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Dear Members,
 
Welcome to the June 2010 edition of our newsletter.
 
We have many new members, and several interesting questions. Most of them are pretty young. Just for them, today we will remember an interesting paper: "Hedge Funds, Leverage, and the Lessons of Long-Term Capital Management". Report of The President’s Working Group on Financial Markets, April 1999

HEDGE FUNDS
A. General Description

The term
“hedge fund” is commonly used to describe a variety of different types of investment vehicles that share some similar characteristics.
 
Although it is not statutorily defined, the term encompasses any pooled investment vehicle that is privately organized, administered by professional investment managers, and not widely available to the public.
 
The primary investors in hedge funds are wealthy individuals and institutional investors.
 
In addition, hedge fund managers frequently have a stake in the funds they manage.
 
Entities classified as hedge funds are commonly organized as limited partnerships or limited liability companies, and in many cases are domiciled outside the United States.

Hedge funds are not a recent invention, as the founding of the first hedge fund is conventionally
dated to 1949.
 
A 1968 survey by the Securities and Exchange Commission (“SEC”) identified 140 funds operating at that time.
 
During the last two decades, however, the hedge fund industry has grown substantially.
 
Although it is difficult to estimate precisely the size of the industry, a number of estimates indicate that as of mid-1998 there were between 2,500 and 3,500 hedge funds managing between $200 billion and $300 billion in capital, with approximately $800 billion to $1 trillion in total assets.
 
Collectively, hedge funds remain relatively small when compared to other sectors of the U.S. financial markets.
 
At the end of 1998, for instance, commercial banks had $4.1 trillion in total assets; mutual funds had assets of approximately $5 trillion; private pension funds had $4.3 trillion; state and local retirement funds had $2.3 trillion;
and insurance companies had assets of $3.7 trillion.

With $200 - $300 billion spread among approximately 3,000 hedge funds, most hedge funds are relatively small, with the vast majority controlling less than $100 million in invested capital.
 
In fact, according to commodity pool operator (“CPO”) filings with the CFTC, there are perhaps only a few dozen hedge funds today that have a capital base larger than $1 billion, and only a small handful that exceed $5 billion.
 
The very largest hedge funds have less than $12 billion in investor capital, although some “families” of funds have greater stakes.
 
Although individually and as an industry, hedge funds represent a relatively small segment of the market, their impact is greatly magnified by their highly active trading strategies and by the leverage obtained through their use of repurchase agreements and derivative contracts.

Apart from size,
hedge funds differ in other important ways from alternative types of investment vehicles.
 
Hedge funds are able to sell securities short and to buy securities on leverage.
 
While this activity is not unique to hedge funds, hedge funds often use leverage aggressively.
 
Hedge funds also charge advisory fees based on performance, and they tend to pursue short-term investment strategies.

In general, active market participants such as hedge funds
can provide benefits to financial markets by enhancing liquidity and efficiency.
 
Additionally, they can play a role in financial innovation and the reallocation of financial risk.
 
However, some hedge funds, like other large highly leveraged financial institutions, also have the potential to disrupt the functioning of financial markets.
 
Indeed, some observers have asserted that hedge funds are responsible for large and sometimes disruptive market movements in vulnerable economies.
 
According to several comprehensive analyses of the issue, however, hedge funds do not appear to have played a
significant role in precipitating the financial market crises of the past few years.
 
Further study of this issue will be undertaken by the Financial Stability Forum, recently established by the G-7.

There is
no single market strategy or approach pursued by hedge funds as a group.

Rather, hedge funds exhibit a wide variety of investment styles, some of which use highly quantitative techniques while others employ more subjective factors.
 
Researchers and other industry observers therefore often classify hedge funds according to the main investment strategy
practiced by the funds’ management.
 
Global-macro funds, for instance, take positions based on their forecasts of global macroeconomic developments, while event-driven funds invest in specific securities related to such events as bankruptcies, reorganizations, and mergers.
 
A relatively small set of market-neutral hedge funds employ relative-value strategies seeking to profit by taking
offsetting positions in two assets whose price relationships are expected to move in a direction favorable to these offsetting positions.

Hedge funds are also
diverse in their use of different types of financial instruments.
 
Many hedge funds trade equity or fixed income securities, taking either long or short positions, or sometimes both simultaneously.
 
A large number of funds also use exchange-traded futures contracts or over-the-counter (“OTC”) derivatives, to hedge their portfolios, to exploit market inefficiencies, or to take outright positions. Still others are active participants in foreign exchange markets.
 
In general, hedge funds are more active users of derivatives and of short positions than are mutual funds or many other classes of asset managers. In this respect, the trading activities of hedge funds are similar to those undertaken by the proprietary trading areas of large commercial and investment banks.

Hedge funds that conform to certain requirements are
eligible for various exemptions from federal securities laws.
 
In particular, unlike mutual funds, hedge funds are exempt from SEC reporting requirements, as well as from regulatory restrictions on leverage or trading strategies.

They also
face fewer limitations on the structure and size of fees they may charge.
 
The sponsors of hedge funds that trade on organized futures exchanges and that have U.S. investors, however,
are typically required to register with the CFTC as a CPO. Registered CPOs are subject to periodic reporting, recordkeeping, and disclosure requirements.

To avoid the registration and reporting requirements of the federal securities laws,
hedge funds generally do not raise funds via public offerings of their securities, advertise broadly, or engage in general solicitation.
 
Hedge funds also typically have either no more than 100 beneficial owners or require their investors to meet rigid minimum size requirements.

Recent studies of hedge fund performance have generally found that hedge funds as a group offer greater return, yet greater risk, than investment benchmarks such as Standard and Poor’s S&P 500 stock index.
 
Not surprisingly, particular classes of hedge funds have at times outperformed benchmark measures on a risk-adjusted basis, while other classes have at times underperformed.
 
Importantly, the performance of many hedge funds historically has not been highly correlated with overall market performance, thus accounting for their inclusion in the portfolios of wealthy individuals and institutional investors who seek a broad diversification of their investments.

B. Trading Practices

Hedge funds are
only one example of a collection of institutions that actively trade securities and derivative instruments.
 
An assessment of the public policy issues posed by hedge funds might therefore benefit from a consideration of hedge funds in the broader context of trading activity.
 
In today’s economy, the markets for traded securities are performing an increasingly important role in the intermediation of credit.
 
Among the wide range of institutions participating in this trading activity are hedge funds, trading desks of banks, securities firms and insurance companies, mutual funds, and other managed funds.
 
Some of these institutions engage in trading activity more intensively than others.

The diverse collection of institutions, including hedge funds, that engage in trading activity can be characterized by similarities in their use of mark-to-market discipline, leverage, and active trading.

Mark-to-market

Mark-to-market practices, the discipline of periodically v
aluing positions at current market prices, may be imposed through external accounting or regulatory requirements, or through internal risk management practices.
 
In addition, mark-to-market practices may be imposed through counterparties’ valuation of trading exposures and collateral.
 
This discipline is useful for preventing the concealment of losses and for encouraging the timely resolution of problems.
While they may not necessarily be required to do so, hedge funds generally practice this discipline.
The use of mark-to-market valuation for managing collateral and variation margin to mitigate credit risk can impose cash flow and liquidity strains on a trading entity.
 
Such liquidity and cash flow problems can be particularly severe for a highly leveraged trading vehicle, especially
during episodes of extreme price volatility when mark-to-market driven collateral and margin calls can impose a very short time frame for resolving liquidity problems.

Leverage

Leverage allows hedge funds to magnify their exposures and, as a direct consequence, magnify their risks.
 
The term leverage can be defined in balance-sheet terms, in which case it refers to the ratio of assets to net worth.
 
Alternatively, leverage can be defined in terms of risk, in which case it is a measure of economic risk relative to capital.
 
Hedge funds obtain economic leverage in various ways, such as through the use of repurchase agreements, short positions, and derivative contracts.
 
At times, the choice of investment is influenced by the availability of leverage.
 
Beyond a trading institution’s risk appetite, both balance-sheet and economic leverage may be constrained in some cases by initial margin and collateral at the transaction level, and also by trading and credit limits imposed by trading counterparties.
 
For some types of financial institutions, regulatory capital requirements may constrain leverage, although this limitation does not apply to hedge funds.
 
Hedge funds are limited in their use of leverage only by the willingness of their creditors and counterparties to provide such leverage.

Hedge funds vary greatly in their use of leverage.
 
Nevertheless, compared with other trading institutions, hedge funds’ use of leverage, combined with any structured or illiquid positions whose full value cannot be realized in a quick sale, can potentially make them somewhat fragile institutions that are vulnerable to liquidity shocks.
 
While trading desks of banks and securities firms may take positions similar to hedge funds’ investments, these organizations and their parent firms often have both liquidity sources and independent streams of income from other
activities that can offset the riskiness of their positions.

Like banks and securities firms, but
unlike most mutual funds, hedge funds lever their capital bases to increase their total asset holdings by a multiple of the amount of capital invested in the funds.
 
CPO reports, however, suggest that the significant majority of reporting hedge funds have balance-sheet leverage ratios (total assets to capital) of less than 2-to-1.
 
There are, of course, important exceptions.
 
According to September 1998 CPO filings, at least ten hedge funds with capital exceeding $100 million leveraged their capital more than ten times.
 
At the extreme, the most leveraged hedge funds in this group levered their capital more than thirty times.

Active trading

Active trading, which is typical of hedge funds, is a practice in which
investment positions are changed with high frequency. Such trading may be conducted to maintain a desired riskreturn profile as market prices fluctuate, or it may be conducted to attempt to profit from shortterm changes in prices.
 
While turnover in hedge funds’ portfolios differs widely, the typical hedge fund’s use of active trading strategies is closer to that of financial intermediaries’ proprietary trading desks than to a mutual fund or pension fund.

Active trading strategies r
ely on market liquidity and access to credit to meet funding needs.
 
However, an entity’s ability to trade actively can diminish either because creditworthiness concerns cause counterparties to cut trading and credit limits or because of a broader disappearance of market liquidity.
 
The inability to execute active trading strategies can lead to unexpectedly large mark-to-market losses as positions that had been thought of as modifiable exposures become longer-term positions.

C. Disclosure and Monitoring

A trading entity is often subject to disclosure and monitoring of its financial condition, and these requirements can serve to limit the trader’s activities.
 
Trading desks of a few major banks and securities firms are constrained by internal risk management functions, by risk-based capital requirements, and by public disclosure of the firms’ overall trading activity.
 
No such limitations apply, however, to hedge funds. In fact, hedge funds are subject to fewer public disclosure
requirements and less monitoring than many other financial institutions.

Disclosures by hedge funds to counterparties and investors are often made using accounting and balance-sheet concepts. While such information includes notional amount and market value of derivatives contracts, the typical accounting statement is still not informative about the risk profile of trading activity (e.g., the nature of the exposures to market risk and credit risk).

D. Counterparty and Credit Relationships

In order for hedge funds to conduct their active trading and to employ leverage, it is necessary for them to enter into business relationships with other entities.
 
This section describes the nature of these relationships.

Credit exposures
Credit exposures between hedge funds and their counterparties arise primarily from trading and lending relationships, such as through derivatives and repurchase agreement (“repo”) transactions.
 
These exposures, which are often reciprocal, are created when changes in market prices cause the replacement values of transactions to rise above their value at inception.
 
Thus, a default of either the hedge fund or the counterparty would cause a loss to the other party because the transactions can only be replaced at the market prices prevailing after default.

The credit exposure of a
typical transaction has two components, the current credit exposure and the potential future exposure.
 
The current credit exposure at a moment in time is the market value of the contract, and represents the replacement cost of the contract if one party to the transaction defaults at that moment.
 
The potential future exposure is an estimate of the possible increase in the contract’s replacement value from the point of view of a particular firm over a specified interval in the future, such as between the time of a potential default and the time
the counterparty is able to replace the contract.

In addition to the credit exposures stemming from trading relationships, further credit exposure may be realized by counterparties when they extend credit to hedge funds through credit lines.
 
Hedge funds can face considerable liquidity risk through mismatched cash flows of assets and liabilities.
 
Revolving lines of credit and broker loans are sometimes used to bridge these mismatches.
 
However, these credit lines often entail high costs, and thus are not typically used for establishing leverage.
 
Hedge funds can achieve economic leverage in their positions more cheaply in other ways, such as through repo and derivatives transactions.

Counterparties manage these exposures through a variety of safeguards including due diligence, disclosure, collateral practices, credit limits, and monitoring.

Due diligence and documentation

Due diligence reviews by extenders of credit to hedge fund customers typically include assessments of:
 
offering circulars or private placement memorandums;
 
partnership agreements;
 
performance history;
 
investment authority;
 
management ability and reputation; capital, including size, growth, investor concentration, and management share of the capital base;
 
risk profile implications of the fund’s investment and trading styles;
 
liquidity, including types of positions and investor withdrawal rules;
 
leverage, including on- and off-balance-sheet leverage, and fit with liquidity of positions;
 
risk management; and front and back office operations.
 
In addition to such reviews, maintaining up-to-date documentation of all outstanding contracts is an important component of credit-risk management.
 
Generally, signed master agreements are required prior to initiation of transactions.
 
In cases where a continuing business relationship has not been established and master agreements have not been signed, “full” confirmations containing many of the provisions found in a master agreement are used.
 
Master agreements usually include standard ISDA (International Swaps and Derivatives Association) and IFEMA (International Foreign Exchange Master Agreement) default clauses, supplemented with additional termination events covering the dissolution or liquidation of the fund, the resignation of the fund’s general partner or principals, or decreases in net asset values beyond a certain threshold.
 
THE LTCM EPISODE
A. Background

Long-Term Capital Management, L.P. (“LTCM”)
was founded in early 1994.
 
Although LTCM itself is a Delaware limited partnership with its main offices in Connecticut, the fund that it operates, Long-Term Capital Portfolio, L.P., (“the LTCM Fund,” or “the Fund”) is a Cayman Islands partnership.
 
The LTCM Fund was the investment vehicle for a number of feeder funds, which were structured to meet the tax, regulatory, or accounting concerns of different classes of investors from different countries.
 
LTCM sought to profit from a variety of trading strategies, including convergence trades and dynamic hedging.
 
Convergence trading (also sometimes known as relative value arbitrage) refers to the practice of taking
offsetting positions in two related securities in the hopes that the price gap between the two securities will move in
a favorable direction.
 
In some cases, there is an underlying reason why the favorable relative price changes are thought to be inevitable, while in others the trade is more purely speculative.
 
Dynamic hedging refers to the practice of managing nonlinear price risk exposure (i.e., from options) through active rebalancing of underlying positions, rather than by arranging offsetting hedges directly.
 
LTCM’s principals included individuals with substantial reputations in the financial markets and especially in the economic theory of financial markets.
 
From its inception, LTCM had a prominent position in the community of hedge funds, both because of the reputation of its principals, and also because of its large initial capital stake.
 
The LTCM Fund produced returns, net of fees, of approximately 40 percent in 1995 and 1996, and slightly less than 20 percent in 1997.
 
At the end of 1997, LTCM returned approximately $2.7 billion in capital to its investors, reducing the capital base of the fund by about 36 percent to $4.8 billion.
 
Despite this reduction in its capital base, however, the hedge fund apparently did not reduce the scale of its investment positions.
 
Put another way, the managers of the Fund decided to increase its balance-sheet leverage by reducing its capital base rather than by increasing its positions.

Approximately
80 percent of the LTCM Fund’s balance-sheet positions were in government bonds of the G-7 countries (viz., the United States, Canada, France, Germany, Italy, Japan, and the United Kingdom). Nevertheless, the Fund was active in many other markets, including securities markets, exchange-traded futures, and OTC derivatives.
 
Its activity was also geographically diverse, encompassing markets in North America, Europe, and Asia.
 
Specifically:

• The LTCM Fund
participated in government bond markets, mortgage-backed securities markets, corporate bond markets, emerging bond markets, and equity markets.
 
The LTCM Fund held long and short positions in these markets, and supported these positions in many cases through repo and reverse repo agreements and securities lending agreements with a large number of other market participants.

• The LTCM Fund t
ook on futures positions at about a dozen major futures exchanges worldwide, including some very sizable positions.
 
These were primarily concentrated in two areas — interest rate (including bond) futures and equity index futures.

• The LTCM Fund engaged in
OTC derivatives contracts with several dozen counterparties.
 
These positions included swap, forward, and option contracts, and were predominantly focused on interest rates and equity markets.

• The LTCM Fund
participated in the foreign exchange markets to support its activities in multiple national markets.
 
Although the Fund sometimes held open foreign exchange positions, it was not substantially engaged in efforts to profit
from foreign exchange fluctuations.

• The LTCM Fund’s
involvement in the markets for physical commodities, if any, was negligible.

Overall, the distinguishing features of the LTCM Fund were the scale of its activities, the large size of its positions in certain markets, and the extent of its leverage, both in terms of balance-sheet measures and on the basis of more meaningful measures of risk exposure in relation to capital.
 
The Fund reportedly had over 60,000 trades on its books, including long securities positions of over $50 billion and short positions of an equivalent magnitude.
 
At the end of August, 1998, the gross notional amounts of the Fund’s contracts on futures exchanges exceeded $500 billion, swaps contracts more than $750 billion, and options and other OTC derivatives over $150 billion.

Moreover, the Fund held large relative positions in several markets, such as in U.S. and foreign futures exchanges.
 
For example, a number of the Fund’s futures positions represented more than five percent of open interest, and in a few cases, well above ten percent.
 
Relative to daily turnover in those markets, the scale of the fund’s positions were even larger.
 
In addition, the LTCM Fund also held very significant positions in specific securities.

With regard to leverage, the LTCM Fund’s balance sheet on August 31, 1998, included
over $125 billion in assets.
 
Even using the January 1, 1998, equity capital figure of $4.8 billion, this level of assets still implies a balance-sheet leverage ratio of more than 25-to-1.
 
The extent of this leverage implies a great deal of risk.
 
Although exact comparisons are difficult, it is likely that the LTCM Fund’s exposure to certain market risks was several times greater than that of the trading portfolios typically held by major dealer firms.

The
LTCM Fund’s size and leverage, as well as the trading strategies that it utilized, made it vulnerable to the extraordinary financial market conditions that emerged following Russia’s devaluation of the ruble and declaration of a debt moratorium on August 17 of last year.
 
Russia’s actions sparked a “flight to quality” in which investors avoided risk and sought out liquidity.
 
As a result, risk spreads and liquidity premiums rose sharply in markets around the world.
 
The size, persistence, and pervasiveness of the widening of risk spreads confounded the risk management models employed by LTCM and other participants.
 
Both LTCM and other market participants suffered losses in individual markets that greatly exceeded what conventional risk models, estimated during more stable periods, suggested were probable.
 
Moreover, the simultaneous shocks to many markets confounded expectations of relatively low correlations between market prices and revealed that global trading portfolios like LTCM’s were less well diversified than assumed.
 
Finally, the “flight to quality” resulted in a substantial reduction in the liquidity of many markets, which, contrary to the assumptions implicit in their models, made it difficult to reduce exposures quickly without incurring further losses.
B. LTCM’s Near Failure

On July 31, 1998, the
LTCM Fund held $4.1 billion in capital, down about fifteen percent from the beginning of the year.
 
During the single month of August, the LTCM Fund suffered additional losses of $1.8 billion, bringing the loss of equity for the year to over fifty percent.
 
The Fund’s capital base was now $2.3 billion, and LTCM reported to investors that it was seeking an injection of capital.
During the first two weeks of September 1998, concern about LTCM was a major topic of conversation in the financial markets.
 
The LTCM Fund suffered substantial further losses and found it difficult to reduce its positions because of the large size of those positions.
 
In addition, as its condition deteriorated, previously flexible credit arrangements became more rigid and the daily mark-to-market valuations for collateral calls by counterparties became more contentious.

These factors added to the liquidity pressures facing LTCM.

By Friday, September 18, these liquidity pressures, together with continuing declines in the Fund’s capital, were causing serious concerns among the Fund’s principals about the ability of the Fund to continue meeting its cash flow obligations in the event of further shocks to its market value.
 
As LTCM’s efforts to raise new capital remained unsuccessful, its condition was also a source of major concern to numerous market participants.
 
These market participants were concerned about the possibility that LTCM could abruptly collapse in the very near term and about the consequences that such a collapse might have on what already were extremely fragile world markets.

By
September 21, the LTCM Fund’s liquidity situation was bleak. Bear Stearns, LTCM’s prime brokerage firm, had required LTCM to collateralize potential settlement exposures, reducing the fund’s overall liquidity resources.
 
LTCM’s repo and OTC derivatives counterparties were seeking as much collateral as possible through the daily margining process, in many cases by seeking to apply possible liquidation values to mark-to-market valuations.
 
The cash-flow strains were raising the risk that the LTCM Fund would be unable to meet payments due at the end of
September.
 
Moreover, in the absence of additional injections of liquidity, further unfavorable market movements could have led to a default as soon as Wednesday, September 23.
 
Thus, a very short period of time remained for the participants to explore resolution alternatives.
 
While LTCM’s plight had been known to some market participants to varying degrees, no one had as yet stepped forward to offer an alternative that would avoid a default.

The primary trading counterparties and creditors to the LTCM Fund were themselves the firms most exposed in a default scenario.
 
These firms had played an important role in allowing LTCM to build up such large positions.
 
The self-interest of these firms was to find an alternative resolution that cost less than they could expect to lose in the event of default.

On Tuesday, September 22, a Core Group of four of the most concerned counterparties began seriously exploring the possibility of mutually beneficial alternatives to default.
 
The main alternative the Core Group focused on came to be known as the consortium approach and involved the recapitalization of the LTCM Fund through mutual investments by its major counterparties in a recently set up feeder fund and a relatively small investment in a newly set up limited liability company which became a new general partner of the LTCM Fund.
 
Under this approach, the stake of the original owners would be written down to 10 percent and the consortium would acquire the remaining 90 percent ownership share, as well as operational control of LTCM.

Following lengthy discussions in the afternoon and evening of September 23, fourteen firms agreed to participate in the consortium. The Federal Reserve Bank of New York provided the facilities for these discussions and encouraged the firms involved to seek the least disruptive solution that they believed was in their own collective self-interest.
 
The agreement was reached
 
This alternative offer is described more fully by William J. McDonough, President of the Federal Reserve Bank of New York, in his statement and subsequent testimony before the House Committee on Banking and Financial Services, during its October 1, 1998, hearing on hedge fund operations.

The agreement followed the unraveling of a last minute alternative resolution which was presented to LTCM late in the morning of September 23.
 
Another investor group had offered to purchase LTCM’s portfolio, and at that time, all discussions related to the consortium approach were suspended.
 
The consortium discussions reconvened only after it became clear that this alternative would not take place.

The firms participating in the consortium invested about $3.6 billion in new equity in the fund, and in return received a 90 percent equity stake in LTCM’s portfolio along with operational control.
 
The responsibility and burden of resolving LTCM’s difficulties remained with the counterparties that had allowed the hedge fund to build up its positions in the first place.
 
The principals and investors in LTCM suffered very substantial losses on their equity stakes in the fund when their claim was reduced to ten percent.


Dear members,
 
Thank you for reading our newsletter.

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George Lekatis
President of the International Association of Hedge Funds Professionals (IAHFP)
General Manager, Compliance LLC
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