Oh, wait. That’s not a tiger. That’s a raccoon.
Raccoons are everywhere in the investment world. I hate raccoons.
Over the past few days you’ve probably seen an article or two about Bill Hwang and the collapse of Archegos Capital, Hwang’s hedge fund with an estimated $10-15 billion in assets that was levered up more than 5x across multiple prime brokers, and came tumbling down in a “margin call” last Friday. And yes, I’ll explain in a minute why I put that in air quotes.
Almost certainly, the article you saw about Bill Hwang described him as a Tiger Cub and not a raccoon, which is too bad. I’m trying to change that animal association with this note.
Hwang is called a Tiger Cub because, like many other hedge fund luminaries (Chase Coleman, Lee Ainslie, Steve Mandel, Andreas Halvorsen, John Griffin, etc. etc.), he used to work for Julian Robertson’s OG hedge fund, Tiger Management. As the story goes, Hwang was an equity sales guy for Hyundai Securities, where he won an annual cash prize “for charity” that Robertson used to give to the “person outside the firm who contributed the most to the firm’s success”, which led to a job … LOL. This, of course, was in the heady pre-Reg FD days for golden age hedge funds like Tiger and SAC (Stevie Cohen) and Quantum (George Soros), when the line between legal and illegal inside information was, shall we say, a bit more blurry than it is today, and guys like Hwang thrived.
What is Reg FD? Specifically, it’s the 2000-vintage SEC regulation that requires publicly traded companies to eliminate selective disclosure of any information that could be deemed to be material and non-public. More broadly, Reg FD is my shorthand for the enormous efforts that the SEC and the DOJ have undertaken to make guys like Bill Hwang obsolete, even at the very real and very damaging cost of placing all private information in markets and all discretionary alpha generation under regulatory suspicion.
In 2009 the SEC established an Office of Quantitative Research and an Office of Risk Assessment and Interactive Data, and – for operational surveillance – an Office of Analytics and Research within its Trading and Markets Division. In July 2013, the SEC announced the creation of a Center for Risk and Quantitative Analysis, to “provide guidance to the Enforcement Division’s leadership.” Taken together, these offices form the equivalent of the SEC’s version of the CIA. These offices are extremely well funded, draw some really top-notch people from the private sector, and coordinate closely with the FBI. Today’s SEC may not quite be the functional equivalent of the NSA from a data gathering and pattern inference perspective, but it’s nothing to sneeze at, either. And on the traditional surveillance side, the DOJ has been given amazing latitude by the courts of late to pursue widespread wire taps and related private communication intercepts across a wide swath of the financial services industry.
I can’t emphasize strongly enough the importance of these surveillance institutions as a tool in the political effort to transform capital markets into a political utility.
How? By taking sleepy regulatory edicts that were on the books but extremely hard to prosecute – such as the 2003 Global Research Analyst Settlement or, more importantly, Reg FD, originally adopted way back in August, 2000 – and using Big Data and Big Compute to turn them into powerful weapons.
Prior to 2009 it was very difficult for the SEC or FBI to identify any but the most egregious infractions of Reg FD, such as an email leaked by a disgruntled employee or a massive dumping or purchase of a stock. Since 2009, however, the SEC can sift through all of the trading in a company’s stock, look for what they consider to be suspicious patterns – which is by definition idiosyncratic outperformance, i.e., alpha generation – and then work backwards to create a link with, say, a 1-on-1 meeting at a sell-side conference between the company’s CFO and an analyst from the trading firm.
Basically, everything that gave Bill Hwang his “edge” – all of his contacts with corporate management who were willing to whisper in his ear, all of his go-to strategies of piling-in and piling-on with other hedgies – all of that has been in the SEC and DOJ crosshairs since 2009.
Julian Robertson famously broke up the Tiger Management band as the Nasdaq bubble burst in early 2000, and the so-called Tiger Cubs went their separate ways, seeded by Julian and his investors. Hwang set up Tiger Asia, where he had great returns for many years by following the playbook that had worked so well for him in the mothership, and he became a billionaire in his own right. That playbook, however, which was probably a hot steaming mess of collusion and insider trading even before Reg-FD, was certainly a hot steaming mess after Reg-FD, and once the SEC really started to enforce all this in 2009, it was only a matter of time before the feds nailed Hwang to the wall.
That happened in 2012, when the SEC brought criminal charges for insider trading against Tiger Asia and Hwang personally, charges that Hwang et al pleaded guilty to and paid a $60 million fine to resolve. Hwang was sentenced to one year probation. Again … LOL.
Tiger Asia had to be wound down, and like Stevie Cohen did with his similarly implicated (but never criminally convicted) SAC Capital, Hwang turned his hedge fund into a “family office” – Archegos Capital. But within a few years Hwang started taking outside investors and was back in full swing as a hedge fund master of the universe. Just like Stevie did with his “family office”, Point 72. Again … LOL.
Did Hwang learn his lesson and change his raccoon … err, tiger stripes? Okay, this time I’m actually going to laugh out loud. Bwahahahaha!
What Hwang learned was how to avoid getting caught.
With the establishment of Archegos Capital, Hwang stopped owning or shorting stocks directly. Instead, he took his positions in the form of total return swaps and similar instruments with Wall Street banks. A total return swap is a contract with a broker/dealer counterparty where you agree to be on the opposite sides of the economic outcomes of a referenced security (or any referenced data flow that can be mapped against a time series of prices, really). In other words, you don’t buy shares of stock in a company directly. You buy a contract with, say, Goldman Sachs that they will owe you money if the stock goes up (or if the company pays out a dividend or makes some other cash distribution, hence the “total return” moniker here) and you will owe them money if the stock goes down. Or vice versa if you’re short. A total return swap is a pure derivative, a distilled bet on something else going up or down in price, a zero sum game played between Big Boys who know the risks and take them with eyes wide open.
In the days and weeks to come, you’ll hear the usual suspects say that swaps and derivatives are the “problem” here. Pfft. The problem is doing business with convicted criminals like Bill Hwang.
Want my keenest Wall Street observation? Once a raccoon, always a raccoon.
Want my best financial services career advice? Never do business with a raccoon. Never.
Tigers can’t change their stripes. Neither can raccoons.
At some point in your career, maybe more than one point, you’ll be sorely tempted to invest with or partner with a raccoon. Why? Because the money will be really, really good. Because the raccoon will convincingly explain to you that Others took advantage of his “passion” for the deal or the business opportunity in the past, that he’s really a misunderstood bull or bear or tiger, not a thieving raccoon. This will be a lie. It will end up costing you money, and maybe a lot more than that, if you give in to the temptation. Just like it did for the banks that decided to work with Bill Hwang after his 2012 conviction.
It seemed like such a no-brainer. Under almost any conceivable conditions (almost!), market risk on the total return swaps that Hwang was proposing could be hedged more cheaply than the trading fees, structuring fees and net interest margin that these banks charged Archegos, yielding a “risk-free” income stream of millions of dollars per year. Besides, Bill Hwang is such a charming man. Such a family man. Such a godly man. This is a man we can trust!
So here’s how the Archegos scam worked. An investment portfolio based on total return swaps and spread across a lot of prime brokers had two wonderful qualities for a raccoon like Hwang:
- Massive embedded leverage. These swaps are bought on margin, not cash, meaning that Hwang could receive the full economic outcome of a dollar’s worth of stock for posting, say, 15 cents in cash as collateral.
- Zero reporting requirements with regulatory authorities. The only thing that Archegos “owned” are these private derivative contracts with TBTF banks, leaving Hwang free to run the old Tiger Asia playbook of collusion and insider trading without having that pesky SEC tracking his trades.
Laissez les bon temps rouler!
So how did this scam fall apart?
Well, here’s what did NOT go wrong for Hwang. I don’t think Hwang blew up because positions like Viacom and Discovery went horribly south on him. I don’t think he blew up because he got a margin call, as you and I understand the term. Look at all of the positions that are getting liquidated … this portfolio wasn’t down before it got sold out beneath him. To be sure, the last month or two hasn’t been great for the what-me-worry, infinite-duration stocks that Archegos loved to press. But even if he was doubling down on losses in true degenerate gambler style, this isn’t a portfolio that has broken down to a degree that would clearly put your prime brokers into all-out panic mode.
This is a portfolio that needed the sails trimmed, not blown out.
So why did the banks blow it out? I think something else triggered the decision by Goldman Sachs and Morgan Stanley to exercise whatever liquidation provisions they had in their custody and counterparty/credit agreements with Archegos. I think this was a “margin call”, not a margin call.
What can trigger a “margin call”, by which I mean a forced liquidation of positions held at your prime broker even if you’re not in violation of net capital requirements? I can think of two possibilities:
- Goldman Sachs got wind of Archegos borrowing with other prime brokers by pledging the same collateral they pledged to Goldman (let’s call it the Max Bialystock con after the raccoon impresario of The Producers).
- The general counsel’s office at Goldman and Morgan Stanley both got a letter from the Justice Dept. with some … ummm … pointed questions about the trades they were executing on behalf of or in connection with Archegos, an unregistered investment fund with some … ummm … questionable investors.
If I were a betting man (and I am), I’d be prepared to wager a not insubstantial amount of money that both of these for-cause reasons to tear up the ISDA and liquidate the Archegos positions came into play, with the DOJ letter being the spur to the general counsels at Goldman Sachs and Morgan Stanley et al having a phone call and enjoying a “wait, you have how much exposure to Bill?” moment.
See, that’s the thing with running the Bialystock Con … you can never let your investors (or lenders) compare notes.
A few minutes later, the head trader at Archegos gets a phone call from Goldman.
“It seems that you are in violation of section (18b), subsection (iv) of your ISDA, so we’re going to need $15 billion in cash in the next thirty seconds, otherwise we will begin liquidating your positions with massive, multi-billion dollar block trades. Yes, we’re going to do this just as sloppily as we can. Also, as per section (27), subsection (i) it is our responsibility to notify you that we have received inquiries from statutory regulatory authorities of appropriate jurisdiction in regards to your trading accounts. Have a nice day!”
While he’s listening to this, the head trader’s assistant informs him that Morgan Stanley is on hold.
I have no idea if this is how any of the events on Thursday and Friday actually went down. Almost certainly it’s not. But that’s how I’d write the screenplay.
Who gets left holding the bag here? Well, it sure ain’t Goldman Sachs and whatever other prime brokers did the liquidation on Friday. They got their cash by getting out first. Same as it ever was. The bag-holders are the prime brokers who saw their screens and telephones blowing up unexpectedly on Friday afternoon NYC-time, banks like Nomura and Credit Suisse. Man, I bet that was a miserable weekend in Geneva and Tokyo. Same as it ever was.
But that’s just the first wave of bag-holders, the forced sellers whose losses on these positions are big enough to be a problem for markets in and of themselves. The second wave of bag-holders … well, that’s us.
What do you get when you give a raccoon like Bill Hwang tens of billions of dollars AND invisibility from regulators so that he can run his collusion and insider trading schemes to his heart’s content? You get a rolling series of squeezes and corners. You get a market that is completely disconnected from reality. You get ridiculous Chinese companies pumped and dumped through US listings. You get a Tesla that’s valued at a trillion dollars. You get Gamestop.
I’m not saying that Hwang is responsible for all of this. I think he’s responsible for some of this.
And I think there are a lot more Bill Hwangs out there.
The collapse of Greensill Capital is the first Big Fraud I’ve seen in 13 years with the sheer heft and star power to ripple through markets in a systemic way. Not since Madoff.
There is a tide that is flowing out today, and it’s revealing Lex Greensill and Bill Hwang in 2021 just as surely as it revealed Jeff Skilling in 2001 and Bernie Madoff in 2008. The big trade around Skilling and Madoff wasn’t directly on their specific scams and frauds, but on what their specific scams and frauds showed us about systemic rot in the financial system. It’s exactly the same with Greensill and Hwang today. The big trade isn’t on some company that Greensill was propping up through “supply-chain lending” or on some company that Hwang was short-squeezing or pumping. The big trade isn’t even on some common denominator sponsor for both Greensill and Hwang like Credit Suisse (although … wow). No, those are one-off, idiosyncratic trades. Interesting prop trades, sure, but limited.