Chap 11 - Other Real Assets Flashcards

1
Q

In theory, the correlations between the returns of firms and price changes for their associated goods are driven by three primary factors: the price elasticity of the demand for the good, the price elasticity of the supply of the good, and the extent to which an operating firm is exposed to or has hedged changes in its profits.

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2
Q

There are sound economic reasons to believe that the market prices of firms that provide goods and services related to the extraction and processing of natural resources should be substantially correlated with the prices of the natural resources themselves or the commodities that emanate from the processing. The reasoning is that a dramatic rise in the price of a commodity, such as a metal or an agricultural product, indicates that demand vastly exceeded supply at the previous price. The relatively high demand for a commodity should generally coincide with increased demand for the services of firms that process those commodities.

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But in reality, the firms don’t perform as the commodities. For example, from 2002 to 2012, the price of gold sixfolded (x6) but gold mining firms only tripled. Also, commodities help investors to hedge and protect their portfolios in times of panic, while firms opreating commodities have similar returns to the market in the same periods. Thus, in the short run, it appears that the publicly traded firms related to gold production are driven more by the volatility of the equity markets than by the volatility of gold prices.

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3
Q

The oil and gas sector is divided into upstream, midstream, and downstream operations. What are they ?

A

Upstream operations focus on exploration and production; midstream operations focus on storing and transporting the oil and gas; and downstream operations focus on refining, distributing, and marketing the oil and gas. Midstream operations and
midstream MLPs—the largest of the three segments—process, store, and transport energy and tend to have little or no commodity price risk.

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4
Q

What are the three types of major U.S. business entities ?

A

Taxable corporations (C corporations), tax-exempt corporations (investment companies), and limited partnerships.

Investors in the equity of traditional operating corporations (C corp) in the United States experience double taxation. Double taxation is the application of income taxes twice: taxation of profits at the corporate income tax level and taxation of distributions at the individual income tax level.

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5
Q

Limited partnerships in general and MLPs in particular are not directly subject to income taxes at the partnership level. The revenues, expenses, and profits of the partnerships flow directly through the partnerships and into the tax forms of the partners. The limited partners are subject to tax on profits that flow from the partnership, whether or not the profits are distributed to them. So to avoid paying corporate income taxes they distribute almost all of their profits to the corporation’s shareholders

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These benefits manifest themselves in the ability of limited investors to enjoy large tax-free distributions, because it is income that is taxed, not distributions. Many of the large distributions from MLPs are sheltered in the short run as return of capital due to generous rules regarding the expensing of costs. Return of capital distributions are tax-free when received. Distributions that represent return of capital serve to lower the tax basis of the MLP investment to the investor.

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6
Q

What are the 7 primary characteristics of Investable infrastructure ?

A

Investable infrastructure is typically differentiated from other assets with seven primary characteristics:
(1) public use, (2) monopolistic power, (3) government related, (4) essential, (5) cash generating, (6) conducive to privatization of control, and (7) capital intensive with long-term horizons

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7
Q

Investable infrastructure can originate as a new, yet-to-be-constructed project, referred to as a greenfield project, that was designed to be investable. Investable infrastructure can also be an existing project, or brownfield project, that has a history of operations and may have converted from a government asset into something privately investable. New projects may be funded by private capital rather than through government control and financing in order to promote efficiency and enable construction without straining government resources. Existing projects are converted to investable infrastructure primarily to raise capital for government and to earn cash flow for private investors.

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8
Q

What is The critical property of infrastructure ?

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The critical property of infrastructure (i.e., the most important distinction between investable infrastructure and traditional investments) is in the nature of the revenues, with investable infrastructure generating a cash flow stream in a monopolistic environment rather than in a competitive environment. An investment in infrastructure generally relies on the purchase or long-term lease of a facility that generates stable cash flows, ideally growing with the rate of inflation.

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9
Q

What is Economic infrastructure ?

A

Economic infrastructure assets are assets with economic value that is driven by the revenue they generate, typically with end users paying for the services provided by these assets.

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10
Q

What are Social infrastructure ?

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Social infrastructure assets are assets that have end users who are unable to pay for the services or that are used in such a way that it is difficult to determine how many services were used by each person; examples include schools, public roads, prisons, administrative offices, and other government buildings.

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11
Q

What is privatization ?

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Many existing infrastructure assets were built with public funds and then sold into the private sector. When a governmental entity sells a public asset to a private operator, this is termed privatization.

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12
Q

What is a public-private partnership (PPP) ?

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A public-private partnership (PPP) is a collaboration between public bodies, governments, and the private sector that occurs when a private-sector party is retained to design, build, operate, or maintain a public building (e.g., a hospital), for a lease payment with a finite time. Popular are leases or concessions wherein the government leases an asset to a private operator for 20 to 99 years, with the full equity interest in the facility reverting to public ownership at the end of the concession term.

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13
Q

Private-sector participation in economic infrastructure relies on a government that is content with essential assets being operated by the private sector, which charges citizens for its services (often within a regulated pricing structure). It also relies on customers’ propensity to pay.

Private investment in social infrastructure depends both on the government’s ability to pay the private sector for the service and on the government’s political support for the PPP.

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14
Q

What is Regulated pricing ?

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Regulated pricing occurs in most countries and the pricing for goods and services deemed essential is largely determined by price changes that must be approved by public entities and are most common in the energy sector. There is a growing trend toward unregulated pricing of certain infrastructure investments in mature countries.

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15
Q

What is Regulatory risk ?

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Regulatory risk is the economic dispersion to an investor from uncertainty regarding governmental regulatory actions and includes uncertain regulation regarding the initiation of a project or its operation.

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16
Q

What is Political infrastructure ?

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Political infrastructure risk includes regulatory risk and nonregulatory risks, such as the risk of expropriation. In developing countries, political infrastructure risk is a key consideration given the essential nature of the assets to the local economy, the long life of the assets, and the fact that they cannot be moved, making them vulnerable to expropriation. To mitigate this risk, many investors target only developed countries or developing countries with robust legal frameworks.

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17
Q

How is the greenfield phase ?

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The greenfield phase covers the initial stages of infrastructure, from (1) building and development (including the design), to (2) the construction of the project itself, and (3) the project’s ramp-up period (i.e., its start-up). By their nature, infrastructure assets tend to involve major construction work, in which risk can be quite high. The greenfield phase of a project contains many risks. The phase can be long and complex, requiring the coordination of many participants.

18
Q

How is the brownfield phase ?

A

The brownfield phase involves operations and takes place when assets are already constructed. Assets in the operating phase have a history of operations that provides good visibility into revenue, usage rates, and operating costs. This phase is less risky.

19
Q

Infrastructure investments can be accessed indirectly through a number of vehicles: listed stocks, listed funds, open-end funds, and closed-end unlisted funds. Open-end funds permit further investment or withdrawal of funds by investors, whereas closedend funds have a fixed size.

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20
Q

What are Closed-end infrastructure funds ?

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Closed-end infrastructure funds are typically structured like private equity funds, have a life of typically 10 to 15 years, and draw down investor capital commitments over a stated investment period of four to five years. Management fees typically range from 1% to 2% annually, in addition to carried interest of 10% to 20% over a preferred return of 8% paid at the exit of the fund or liquidation of specific investments.

21
Q

What are Unlisted open-end funds ( evergreen funds ) ?

A

Unlisted open-end funds, also called evergreen funds, allow investors to subscribe to or redeem from these funds on a regular basis. This provision of liquidity works only when investor redemption demands match the underlying liquidity of the fund’s assets.

Should the demand of investors to redeem exceed these resources, gates may form. Gates are fund restrictions on investor withdrawals. Infrastructure funds may erect gates, especially during difficult markets, requiring that investor shares be redeemed over time rather than on an as-requested basis.

22
Q

What are the 12 fundamental drivers of infrastructure performance (and risk) ?

A

1- Inelastic demand : The indispensable nature of most infrastructure

2- Monopolistic market positions: More often than not, infrastructure assets and businesses are natural monopolies, with high barriers to entry.

3- Regulated entities : Given the monopolistic nature of such infrastructure assets, governments (or government-sponsored agencies) often regulate their activities and pricing to preclude undue monopolistic practices and extra-market returns at the expense of the consumer. Under the right management, regulated assets may be particularly attractive investments because price regulation mitigates downside risk if costs increase. This is because prices will be allowed to increase to maintain the target return rate.

4- Capital-intensive setup, low operating costs : (e.g., airports, bridges, and tunnels), once established, relatively low operating costs. This provides for strong operating margins. This attribute, combined with long projected service lives, can support high levels of leverage.

5- Low volatility of operating cash flows

6- Resilience to economic downturns : Due to their essential role in the economy, infrastructure businesses, once operational, are less likely to suffer from a significant permanent decline in demand, traffic, or patronage than are businesses in other industries. (Except if they have too much leverage)

7- Technology risk : Many infrastructure assets are less exposed to technology obsolescence risk. However, for greenfield infrastructure that is reliant on technology (e.g., power generation), it is important to ensure that the technology used is proven or that the risk of technology failure is otherwise mitigated.

8- Long-term horizons : Infrastructure assets have long and useful economic lives (often over 50 years).

9- Inflation-indexed cash flows

10- Stable yield : A consequence of the low operating costs and stable revenues is the ability of mature infrastructure businesses to support relatively high dividend yields and moderate capital appreciatiion.

11- Low correlation with other asset classes : Valuation may be appraisal-based, which leads to smoothed returns. When returns are smoothed, their volatilities are artificially reduced and their correlations with traditional asset classes are moved toward zero. Also, they are regulated and have inelastic demand (steady CF).

12- Potentially low total and idiosyncratic risks

23
Q

From an alternative investment perspective, infrastructure assets exhibit different risk-return profiles from other private investments; they can be a source of alpha as well as a valuable diversification tool in portfolio construction. They provide exposure through both illiquid long-term private vehicles and liquid publicly traded funds.

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A CFA Institute paper estimates that 34% of investors consider infrastructure as part of their private equity allocation, 16% place it in the real estate or real assets allocation, and 50% consider it a unique asset class. Some investors consider infrastructure as a fixed-income investment due to its high current yield, steady cash flows, and long duration. Infrastructure is similar to real estate and physical assets in terms of generating cash flows.

24
Q

What is an excludable good ?

A

An excludable good is a good others can be prevented from enjoying. Exclusivity distinguishes private goods and private property (e.g., houses) from public goods (e.g., air). Many intangible assets are nonexcludable goods, especially in the long run. For example, everyone benefits from ancient inventions such as the wheel without having to pay its inventor. But some intangible assets are naturally excludable (e.g., reputation) or are protected by law (e.g., patents, trademarks, and copyrights).

25
Q

What are Intangible assets ?

A

Intangible assets are excludable, do not have a physical form, are real assets (not financial assets), and can include ideas, technologies, reputations, artistic creations, and so forth.

26
Q

What is Intellectual property (IP) ?

A

Intellectual property (IP) is an intangible asset that is a creation of the human mind and that is excludable, such as copyrighted artwork.

27
Q

What is Unbundled intellectual property ?

A

Unbundled intellectual property is IP that may be owned or traded on a standalone basis. EX: patent portfolios, film copyrights, art, music or other media, research and development (R&D), and brands.

28
Q

What is mature intellectual proprety ?

A

Mature intellectual property is IP that has developed and established a reliable usefulness and will have a more certain valuation and a more clear ability to generate licensing, royalty, or other income associated with its use.

29
Q

Intellectual property generally diminishes in value through time, as its productive advantages are displaced by new creativity or its excludability wanes (e.g., patents expire). However, some IP offers substantial capital accumulation through time. Clearly, many instances of artwork and brand names have exhibited substantial long-term growth in value.

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29
Q

What are The 6 general characteristics of real assets that are each used to ascertain the extent to which IP fits the investment classification of being a real alternative asset ?

A

1- Low operating risk : Ex: Investing in proven and established intellectual property (such as established pharmaceutical technology)

2- Positive correlation with inflation: However, Martin (2010) notes that there is no definitive evidence on the correlation of intellectual property assets and inflation. Nevertheless, this lack of certainty also pertains to certain other assets that have been classified as real, such as real estate.

3- Preserving value in periods of macroeconomic instability : In general, excluding some industries such as technology and biotech, intellectual property products have low beta to the overall market.

4- Benefits from the scarcity of inputs in sectors like energy, manufacturing, and
agriculture : IP assets have been established as not possessing this characteristic and, therefore, do not conform to this traditional characteristic of real assets.

5- Are essential parts of economic infrastructure : In the calculation of GDP, long-lived intellectual property products are considered a significant part of the U.S. GDP and therefore are likely an essential part of an economy’s infrastructure.

6- Offers long-term risk and return properties suitable for supporting funding with long-term liabilities : The focus on intellectual property products with low operating risk, ready transferability or license, and long lives provides a basis for the generation of relatively stable cash flows.

30
Q

What are negative costs in the context of the movie industry ?

A

Negative costs refer not to the sign of the values but to the fact that these are costs required to produce what was, in the predigital era, the film’s negative image. These costs include story rights acquisition; preproduction (script development, set design, casting, crew selection, costume design, location scouting); principal photography and production (compensation of actors, producers, directors, writers, sound stage, wardrobe, set construction); and postproduction (film editing, scoring, titles and credits, dubbing, special effects).

31
Q

What are the 4 types of equities financing for movies ?

A

1- Slate equity financing: In slate equity financing, an outside investor (e.g.,
hedge fund or investment bank) funds a set of films to be produced by a studio.

2- Corporate equity: This is equity fund-raising (private placement or public offering) to fund the activities of a production company.

3- Coproduction: In coproduction, two or more studios partner on a film, sharing the equity costs and, correspondingly, the risks and returns.

4- Miscellaneous third-party equity: Some combination of high-net-worth individuals, institutional investors, and other third-party investors fund costs not covered by other types of financing; this is particularly common for smaller independent films.

32
Q

What are the 3 types of debt financing for movies ?

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1- Senior secured debt: A bank or another financial institution lends funds to a movie studio or producer to finance the production and/or P&A of a film.
Negative pickup deal: A negative pickup deal occurs when a film distributor agrees to purchase a film from a producer for a fixed sum upon delivery of the completed film.
Foreign presales: A foreign presale occurs before the film is made, when the producer sells distribution rights for specific foreign territories for a fixed price; all, or nearly all, of this payment is due upon delivery of the completed film.
Tax credits/grants: The producer receives tax credits (which are salable) or grants (paid in cash) for filming in a specific state or country.

2- Gap financing: Gap financing covers the difference between the production budget and the senior secured debt, which can be collateralized by sales of unsold territories to distributors.

3- Super gap financing/junior debt: Super gap financing is a second level of gap financing, often syndicated, representing the final gap that the senior lender or gap financier does not want to risk.

33
Q

What are the 5key strategies for acquisition of and exit from (monetizing) patent-related IP ?

A
  1. Acquisition and licensing : Acquisition and licensing strategies are generally built around agreements regarding royalty streams.
  2. Enforcement and litigation :
  3. Sale license-back :
  4. Lending strategies :
  5. Sales and pooling :
34
Q

Whar are some of the possible provisions in licensing strategies ?

A

Minimum royalty provision: If the royalties do not hit the contracted amount within a specified commercialization period, the licensor may either terminate the license or make the license nonexclusive.

Field-of-use provision: A licensor may grant an exclusive license for a geo-graphical region or a particular market.

Reservation of rights provision: The grantor may make use of the patent, most often for noncommercial research uses.

Improvement provisions: These are provisions dealing with improvements to the patent whereby a more efficient method is created (but the new method would arguably infringe on the claims of the patent); improvements are a difficult part of the license negotiations, because either the licensor or the licensee may be the originator of the improvement.

Audit/reporting/payment due date obligations: Licensors may want to monitor the licensee’s royalty payments.

Exclusivity responsibilities: Generally, the licensor has (sometimes limited) duties to enforce exclusivity, whereas the licensee has to report infringement cases to the licensor. This varies a great deal from license to license.

35
Q

What is patent sale license-back (SLB) ?

A

The patent sale license-back (SLB) strategy is in use when the patent holder sells one or more patents to a buyer, who then licenses those patents back to the original holder. In doing so, a patent seller is benefiting from the ability to monetize a portion of the intangible assets. The patent buyer then places the patent in a pool of similar technologies for out-licensing to other parties. Often, the patent buyer will participate in the licensing revenue from new licensees. By allowing the patent to be pooled with other patents, the patent owner can benefit from revenue participation generated from the potential synergies of the pooled patents

36
Q

What are the 2 classes of transactions from lending strategies backed by patents ?

A

Depending on the quality of the IP:

  1. Securitization: Lending backed by IP collateral allows separation of the IP owner’s credit risk from the risk of holding the IP through the bankruptcy process.
  2. Mezzanine IP lending: Lending secured by IP collateral usually includes warrants or other upside. Fischer and Ringler (2014) discuss the use of patents as collateral in debt financings and find that actual collateralizations are driven primarily by the direct economic value of the patent rather than by strategic considerations, such as the ability to potentially exclude other parties from using technology in the case of liquidations.
37
Q

Why would patent buyers entered the market ?

A
  1. To purchase patents for operational use.
  2. To purchase patents to use as “trading cards”.
  3. To purchase a patent for strategic use; in this scenario, the purchaser may use the patent for defensive protection in negotiating with patent dealers.

A fourth (and emerging) class of patent buyers is made up of IP asset managers looking to buy patents for monetary exploitation. Patent pooling, in which multiple
owners of related patents agree to jointly license a number of patents to external users.

38
Q

What are the 7 risks of investment in patents ?

A

Illiquidity: IP assets are highly illiquid assets, which often cannot be easily monetized.

Technology/operational risk: For investors buying cash flow streams generated by IP or purchasing debt collateralized by IP, technological risk and operational risk (which may limit the investors’ ability to capitalize on the IP). Cash flows depend on successful operation of the asset.

Obsolescence: If new technology displaces current IP, the asset may be rendered worthless.

Macroeconomic/sector risk

Regulatory risk: IP Represents government-issued rights; impose regulation on
licensing/sales activities.

Legal risk: IP transactions require a thorough understanding of IP law; failure to account for all legal implications of a transaction could result in a loss of IP value.

Expiration risk: A patent’s life is 20 years (with some exceptions for extensions,
primarily in the pharmaceutical space).

39
Q

In the case of film production and distribution, revenue and profitability forecasts are difficult. Generally, film production can be viewed as offering return distributions skewed to the right, similar to venture capital returns. Art provides a long and somewhat plentiful history of transaction data from which estimation of historical risk and return is possible. Art has offered relatively low returns with moderate levels of risk and is subject to high transaction costs. R&D and patents are emerging as stand alone investments, potentially of offering high returns but requiring expertise in evaluation of the underlying assets. However, stand-alone, institutional-quality IP appears to be likely to be an important investable sector, and may eventually offer superior returns to first-movers.

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