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Gary Mishuris, CFA's avatar

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James's avatar

Question 1:

Why does Graham believe that Senior Securities with Speculative Features are typically attractive in form? Do you agree?

Benjamin Graham addresses this directly:

“Such issues must therefore be considered as the most attractive of all in point of form, since they permit the combination of maximum safety with the chance of unlimited appreciation in value. A bond that meets all the requirements of a sound investment and in addition possesses an interesting conversion privilege would undoubtedly constitute a highly desirable purchase. “

My opinion:

This is true, but as with all securities the underlying performance of the company drives the results. A good stock would see the common perform better, a poor one, losses on the bond if it became insolvent. The results are all strongly correlated to the underlying performance.

Question 2:

Graham states that the record of such securities has been unenviable. Why? See if you can do some research about whether that statement has been true in recent times - e.g. the last 20-30 years.

He shows a table of securities and their performance, and in general they were poor with hindsight. The bonds were issued by weaker companies in order to entice reluctant investors attracted by the form, and their weakness gave poor results. The good form of an investment generally does not make up for lack of quality.

In recent times investment has been better than then.

“From 1988 through 2021, the ICE BofA U.S. Convertible Index captured about 80% of the upside and 60% of the downside of the average rolling 12-month returns of the S&P 500, NASDAQ Composite, and Russell 2000 indices.”

This is a nice indicator of their attractive form. The investor gives up a proportion of their profits for a greater preservation of capital in tough times.

Question 3:

What are Graham’s views on the importance of the terms of the speculative features in such securities vs. the prospects of the underlying enterprise? What do you think about this balance?

He thought that the terms had to suit the investors view of the underlying strength of the enterprise. He says “Generally speaking, there should be no middle ground. The investor interested in safety of principal should not abate his requirements in return for a conversion privilege; the speculator should not be attracted to an enterprise of mediocre promise because of the pseudo-security provided by the bond contract.” The terms can be unfavourable and unlikely to lead to a satisfactory profit even if the underlying security is strong, and favourable terms can still lead to poor returns if the underlying securities are weak as happened in his time.

I think that while the terms are the primary driver of the rationale for the investment, the likely performance and strength of the company have to be assessed in the light of those terms.

Question 4:

Find a current security that Graham would classify as a Senior Security with Speculative Features. Would Graham consider it attractive at the current price? Why? Do you? Why?

WisdomTree 4.625% Convertible Senior Notes due 15-Aug-2030

Evaluation as a bond according to Graham using ChatGPT prompt:

Rank Test Ratio Difference from Minimum Certainty Pass/Fail

1 Size – sales ≥ US$0.5 bn ~US$427.7 m (2024) 0.4277 – 0.500 = -0.0723 bn High Fail

2 Normalised pretax profits / interest cost ≥ 4× Pretax (~US$95.4 m) / Interest expense (~US$18.9 m) = ~5.05× 5.05 – 4 = +1.05× High Pass

3 Poorest year profits / interest cost ≥ 3× (Poorest visible year: 2022 pretax ~US$39.95 m) ÷ Interest cost (assume similar ~US$15 m) → ~2.6× 2.6 – 3 = -0.4× Medium Fail

4 Total borrowing / normalised pretax profits < 5× Debt ~US$512 m ÷ Pretax ~US$95.4 m = ~5.37× 5.37 – 5 = +0.37× (worse) High Fail

5 Working capital > total borrowing Current assets minus current liabilities not clearly > debt (data incomplete) Unknown Medium Fail (data gap)

6 Equity value ≥ 75% of total borrowing Equity ~US$~374.9 m as of Sept-24 vs debt US$512 m → ~73%

ChatGPT flubs Question 5 (financial company accounts are different from industrials) but it would also fail. Current assets $318m. Borrowing $633.6m.

By modern standards I think this looks okay, but rating around BB+. 80 basis points premium.

Valuation as an option

Exercisable price $19. Current price $12.56. Various caps make the total upside limited as the company can redeem early if it rises above 130%. Strategy. Wait until it reaches $25 and sell. Gives a 30% capital uplift. In line with Graham’s recommendation.

Underlying performance of the stock is stable to improving.

Would Graham or I think pass it? There are plenty of risks here. I think Graham would fail this on margin of safety grounds. I think on balance it would be worth a small bet. Unfortunately it can only be bought by professional US investors so it will remain theoretical for me.

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