Recent Reads
Posted: Thu Jul 02, 2009 10:08 am
I've been trying to catch up on some reading of late and thought I'd pass along a couple of titles I found useful.
The first of these is F.I.A.S.C.O by Frank Partnoy, which tells the story of the author's experience working as a derivatives salesman for Morgan Stanley. MS forgot to get Partnoy to sign a non-disclosure agreement so he's able to be very honest about what he saw there.
Partnoy started out fresh out of law school, selling derivatives for First Boston, got enough experience working on Latin America deals to qualify as an "expert," and from there moved on to MS. He describes the types of deals they would do, starting out with his initial work in Latin America. A lot of this involved financial engineering by which they would magically turn crappy debt into high grade debt by moving bonds into an offshore trust, sticking some Treasury bonds in with them, and paying a fat fee to the ratings boards for the rating they wanted.
Later he moves on to Japanese deals, where the deals they would structure were created basically as vehicles for companies to hide losses on their books for a given fiscal year. He describes a typical deal as such (watch the moving parts):
MS creates a trust account into which it deposits two buckets of U.S. bonds: Bucket A, which consists of bonds with a face value of $70 million and a duration of 30 years; and Bucket B, which consists of bonds with a face value of $30 million and a duration of 30 years.
They then produce a legal opinion utilizing a loophole in Japanese accounting standards, which states that this trust is composed of two pools of bonds, each of which has an average face value of $50 million. MS then issues trust certificates for this trust and sells them to a Japanese company.
A week or so later, the Japanese company withdraws Bucket A from the trust and cancels half the trust certificates. The company then sells those bonds back to MS at face value. Because they have a legal opinion stating that the bucket had an average value of $50 mill and the company sells the bonds for their face value of $70 mill, the company is able to book a profit this year of $20 mill.
What about the loss that will then be taken from Bucket B? Partnoy says the attitude was "Who cares?" That won't happen for thirty years, so A. those losses are now someone else's problem and B. Morgan Stanley's sales guys have already collected the fat fees they collected on the deal and will be long gone. The long and short is that they were committing accouting fraud.
Very eye opening book. Partnoy eventually became disgusted with the biz and retired to teach law. While the book follows his career, first at FB then at MS, he gives a history of derivatives during his overall time in the biz. This includes Bankers Trust getting caught with their traders on recorded calls, joking about how they were ripping their customers off; and Orange County, CA being bankrupted by derivatives deals they got into with Merrill Lynch which involved betting on which way interest rates would go years down the road. Some of this stuff is just literally crazy.
The first of these is F.I.A.S.C.O by Frank Partnoy, which tells the story of the author's experience working as a derivatives salesman for Morgan Stanley. MS forgot to get Partnoy to sign a non-disclosure agreement so he's able to be very honest about what he saw there.
Partnoy started out fresh out of law school, selling derivatives for First Boston, got enough experience working on Latin America deals to qualify as an "expert," and from there moved on to MS. He describes the types of deals they would do, starting out with his initial work in Latin America. A lot of this involved financial engineering by which they would magically turn crappy debt into high grade debt by moving bonds into an offshore trust, sticking some Treasury bonds in with them, and paying a fat fee to the ratings boards for the rating they wanted.
Later he moves on to Japanese deals, where the deals they would structure were created basically as vehicles for companies to hide losses on their books for a given fiscal year. He describes a typical deal as such (watch the moving parts):
MS creates a trust account into which it deposits two buckets of U.S. bonds: Bucket A, which consists of bonds with a face value of $70 million and a duration of 30 years; and Bucket B, which consists of bonds with a face value of $30 million and a duration of 30 years.
They then produce a legal opinion utilizing a loophole in Japanese accounting standards, which states that this trust is composed of two pools of bonds, each of which has an average face value of $50 million. MS then issues trust certificates for this trust and sells them to a Japanese company.
A week or so later, the Japanese company withdraws Bucket A from the trust and cancels half the trust certificates. The company then sells those bonds back to MS at face value. Because they have a legal opinion stating that the bucket had an average value of $50 mill and the company sells the bonds for their face value of $70 mill, the company is able to book a profit this year of $20 mill.
What about the loss that will then be taken from Bucket B? Partnoy says the attitude was "Who cares?" That won't happen for thirty years, so A. those losses are now someone else's problem and B. Morgan Stanley's sales guys have already collected the fat fees they collected on the deal and will be long gone. The long and short is that they were committing accouting fraud.
Very eye opening book. Partnoy eventually became disgusted with the biz and retired to teach law. While the book follows his career, first at FB then at MS, he gives a history of derivatives during his overall time in the biz. This includes Bankers Trust getting caught with their traders on recorded calls, joking about how they were ripping their customers off; and Orange County, CA being bankrupted by derivatives deals they got into with Merrill Lynch which involved betting on which way interest rates would go years down the road. Some of this stuff is just literally crazy.