Citi Keeps it Retail Partner Card Division
Oct/110
This post about Citi’s Retail Partner Card Division originally ran on MarketWatch.com on October 28, 2011.
In Citigroup’s recent earnings release, Citi’s CEO Vikram Pandit announced that the company would move its Retail Partner Cards division from Citi Holdings to Citicorp. This effectively means the company has decided to keep the division as a core business and is no longer trying to exit through a sale.
This is good news for Citigroup shareholders because it is a good strategic and capital allocation decision by management.
Citi’s Retail Partner Cards division’s business has improved, so it makes sense to keep the business. When management placed the division into Citi Holdings in 2009, it was not profitable and credit quality was weak with credit losses over 13%. However, there has been a turnaround in the past two years. According Citi’s third-quarter financial supplement , the division made $476 million pre-tax in the quarter. The division is earning a return on assets (ROA) of 2.7% (assuming 38% tax rate and $41 billion in assets.) If Citi employs 10x leverage, this is a 27% ROE business. Both of the ROA and ROE estimates are significantly higher than the current corporate average.
There was no obvious buyer for the business. Citi is one of the largest players in retail partner credit cards, so it would take another player with a large balance sheet to buy the business. The largest competitors in retail credit cards are GE Capital, JP Morgan and Capital One. Capital One is in the process of buying HSHB’s credit card division, so it couldn’t bid on Citi’s unit. GE has been on record of wanting to reduce the size of GE Capital, so it would be unlikely to pay a premium for the business. JP Morgan was probably unlikely to acquire Citi’s business for a premium. Without an obviously buyer, Citi would probably have had to cut its price to complete a sale.
By keeping the Retail Partner Cards division, Citi will not leak value from a forced sale. By not forcing the sale, Citi will not take a write-down to enable the sale. The exact opposite happened in September 2010 when Citi took a $500 million charge to earnings to complete the sale of Student Loan Corp to Discover and Sallie Mae. I wascritical of the Student Loan sale because I believed Citi could have realized the full value of the student loan business by holding onto that asset. By keeping Retail Partner Cards, Citi is not taking a write-down in order to sell the asset.
Citi will be able to use some of its excess capital by keeping the business. Citi is generating excess capital by winding down Citi Holdings. As assets from Citi Holdings are sold or pay off, the capital used to hold these assets becomes excess capital. Also, Citi is generating excess capital as it realizes portions of its deferred tax asset each quarter as it generates income. I am anticipating that Citi will start to deploy this excess capital by announcing a large stock buyback in March 2012 when the Fed completes updated stress tests for each of the systemically important banks. It is unlikely that the Fed would allow Citi to use all of its excess capital in a stock buyback. By keeping the Retail Partner Cards division, Citi deploys some additional excess capital that would have otherwise been trapped by regulators.
The decision to keep the Retail Partner Cards division signals that regulators are letting management make good strategic decisions. For me, one of the most important aspects of the decision to keep the Retail Partner Cards division is it appears that regulators are taking a balanced approach to Citi’s strategic decisions. They are not ruling with an iron fist and forcing Citi to divest this division because two years ago management earmarked it for sale. New facts have appeared in the form of the business turning around, so management changed their minds about how the business fit with its core operations, and the regulators allowed them to implement the new strategy.
Overall, Citi’s management made the right decision to keep the Retail Partners Cards division. It is good to see Citi make good strategic decisions. This is also a better capital allocation decision. Moving the division back into Citicorp from Citi Holdings also shows good character on the part of management. They were flexible in their thinking when new facts appeared.
This commentary does not constitute individualized investment advice. The opinions offered herein are not personalized recommendations to buy, sell or hold securities.
AUTHOR DISCLOSURE: Long C, JPM, COF
Newcastle Disappointment
Sep/110
Yesterday was a sad day. My investment thesis on one of my favorite stocks blew up. It was Newcastle Investment. I’ve written about the company several times over the past 13 months. It is a commercial mortgage REIT that has come back from death’s door. Newcastle’s business didn’t blow-up. Instead, Newcastle’s management made a strategic shift at the same time as making a very poor capital decision.
Newcastle had been using their cash to repurchase their own CDO notes at attractive discounts. They were also making some new commercial real estate loans at attractive spreads. The stock trades at close to my calculation of its liquidation value and at a discount to my calculation of fair value.
In March, the story was derailed a little when they raised about $120 million in a follow-on offering of common stock. At the time, I thought it was a weird that management wanted to raise capital at what I perceived a discount to its value, but they claimed they had attractive investment opportunities in their CDO notes. Fine, the dilution wasn’t too bad and the capital allocation was consistent with previous capital allocation decisions. The deal was priced at $6.
Monday night with the stock closing at $5.65, Newcastle announced they were going to raise additional capital again. This was frustrating because the stock opened down 9%, so they were going to have to price the offering even lower than $6 to get the offering done. Plus, the number of shares they wanted to issue was higher than in March. In the morning, I held off on selling my shares because I wanted to better understand what they were seeing in terms of investment opportunities that was so compelling to sell additional stock at even lower prices.
What I heard from management was completely disappointing. They are going to use the new capital to purchase mortgage servicing rights on a pool of residential mortgages. This is a complete strategic shift, and it makes no sense for several reasons.
1. No expertise in interest rate risk – Newcastle is a commercial mortgage REIT. It specializes in commercial real estate credit risk. The few residential mortgage assets it holds are credit risk assets. Purchasing MSRs is an interest rate bet. If I want to make this bet, I can own American Capital Agency Corp. (AGNC) whose managers are experts in residential mortgage and interest rate risk. Plus, investing in MSRs has less flexibility than buying IO-strips. MSRs are relatively illiquid and would degrade the quality of NCT’s balance sheet.
2. Issuing stock at these prices takes upside from the existing business away from existing shareholders – Absent this offering, a fair price for NCT right now would be $7.50 with the expectation that it will rise closer to $10 as they recover value from their existing portfolio of commercial mortgage assets and continue to buyback their CDO notes at a discount. It looks like the this offering won’t get done above $5, so the company is selling shares at 33% below where I think it is fair. Plus, they are going to increase the number of shares by 30%, so any upside that comes from the commercial mortgage recovery will be spread over a greater number of shares.
3. Issuing stock at these levels shows the interests of Newcastle shareholders and Fortress have diverged – Newcastle has a third-party management contract with Fortress. Fortress benefits from Newcastle getting larger even if Newcastle shareholders are not better off. NCT hit $8.50 prior to the March offering. Without the March and now September offerings and the dividend announcements, I have no doubt that NCT would be above $8.50.
4. Expect continued dilution – Management makes it clear that this is the beginning of a large ramp into MSR investment. I expect additional share offerings from newcastle because Fortress will see “so many opportunities to put the capital to work” as the banks divest MSRs.
5. Mortgage Servicing is not an attractive business – a) New servicing rules are about to be released that could change the economics of the business. b) It is a commodity business that will be unattractive once MSR prices rise. c) The relationship between Newcastle and the Fortress affiliate that will be performing the actual servicing is undefined. What if the cost of servicing 6,000 delinquent loans costs more than the 6 bps the affiliate is going to be paid? d) Who is going to provide the credit to advance P&I on delinquent loans?
6. Residential REITs trade at lower multiples – NCT management will argue that the MSR purchase is accretive to the dividends. maybe the dividend rate will go from $0.60 to $0.84. This will move the yield on NCT to 17%. AGNC already trades at 19%. Plus, NCT has upside in its potential yield already. How much of the move in the dividend from 60 cents to 84 cents will come from the MSR purchase versus the existing CMBS business?
Maybe buying these MSRs at cheap prices will turn out to be good for Newcastle. It is too big a risk, in too different a business for me to wait around and see. It destroys the great investment story of recovery Newcastle had built from the lows of March 2009 at $0.27 of balance sheet recovery and taking advantage of opportunity in the CMBS market.
You Don’t Want Berkshire to Pay Dividends
May/090
This year Carol Loomis asked the question whether Berkshire should start paying dividends since the stock price hasn’t risen in 5 years. This was in reference to Buffett longstanding quote that he will pay a dividend when he thinks he can’t create at least $1 of market value for each $1 of retained earnings. Jeff Matthews refers to this as a question that Buffett avoided answering in this thought provoking blog post.
My opinion is who cares whether Buffett answered the dividend question. If you are even asking the question, you should sell your Berkshire stock. The reason to own Berkshire is to get access to Buffett’s capital allocation decisions. Based on his well-documented track record and his well-know thought process, most Berkshire investors think Buffett can make better investment decisions and/or has access to better investment opportunities than they do. The last thing Berkshire investors should want is to have Buffett return the cash back to them in a taxable transaction. Then, the investors will have to decide how to allocate the returned cash.
Historically, investors have wanted management teams to pay dividends because they don’t trust management to spend the free cash flow from the business wisely. The business may be not need capital reinvestment, like Coca-Cola, or it may be a business in secular decline where the best thing to do is harvest the cash rather than reinvest. Shareholders of these businesses probably want managements to pay dividends to make sure they don’t destroy value.
Since the main reason to own Berkshire is to get access to Buffett’s capital allocation skills, if an investor wants Berkshire to pay dividends, then they should sell the stock instead because they obviously don’t believe in Buffett’s ability to create value by allocating capital.
There is a scenario where it makes sense for an investor to want Berkshire to pay a dividend. Maybe an investor thinks Buffett destroys value but think Berkshire is so undervalued that they can make a return by owning the stock and getting him to change his dividend policy. I don’t think Berkshire is anywhere close to a valuation level where this would make sense. At $91,500 per share, Berkshire trades at 1.4x tangible book. It would have to trade below tangible book value for this strategy to make sense.
The reason to invest in Berkshire is get access to Buffett’s skills as a capital allocator. If you want him to pay a dividend, you shouldn’t own the stock. You should ignore the 5-year rolling test about whether he adds more $1 of value for each $1 of retained earnings. He is never going to pay a dividend because he’ll never admit that he can’t add value. If he ever does decide to pay a dividend, you won’t want to own Berkshire.
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