is the best and most prudent use of operating cash flow: reinvest in the operation, maintain cash reserves for emergency purposes, pay out the cash as rewards to shareholders (dividends and buybacks). 

Tracy Williams 

See also:





Friday, November 15, 2024

Valuing Banks and Financial Institutions



In recent periods, Bank of America's share price is trading 1.29 times its book value. 

Bank analysts and equity analysts, those involved in performing valuings of the share ownership of a financial institution, must often determine the right model or the right methodoloy to use. Often the value of the equity of a corporate balance sheet, at least the intrinsic or market value, is based on an assessment (or valuation) of the company's earnings or free cash flows (the widely acknowledged discounted-cash-flows approach). The analyst presumes the business is an ongoing concern and that cash flows can be projected and generated into perpetuity. 

There can be other ways to value the firm (liquidation value, for example), but the conventional corporate-finance approach equates shareholder value with the value of future cash flows to which owners are entitled. 

Those familiar with "discounted cash-flow" approaches to valuing companies know the historical methodology, which requires projections of operating cash flows (or free cash flows) into infinity or at least to a terminal date. And it requires determining the "cost of equity," the return required by rational shareholders relative to the returns they could receive from investing in high-grade sovereign bonds and taking into account "beta," a factor that compares the company with current equity-market returns (and volatility). The business-school textbooks refer to this as the "Capital Asset Pricing Model," or "Cap-M."

A primary challenge in this approach is tackling the challenge of projecting cash flows into an indefinite future and valuing the same cash flows. How best should an analyst project cash flows for an enterprise ten years from now? Twenty years from now?  (Valuation analysts "solve" that problem partly by assuming that a company has a "terminal value," about five years from the point of projecting cash flows. They then attempt to value the business at that point.)

Equity analysts, in turn, might seek to determine whether this approach is relevant for financial institutions, or for the most part, banks. 

Often financial institutions or entities that have financial assets on their balance sheets will be subject to a different type of valuation analysis--less of a future-cash-flows approach and more related to the values of the net assets on the balance sheet.  That would be within the category of a "relative-value" approach by observing current market-related metrics for a select group of institutions to determine the value of a specific company or institution. 

That's not to say the discounted-cash-flow approach is ignored or disregarded in the analysis of banks, broker/dealers, funds, or insurance companies. 

One common approach is a MV/BV-multiple approach.  The focus of valuing a financial institution is based on relative value based on common or expected ratios of  MV/BV (market value to book value). The book value is commonly based on "net assets," or "assets minus liabilities."

We could indeed show the discounted cash flow approach is applicable, because shareholders desire earnings and cash-flow growth for rewards.  Financial institutions generate earnings and, in various ways, generate new cash flows. Shareholders ultimately desire cash returns, whether they are received regularly (via dividends, for example) or generated when they liquidate the investment (when they sell their holdings). 

Therefore, it wouldn't be a chore approach the valuation based on cash generated from business activity.  The discount rate (expected return rate) has impact on the equity valuation. 

Yet the discount rate (tied to prevailing interest rates) also impact on the value of assets on the balance sheet of a financial institution. If the discount rate rises, cash-flow valuations fall. But similarly, if interest rates rise, the values of many of the financial assets on the balance sheet fall, too (fixed-income bonds in the investment portfolio, most notably). 

In general, a financial institution ought to be at least as worth its book value. Accountants, more now than ever in updated accounting standards, attempt to present the balance sheet of a financial institution based on the "fair value" (or something like market value) of the assets and liabilities on the balance sheet. We, too, must note that for financial institutions, there can also be the changing fair value of liabilities: "short sales," derivatives payable, e.g.

But we may consider factors that explain how and why its market value can exceed the book value (liquidation value). For valuation purposes, book value doesn't include funding sources (preferred stock, subordinated debt., e.g.) that would be considered "Tier 1 or Tier 2 capital" for the purpose of bank regulation. Book value would be equivalent to common shareholder's equity reported on the balance sheet. 

While book value is based in part on the value of net assets on the balance (assets minus liabilities), most of those assets are financial assets (investments, trading positions, loans, loans held for sale, derivatives receivable, e.g.). As mentioned, many of those financial assets are already valued (investments, trading positions, securities owned, etc.) at market value (based on fair-value accounting). For some financial assets (commercial and corporate loans), financial institutions may be permitted to account for them based on "cost," if they asset is "held to maturity." Most loans on bank's balance sheet are reported in such matter. Otherwise, the book value should reflect closely to the market value. 

Often we want MV/BV > 1.0, and we need to understand and explain when MV/BV < 1.0. Bank equity analysts like the benchmark of the financial institution's MV/BV >  2.0.  We explore factors that explain why the firm could be worth more than its book value. Some of the financial assets might be over-valued, some might be reported based on cost and not fair value or market value (loans and some investments in bonds, if they are held to maturity).  

However, if the financial institution has substantial businesses and services that are not directly linked to the balance sheet (advisory businesses, asset management businesses, other services), those factors can increase MV relative to book value. They provide revenues or fees that are in addition to the value we see on the balance sheet. Those cash flows have value that help push the MV/BV above 1.0. 

Large banks, therefore, with substantial investment-banking activities are expected to have MV/BV > 1.0 and approaching 2.0.

In November-2024, note the MV/BV ratios for some prominent financial institutions (mostly large universal banks with substantial fee-based revenue sources): 

CITIGROUP: 0.67
BANK OF AMERICA: 1.29
GOLDMAN SACHS: 1.77
MORGAN STANLEY: 2.28
JPMORGAN CHASE: 2.11
REGIONS: 1.41
PNC: 1.48
USBANCORP: 1.61

THE TRAVELERS: 2.08

In some cases, we see MV/BV < 1.0.  Often analysts and observers will argue that if the market value is less than book value, the institution's owners are better off if it is sold in parts (selling parts of the balance sheet or selling the subsidiaries or business units) than if it remains consolidated. The market may be "perceiving" or assessing that the institution combined is riskier than if the integral parts are sold off and operate separately.

For years, analysts argued the same about Citigroup. They suggested the market right-size-valued assets on the balance sheet (loans, investments, trading positions) for valid reasons. There is more risk on the balance sheet than what is implied on the accounting statements. That risk is reflected in the market value. Perhaps the market sensed the assets on the balance sheet would later be subject to write-offs or write-downs that accountants (and regulators) have not yet accounted for. 

Even as of mid-November, 2024, Citigroup continues to be valued less than book value, although its CEO Jane Fraser has worked aggressively to improve its balance sheet and shed assets and operations that were vulnerable or non-profitable, especially in its international businesses. Performance has improved over the past year, and the balance sheet is indeed stronger. Market participants may be looking for an extended track record of performance. 

For the institutions above, JPMorgan and Morgan Stanley have market values exceeding 2.0. That might be explained not just by having "cleaner" balance sheets, but also by the substantial income sources (and cash flows) from advisory businesses. Both institutions are prominent in investment banking and asset management activities. Asset management cash flows generated consistently for years to come would certainly enhance their market values. Those expected cash flows have value. 

For the past eight years, JPMorgan has generated at least $15 billion in asset-management revenues, cash flows that aren't recognizable on the balance sheet and cash flows that are highly considered in shareholder valuation. For the past 11years, JPMorgan has generated at least $6 billion in investment-banking fees, also considered in shareholder valuation. 

Goldman Sachs may be penalized, in part, because of risks and losses in its bungled effort to grow its consumer businesses. Consumer loans still reside on its balance sheet, and all potential losses from that segment may not have been flushed through. Trading income also contributes more to net revenues at Goldman (over 30% annually) than for all of its peer. Markets may account for the expected volatility in trading income and the difficulty in keeping trading income stable and predictable over the long term.  (Trading income at Goldman, meanwhile, has been at least $10 billion annually the past five fiscal years.)

In valuing an institution based on MV/BV multiples, we would normally compute the range for many similar financial institutions to determine at least (as of the moment) how the market is valuing an institution's balance sheet and the possibility of non-balance-sheet activities. And then we would determine what the right multiple to use for the specific institution we are analyzing. 

Now as for insurance companies, we might consider a cash-flow approach, but also examine the MV/BV approach because a substantial amount of the assets of an insurance company are funnelled into investments and marketable securities of which much will likely be accounted for at fair value. Accountants also require (at least for life insurance companies) that future liabilities (benefits to policy-holders) be adjusted regularly to be reported at fair value. 

The insurance business model is certainly a cash-flow business--cash inflows from premium payments and cash outflows to pay claims. (Accountants (especially IFRS accounting) are pushing to show the value of such cash flows on the balance sheet.) At the same time, the insurer's balance sheet can flucutuate daily because of market volatility in the investment portfolio. 

In the examples above, The Travelers, an insurance company, reports MV/BV = 2.08--a multiple that reflects the risks and values of an $80 billion investment portfolio, but also incorporating the high-probability future cash flows from its property-and-casualty business.

Valuation professionals will review all possible approaches before selecting what they consider they correct value of an institution. (Investment banks present that in a "football field" grid to show all possible values for a business or institution.) That means examining relative values, MV/BV, discounted cash flows, dividend models, liquidation values, and more. 

There is no one approach, but in the end, there might be favored approaches. 

Tracy Williams 

See also:








Tuesday, May 14, 2024

Getting Comfortable With Share Buy-Backs


Large companies like Meta attempt to please shareholders with substantial dividend payouts and share buy-backs

What is this about corporate stock buy-backs? Why do they occur? Why do some of the loudest shareholders push for both dividends and occasional repurchases of shares? Some of the best known global companies and even some not as known occasionally plan buy-backs. Some buy back shares routinely. 

They go into the marketplace and use excess cash reserves to buy back their own shares. They do so at discretion. The cash could have been used to invest in new businesses or to pay down debt. 

Sometimes they do it if managers perceive their share values are under-valued. Buying back shares will likely provide a short-term upturn in the stock price (as supply of shares declines). The evidence shows the occasional "boost" to share value once a repurchase is announced. Companies that pay consistent and growing dividends get a boost in share value. Shareholders see greater value of cash in their hands of shareholders than in cash sitting idle of a balance sheet.

Thriving, well-established companies (even many banks and large financial institutions) report growing earnings and operational cash flows. As cash builds on the balance sheet, they face potential pressure from active shareholders, who inquire: "At what point do you give that cash to us?" 

Old corporate finance texts contend shareholders have an expected return on investment (cost of equity).
If the company has excess cash, instead of allowing the company to maintain it in reserves or even hold it in a foreign subsidiary (often the case), shareholders argue if the company can't or doesn't reinvest at a required rate of return, then the cash should be returned to shareholders. They, in turn, can find other channels or opportunities to invest at the expected return. 

But insteady of sending out cash already on the balance sheet, what happens if management elects to go out into debt markets and borrow substantial amounts and use that cash to conduct buy-backs (or pay increasing amounts of dividends)? How does management justify leverage for that purpose? Why would shareholders encourage more debt for this specific purpose?

Note the substantial buy-backs some prominent companies engaged in over the past several years:  Merck bought back over $17 billion in shares from 2017-19, some of it financed by borrowing in low-rate markets during the period. 

PepsiCo repurchased $18 billion in shares from 2017-20, similarly funded in part by low-rate debt. Coca-Cola, PepsiCo's long-time competition, bought backs shares, also at substantial levels. As rates started to rise in 2022, the same companies reduced their buy-back programs to avoid using more expensive debt to fund this activity.
 
With plausible scenarios of rates falling in late 2024, buy-back popularity has resumed. In 2024, Meta announced a $50 billion buy-back and new plans to pay dividends for the first time. In little time, its stock price leaped 14% just from the announcement.

Such buy-backs for these and other large familiar companies, in many cases, helped to increase share values for mature companies with large slices of their product markets, but low growth in revenues and earnings. Higher leverage and fewer shares outstanding kept stock prices from plummeting when there are few signs of growth. The stock price holds tight even when expectations for revenue growth fall below 5% per annum. 

When prospects for growth dim and threaten to undermine the intrinsic value of the shares traded, a buy-back program might be able to keep share prices from sliding.

Merck and PepsiCo have long been regarded as mature, low-growth companies. Perhaps Meta has joined the mature-company club that includes older companies with their best days of soaring revenue growth behind them. Meta retains market share, continues to be predictably profitable, but growth rates are not what they had been 15 years ago, and shareholders covet the cash resting on the balance sheet. 

If a company's performance, operating cash flow, and prospects for growth are excellent, steady and vivid, then the increased leverage might be rationalized comfortably. What, however, if performance is erratic or the company is headed into risky, recessionary scenarios? How would excess leverage justified? 

(In the world of private companies, management-owners might consider "dividend recaps," or dividend recapitalizations, where the company borrows in debt markets and uses the proceeds not for growth and expansion, but to reward private owners with dividends that may not have been paid before and may not be justifiable from earnings. Private owners (sometimes founders) argue this is a way to monetize the efforts they expended to found a company or manage an operation.)

When it comes to shareholder expectations, banks address the same. When banks have exceptional earnings and start to accumulate excess capital (excess beyond what regulators require), they, too, seek to give it back: increase dividends or conduct buy-backs. 

For banks, the story takes a different turn during periods of uncertainty or distress. Regulators around the globe reserve the right to intervene and discourage banks from conducting buy-backs. During the financial crisis and during the early months of the pandemic, 2020, bank supervisors (including the Federal Reserve) swiftly adopted rules (at least for a defined period) to suspend or cancel buy-back programs. Bank regulators, of course, focus on financial institutions having more than adequate amounts of equity to absorb losses during stress and avert the likelihood of deposit run-offs. 

Lenders and debt investors who fund these corporate rewards or maneuvers must get comfortable with such use of cash. Investment-grade companies have power to convince debt markets that increased leverage won't harm performance (and undermine the ability of the company to meet debt requirements). Yet leverage will increase. The Debt/EBITDA ratio might rise--almost, in certain cases, to levels that suggest greater risks or non-investment-grade considerations. 

Some may contend buy-back programs and using leverage to boost returns and share price are forms of "financial engineering."  Unless the company is a regulated financial institution (including also broker/dealers and insurance companies), markets and investors become the factions that "regulate" whether such activities harm creditworthiness or financial condition.  

If the company is a public company, could it also be considering doing the buy-back to take it private? Or does management or a private fund want to gain complete control of the enterprise (something that happened at Dell Computer in 2013).

In some cases, companies conduct buy-backs if they don't pay dividends or if they prefer shareholders not get accustomed to regular dividend payouts. They still want to be responsive to shareholders who request immmediate rewards. The technology firm Synopsys in Silicon Valley has done just that in recent years.

Its performance has been excellent and consistent (stable returns on capital, steady revenue growth leading to steady earnings increases), but the company has not paid dividends. Earnings pile up in cash reserves, which help fund many small acquisitions that complement current business strategy.  

Synopsys revenues will likely top $6 billion this year, and earnings have begun to exceed $1 billion annually. Its shareholders have pushed for "rewards" in some way (to help boost share values), and the company has obliged by paying out over $2.5 billion for share buy-backs the past three years. 

Tracy Williams

See also



Thursday, February 1, 2024

Basel "Endgame": Agonizing, Inevitable


PNC Financial, headquartered in Pittsburgh, must brace itself for Basel "Endgame" and more restrictive regulatory requirements

Bank regulation (for big banks, small banks, community banks, and those banks "too big to fail) is always an ongoing thorn for those who lead banks. Most understand why regulation exists (e.g., protect consumer deposits, ensure adequate liquidity, corral banks' appetite for taking too much risk in lending and trading, and put handcuffs on banks that might jeopardize the existence of a financial system). 

Yet the "thorn" for bank leaders (CEOs, particularly, who must (a) understand the arcane rules and (b) ensure their banks remain comfortably in compliance) is that the rules change frequently. Most of the time, they get more complex and onerous. Some senior bankers complain that some rules are irrelevant, don't properly address the risks they aim for, or duplicate other rules. They express their concerns in annual-report presentations, in occasional comments to the media, and to shareholders in quarterly earnings discussions.

Now comes Basel "Endgame," a U.S. proposal of rules, led by U.S. bank regulators, that will increase requirements and make them more complex for banks with assets exceeding $100 billion. Until now, U.S. bank regulators imposed complicated rules, but conveniently simplified them for smaller banks--for banks with assets less than $700 billion and especially for community banks (less than $1 billion in assets). 

Basel "Endgame" is the U.S. version of a larger initiative globally. Basel, Switzerland, is the home of the global committee that provides guidance on banking regulation around the world. In the 1970s, sovereign leaders felt it necessary for banks across the world to be governed by a consistent set of rules. Over the decades, there had been Basel I, II, and III (for a moment, there was Basel 2.5 in the wake of the financial crisis). For the past few years, there was constant banter about when Basel IV would follow. 

Whenever there is a new banking crisis, one like the crisis we observed in liquidity and funding risks a year ago (the one that led to the disappearance of Silicon Valley and Credit Suisse), you can bet regulators huddle to figure what new regulation is necessary to prevent the next banking-system scare. After a series of bank failures, regulators, politicians and and business-school professors follow with "lessons learned." Lessons learned sometimes are reframed into another round of new rules for financial institutions.

In this case of 2023, the rapid disappearance of reputable banks (because of liquidity issues and deposit run-offs) and the concerns other banks would follow a similar route to insolvency spurred bank supervisors to get going with another round of restrictive regulatory requirements. Last year's first-quarter crisis (First Republic and Signature banks disappeared, too) led to a frightening period about confidence in bank deposits and a market guessing game of what other smaller banks were subject to the same liquidity pressures. 

Basel "Endgame" (or Basel "Finalization," which is what it is called in Switzerland) doesn't merely address the risks of lack of liquidity and raging deposit run-offs. It's across the board. 

In its basic form, bank regulation is generally categorized by risk forms and by whether the bank is properly managing each of those risk forms:  credit risk, market risk, operational risk, and liquidity risk. The first three conventionally require the bank to maintain a minimum amount of what is called loss-absorption capital. (Many investors and risk analysts are familiar with the tiers of capital banks have to comply with: Tier 1, Tier 2, T-LAC, etc.)

Regulators insist shareholders and subordinated-debt investors absorb bank losses before deposits are at risk. That makes sense. They are enjoy the upside of returns when the bank does well. They should suffer first when the bank stumbles through losses. 

Liquidity regulation generally requires the bank to have access to cash reserves to meet obligations or deposit withdrawals on any day. 

The thousands of pages of Basel III and, in the U.S., Dodd-Frank specify what is required and how banks should compute those requirements. 

So while the liquidity-risk upheavals in 2023 spurred bank supervisors to review requirements to ensure those events won't recur anytime soon, it becomes an opportunity to review just about everything. 

Basel "Endgame" toughens requirements in all risk forms. More important, where before, the most strenuous regulation applied to the largest U.S. banks (with assets above $700 billion and for those considered "too big to fail" (Globally Significantly Important Banks, GSIBs), "Endgame" requirements encompass more banks (banks with assets above $100 billion). 

"Endgame" is currently going through a request-for-comments period, and banks haven't hesitated to express points of view. (The rules would not be fully implemented for another four years.) Many such viewpoints are predictable and common: "Bank regulation discourages us from investing and supporting the community." "Bank regulation is too complex and difficult to compute." "Bank regulation gives non-banks too many advantages in financial markets." "Bank regulation requires unusual costs and investments to comply." 

Basel "Finalization" (from the BIS-Switzerland) had hoped to simplify the calculation of some requirements (credit-risk capital and operational-risk capital, e.g.), while still toughening and increasing capital requirements for similar levels of exposure or activity. 

(One example is the calculation of a capital charge for "CVA" (Credit Valuation Adjustment), the requirement that banks account for the expected loss from credit risks with their derivatives-trading counterparties. CVA computing may hardly be relevant to small- and medium-size banks, but it would be an obsession at Morgan Stanley and Goldman Sachs, because of the gigantic size of their derivatives trading books. If Morgan Stanley does interest-rate swaps (derivative) with JPMorgan, it has capital requirements to protect itself if JPMorgan deteriorates or if it fails. Today, the amounts computed cannot be done on the back of a napkin.)

Around the U.S. and across the globe over the past two years, with interest rates surging, bank investment portfolios, filled with fixed-income bonds of all kinds, suffered substantial market losses. All banks of all sizes, anywhere, have investment portfolios. They take deposits and invest excess cash into bonds, often government bonds or government-backed bonds. Bond values plummeted sharply in 2022-23, and bank losses in their portfolios have exceeded record levels. The question is how does the bank report the losses--at all times or only when they sell the bonds. That depends. 

In the U.S., unless the bank had assets above $700 billion, the unrealized losses in those portfolios (applicable to bonds not yet sold) were are not subtracted from bank equity capital. 

Basel "Endgame" wants to put an end to that. The losses on investment portfolios (those classified "available for sale") will reduce capital and make it harder for banks to show they have excess capital, if the bank has assets above $100 billion. 

Basel "Endgame," while at it, will force banks not subject to such rules to compute capital requirements for operational risks (the risks of loss from technology, systems, processes, misconduct and cybersecurity) and to include off-balance-sheet risks in maximum-leverage requirements ("supplementary leverage" ratios). 

Basel III (the non-U.S. version) always stipulated banks should have capital requirements for operational risks. In the U.S., to date, such a requirement is only applicable to the largest banks. With thousands of branches and assets exceeding $1 trillion and with activities in just about all imaginable types of bank activity, they have obvious operational risks (the risks of power outages, employee misconduct, systems failure, cybersecurity threats, etc.). 

It's conceivable going forward a bank with $98 billion in assets might decide to refrain from growth, if only not to be subject to the more restrictive regulatory rules. Many familiar U.S. banks toe the line with assets near $100 billion. A bank considering an acquisition or expansion or planning for loan and deposit growth must now assess the impact of new rules on capital requirements and ongoing capital compliance. (For example, Alabama-based bank Regions Financial has assets totaling about $160 billion. Rules not applicable before would apply going forward.)

In all, some industry analysts and bankers have estimated under the "Endgame" rules, bank capital requirements will increase by more than 15%. 

Implementing new rules is not as easy as it appears, especially for large banks. Just tweak the formulae and models that determine what's required, some legislators and supervisors might say. Bankers know to change rules is also to change a business and risk-management mindset--which might be the intent of bank supervisors. 

The same banks typically address required capital on an ongoing basis at all levels, for all risks, and for all entities. It's a necessary and routine part of managing the bank, managing the balance sheet, reviewing risks and transactions, reviewing new products and business activity. Bank strategic decisions are made following careful analysis of "allocated capital" and "returns on the same allocated capital." All new deals, new loan portfolios, new products, new investments and new trades are all subject to a capital-allocation review. A loan that could be rationalized before "Endgame," because capital required is less and return on capital is more, may not make sense going forward. A derivatives trade that was economically feasible before might be deemed unprofitable going forward. 

In some ways, Basel "Endgame" drafters pat themselves on the back for trying to simplify some rules (like capital required for the risks operational losses), even while imposing slightly requirements for similar levels of risk. 

The debates, disagreements and pleas to reduce the regulatory burden have begun. They have been and will be well-defined and passionately explained. Yet in the end, what we've observed the past 15 years or so, bank supervisors usually get most of what they unveil in a new round of rule-making. 

Tracy Williams

See also:

JPMorgan Acquires a Failing First Republic, 2023

Silicon Valley's Liquidity and Deposit-Runoff Nightmare, 2023

Banks Subject to the Federal Reserve Stress Test, 2020

Dodd-Frank Dismantled? 2017

Recovery and Resolution: "Living Wills," 2016

When Does a Bank Have Enough Capital? 2015