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Is Debt Really an appropriate st Financial Instrument for the 21 Century? Evan Schulman Tykye, LLC Summer 2012 Proposal US Government Sells: “x”% of GDP for, say, 20 or 30 years With no guarantee, Certificates are not debt “x”% is the amount raised / Present Value of GDP Certificates expire worthless There is no guarantee of principal Gilbert v Comm’r (2d Cir. 1969) For tax purposes Certificates are annuities Beneficiaries Legislators: Debt ceiling goes away - temporarily Voters: Certificates are self-liquidating Treasury: No rollover requirement Decreases debt service burden in recession We pay our own way; no longer saddling our progeny with our debts The debt service relief can be used for tax decreases or stimulus projects Investors: A marketable, no-load, no fee term annuity with growth, inflation protection, low volatility (vs equity) and no counter-party risk - that covers the economy Buy America (GDP = f(inflation, productivity, population]) vs TIPS Intermediaries may disaggregate, allowing tailored sector exposure Spreadsheet Spreadsheet Results Retire 10% of Treasury Debt: Assume: 3% nominal growth, 30 year maturity Given today’s Treasury rates of 2%, Govt needs to pay 0.3% of GDP of which principal is some $20 billion Adjust for “equity” risk ($1.6 Trillion) Equity risk Premium = 4%, beta = 0.1 Investors’ required rate goes from approx 2 to some 2.5% Value Inflation Premium “Unexpected inflation” starts in year 5 at 1.5% Premium approximates 13% or some $180 billion Corporate Debt: Limitations Saddles Issuer with Fixed Costs Exposes Investor to the risks of Inflation Low Placement Agent Fees Net of customization expenses Illiquid Secondary Market Transaction costs are large relative to the small changes in credit and the value of imbedded options & seller may have information Sales Certificate A contract like a bond, but …. Payout = a function of gross revenues (sales) Expires worthless at maturity Standardized terms Terms are reset in case of merger or acquisition This instrument is currently in use Consequences: risk shifts for issuer & investor Tax on crime, non-usurious, Issuer Benefit Fixed cost becomes a variable cost The “interest” equivalent is tax deductible Self Adjusting costs make these a Premium Product Ernst & Young letter Smaller liquidity premium Changes in revenue prospects will swamp transactions costs versus the small changes in credit ratings and valuations of imbedded options of bonds Sales are transparent Investor Benefits In periods of inflation stocks & bonds are highly correlated High Cash Flow Vehicle Certificates are hooked to sales & behave differently Inflation insurance is important for both defined benefit & defined contribution plans & NOW is the time. No-load, no-fee, marketable Term Annuity with inflation protection More liquidity More transparent; higher probability of informed participation Percent of Sales to Service Issue 7 Growth Rate 6 5 10 Year Maturity 0% Growth 0% 5% 4 5% Growth 3 Percent of Sales 3.4% 2.8% 15 Year Maturity 0% 5% 2 1 0 Years to Maturity 5 6 7 8 9 10 11 12 13 14 % of Sales = $ Raised/PV Sales Capital raised = ¼ Current Sales 6% Discount Rate Std Dev of growth rates = 8% 15 2.6% 1.8% Potential Purchasers Those who need an Inflation Adjusted Annuity High Cash Flow Vehicle with inflation insurance New Asset Class Investors such as Endowments, Casualty Insurers, Pension Funds Institutions with 401(k) clients Tailored protection Fidelity, Vanguard, Schwab Entities under Shari’ah Law Sovereign Wealth Funds Potential Issuers Money Managers Other Professional Organizations Auditors (WSJ, Mar 12th 2007 pg A8), lawyers, software firms, consultants: firms with few assets but high margins, Co-operatives Private Firms, LBOs, Insurance Cos (AIG), Airlines Firms under Shari’ah law Firms financing stock repurchase programs Chevron – Market Value / Sales = 1. So, 0.75% of sales redeems 10%+ of equity: - Self-liquidating equity 1/3rd of listed firms have a Market Value / Sales ratio =< 1.0 Inflation Alphas Cohn, Polk, Vuolteenaho: NBER Working Paper 11018 2005 Plus term-structure steepness Issuer Games Move sales to out years Indenture statement & IRS rules Concentrate on profitability Indenture statement as to use of funds Buy less profitable firms? Over-estimate sales growth of acquisitions (Under-estimate sales growth of a division sold) Statement “…these are the material facts as we know them…” plus fair value opinion Problems Mitigated: - Corporate Debt Mitigation: Saddles Issuer with Fixed Costs Exposes Investor to the risks of Inflation Certificates offer self adjusting cost Portfolios of Certificates allow tailored coverage Illiquid Secondary Market Duration changes, need to trade or ladder: like bonds Speculators attracted by sales volatility Low Underwriter Fees Premium product Summary Modigliani-Miller still holds Risks are reallocated more appropriately Premium product, broader appeal New asset class, new types of issuers Helps to complete the market Liquidity: More transparent; trades on revenue prospects, higher probability of informed participation The unfamiliar need not be implausible…