February 2023 Vidcast // Asbestos, derivatives and the Merton model
Johnson & Johnson’s problems
On January 20, 2023, the Philadelphia Court of Appeals denied J&J’s request to place its subsidiary, LTL Management, under Chapter 11 bankruptcy protection.
The company wanted to avoid the lawsuits and class actions surrounding the presence of asbestos in talcum powder. This carcinogen has caused many cancers and deaths over the years.
In connection with this case, Professor Jacquet wanted to examine the Merton model and its application to the anticipated loss of value of J&J.
He also reviews the concept of options and their application.
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Hello and welcome to this vidcast which curiously
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combines Asbestos and a
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Nobel prize in economics, Bob Merton.
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A few days ago and of January 2023 a
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court of appeals in Philadelphia.
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Will dismiss the claim which had been
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issued by Johnson and Johnson?
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Genji had created in 2021 a company
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ad hoc LTL Management
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in order to put all the complaints
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related to the sale of talc in
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this company.
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Intelligible. Asbestos. Asbestos is
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causing Cancers and unfortunately death.
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Soon after the creation of LTL Management in
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2021 a few months later jng, put
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the company under the protection of chapter 11 bankruptcy.
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Look the same year.
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Of course, the company is going to pay quite a lot
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of money about these claims the company paid
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4.5 billion in the past and probably for
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the decades to come there will be additional amounts
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which might be quite substantial.
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According to the law of taxes. It's possible
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and allowed to create what is
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named divisive mergers.
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It consists in positioning the liabilities
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created by an issue somewhere
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in an ad hoc structure in
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a special purpose vehicle. So you
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put the liabilities in a company and then the
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company is going to go bankrupt.
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As a consequence, you can protect the parent company from
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Criminal issues. You're no
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more in front of the people's jury and there
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will be also a kind of financial protection because you limit the
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amount of money which is going to be asked.
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This system has been widely used
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by industrial firms. As far as asbestos claims.
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We are concerned This legal system
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was widely criticized by the Professionals
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of the law.
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A judge in Charlotte North Carolina,
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simply said this is a vessel
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you define the vessel you build the vessel and
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then you sink The Vessel you put the asbestos liability
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into bankruptcy and that's it. It's a kind
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of hijacking of the original Mission of the
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chapter 11.
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When you put the company under the protection of chapter
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11, what is the objective? It's
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continuation of business activity.
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You don't create a company to kill its
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three months later. So it's a kind of hijacking again of
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the original Mission of the bankruptcy. Look.
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Now I'm not going to comment all the legal aspects.
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It's a bit off topic. I'm not an expert. I
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am not legitimate to do that. But there's a
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very interesting Financial perspective, which is to
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look at the Merton model in order
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to understand what's behind that on a final short
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point of view.
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But Merton is a prestigious Financial Economist,
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by the way, it's also the son of
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a prestigious sociologist.
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He very much looked at portfolios portfolio Theory
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Financial assets derivatives and
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among their evalues options the garden novel
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price in economics in 1997 together with
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Myron scholes on option pricing series
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Fisher black the co-author of
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Myron scholz should have got another price as
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well, but unfortunately had passed away in between.
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Bob Merton contributed as an advisor to a
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hedge fund AMC created by Harry
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markovitz at the end of the 60s markovitz, by
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the way also got another price in economics
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for the portfolio Theory and the very well known cap'em
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modern.
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But then later on together with Myron Schultz, but Merton
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created co-creator fond, which
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is named ltcm. It was
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created in 1994 and fortunately a
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couple of years after the golden over price. There was a
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really problem and bail out was
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needed 3.6 billion dollars from the banking
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Community to avoid systemic risk. So
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definitely it was a disaster.
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Now, let's go back to the Merton model
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as far as the balance. It is concerned. Let's first have a
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look at the economic basis of
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if you consider a financial balance it
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on the left hand side. What do you have you have an industrial project? You are
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constructing an industrial project, which is
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named Capital employed. You remember his name fixed assets
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and working capital requirement now in order
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to find that you need to engage investors on board.
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Two kinds of investors find your creators first
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bankers bondholders and so on so forth
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and also the shareholders which are basically
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the owners of the company each and every
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share is a title of ownership.
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Now let's do a little bit of accounting to illustrate that
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imagine that the cost of the project is 300 Capital
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employed is going to be 300 and
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then you are going to mobilize the investors.
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Creditors Financial creditors agree to
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invest 100 out of 300 then if you
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are the shareholders, you must contribute to the rest of
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it 300 - 100 it's 200 the
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initial balance. It is obviously balancing on the
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left hand side. This is a cost of the business
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project which is 300 on the right hand side the
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financial resources. Thanks to which you can Finance your
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project Equity is 200 and again Financial
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that coming from creditors is one handed.
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Now what is very interesting is how you are
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going to share the profit of the project once
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it's completed?
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Financial creditors they do have a contractual
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relationship with the company a debt
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is a contract which is signed by both parties then
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if there's a contract there is a
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contractual remuneration.
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It's supposed that it is 10% and forget about the calculation of
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it.
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Just shareholders. You remember that their relationship with the company
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is ownership. We are the owners of the
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company. So we are remunerated with what is
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left after the stakeholders have
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been remunerated operating and financial
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stakeholders. So the result is
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what remains after the remuneration of the stakeholders. It's
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a residual remuneration.
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Let's have a look at what happens at the end of the project
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if everything goes right the Enterprise Value is
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more than the amount of money which was invested in
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the business. So maybe you have invested 300 and
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one year later. It's worth 400. You
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have created value. How do you share this
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value creation First Financial creatures
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you receive what is returning a contract though? They
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get a one-handed back and they get 10% of
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the 100 as a remuneration of the risk. They have taken
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so you provide 110 to
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the creators out of 400 how much is left. So
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what the value of the asset for the shareholders after
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creatures are bad is 200
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and 290 the final balance sheet
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at the end of the project one year later is
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not surprise value 400. What is due to
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the financial stakeholders is 110 the cost
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of that. The remuneration of the financial crater
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is 10% and as fast sharehold.
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Our concerns they have invested 200. It's worth
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290. So they return
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on Equity is 45% for the
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year, which is absolutely great. Unfortunately running
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the project might run to
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a kind of unpleasant surprise.
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You have invested 300. It's not worth 400. But
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150. What do you
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do with the 150 first you're remunerate your
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financial creditors. They were expecting 110
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by contract They
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will receive 1/10. How much
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is Left To the shareholders the difference between 1 hour
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and 50 and 100 10, I mean 40 so
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you understand that the financial balances is
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also balancing and to price value is
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now 150. What is due to the Farish operators
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is 110 and their return on investment
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is 10% which is the contract for
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the shareholders is completely different story because
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they have invested 200. How much is left 40
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they have lost four fifths of
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the value the return on shareholders equities
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minus 40% That was
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an unpleasant surprise, but the surprise might be very
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bad.
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It scares you up to price value is less than
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what the creators are expecting.
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Let's assume that the Enterprise Value is 80 and
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what is due to the creators is 110 then
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what's going to happen?
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It all depends on the responsibility of
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the shareholders. It's their responsibility
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is limited to their contribution the amount
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of money as they introduced in the balance sheet the 200
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then the creditors are going to receive 80 against
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the extinguishment of that the
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debt does not exist anymore and the
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financial creatures. They receive 80 if the
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responsibility is indefinite, then the
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creditors are going to say we take 80 out of
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the Enterprise Value, but we expect an
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additional 30 coming from the shareholders. They
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are in charge. They are responsible. They are
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accountable and then the financial creatures are
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going to receive one hundred and ten.
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So you understand that there's a very big
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importance of the legal nature of the firm and
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there's a huge impact as well on the
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risk allocation. Everybody who has
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been involved in Project Finance knows
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that risk allocation is often to most importance in
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one case for the shareholders. They responsibility
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is limited to what they bring, you know
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the case they are indefinitely responsible that
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completely changes the picture.
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Now, let's go back to the option pricing
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Theory which is a Nobel
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Prize for Bob Merton and
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Myron Schultz. What is an option? It's a right. It's not
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an obligation. It's a right which
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you can exercise or not to buy or sell call
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option put option an asset
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at the price which is agreed in advance and at
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a date or before the date, which
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is also a great in advance.
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Now let's have a look at the picture the shareholders their own
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the assets. They have the right to sell
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the assets to the financial creatures against the extinguishment
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of the debt. They have
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the right and not the obligation. And of course they are
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not going to be exercised is right if the value
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of the asset is greater than the extinguishment values
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at that those exercise the right
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when it's 80 they don't exercise right when it's
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one-handed and 50.
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The model which is proposed by Merton A's
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shareholders. They hold a
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portfolio not just the asset but
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there is a put option which is linked with
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the relationship. They have with the financial creatures.
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Of course, the objective is not to exercise the
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option this speculate they
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will like to observe an increase in value of the assets.
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This is their aim, this is their objective, but just
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in case it doesn't work and it's a very
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difficult situation then you exercise to put
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option which can be regarded as a protection an
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insurance. The premium of the option is
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the insurance premium.
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But if you hold an option, it means that somebody
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saw the option who sold the option the Creditor.
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And by the way, the option pricing theory is
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a very strong support for Bankers to
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calculate the premium the calculate the premium
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for the risk, the probability multiplied by
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the loss in case of default. They had their administrative expenses and
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they expected return equity and it
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gives you the interest rate.
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Now this model is valid. If and only if the
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risk is absolutely limited to
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the contribution for the shareholders perspective.
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If you technical comments around that.
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Cool, the share orders are not want to exercise a put they are
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speculation is upside value
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for the assets, but they have protection in case
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of the downside.
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Which is very interesting is to
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observe that this is a kind of profit and loss
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profile of a call option.
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So on an economic point of view, they have a call option
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because they hope that the value of the asset is
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going to be up and if it's down they don't
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exercise a call option and they lose the premium.
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So you understand that they are in an economic situation of
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a call. But in fact, they hold a put
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you remember those of you who started options. This
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is named the put-called parity. If you
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hold an asset plus a put on this asset
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it is exactly the same as holding a
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call on this asset plus holding
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a garden bond, which makes a balance on a finest
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point of view. There are multiple applications of
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this model.
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The one which I would like to mention is a fall of
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bearings Bank you remember maybe in 1995
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the chief Trader at bearings
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based in Singapore speculating on
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the Singapore Mercantile Exchange the losses
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generated by the training activity eventually LED
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bearing Banks to bankruptcy.
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The theory which was explained at that time is that
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it's just an accident lack of control and so on
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so forth.
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I would like to suggest you kind of alternative to
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this.
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According to some rumors at that time bearings was
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not doing very well the performance was poor.
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And it might be that the bank was
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relying on a training activity,
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which they were not very well understanding in
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London.
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To recover its financial performance
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to improve its profit.
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And so they were betting on the fact that thanks to the
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trading they would recover from losses.
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Let me give you an example to support this status
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imagine that for a company. The Enterprise Value
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is 80 the creditors are expecting contractually expecting
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100. You understand that the company
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the verb is fiately bankrupt. Now
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somebody inside the company is proposing a
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project. There's a 0.5 probabilities that
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it works and there is a 0.5 probabilities that
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it doesn't work. If it works then you'll
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gain 40 if it doesn't work you lose
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40. So you understand the mean is
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0.5 times 40 plus 0.5
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times minus 40 and the risk the standard deviation.
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The variability of the project is 40. Do you
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create value investing in an asset whose value
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is 0 plus minus 4 easy answer is no the project is
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value destroying still the project is
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going to be accepted.
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Why because if the project works then
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the value of the company is 80 plus
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40 and it does not go bankrupt if
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the project is absolutely not successful.
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The net asset value is not minus 20. It's
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minus 60 but between quotes
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you don't care because this loss of
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value is not for the shareholders. It is
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at the detriment of creditors. So you
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understand that the model which is designed by
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Merton makes you understand rationalizes
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value destroying
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project. Now, let's go back to talc
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and to jng the optional analysis
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is absolutely relevant because when
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you put a company under chapter 11,
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it is simply about exercising the
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put option which is in your hands.
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You have to add plenty of legal aspects which
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I am not going to develop for the reason I mentioned
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before but what is very interesting
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is the Merton model works perfectly,
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but it's valid if and only
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if the responsibility of the
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shareholders is limited to their contribution.
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What did the Philadelphia court of
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appeals do?
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The court simply destroyed the
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option it destroyed the option because it replaced limited
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to indefinite responsibility. The
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option does not exist anymore.
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The Merton model belongs to a nice World which
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is named real options. It's an extremely powerful
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concept with plenty of
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applications. The Myrtle model is one of
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them and there will be plenty of opportunity in
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the life of the academy to illustrate the
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concept of real options with different situations.
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Thank you very much.
Hello and welcome to this vidcast which curiously combines Asbestos and a Nobel prize in economics, Bob Merton.
A few days ago and of January 2023 a court of appeals in Philadelphia.
Will dismiss the claim which had been issued by Johnson and Johnson? Genji had created in 2021 a company ad hoc LTL Management in order to put all the complaints related to the sale of talc in this company.
Intelligible.
Asbestos.
Asbestos is causing Cancers and unfortunately death.
Soon after the creation of LTL Management in 2021 a few months later jng, put the company under the protection of chapter 11 bankruptcy.
Look the same year.
Of course, the company is going to pay quite a lot of money about these claims the company paid 4.5 billion in the past and probably for the decades to come there will be additional amounts which might be quite substantial.
According to the law of taxes.
It's possible and allowed to create what is named divisive mergers.
It consists in positioning the liabilities created by an issue somewhere in an ad hoc structure in a special purpose vehicle.
So you put the liabilities in a company and then the company is going to go bankrupt.
As a consequence, you can protect the parent company from Criminal issues.
You're no more in front of the people's jury and there will be also a kind of financial protection because you limit the amount of money which is going to be asked.
This system has been widely used by industrial firms.
As far as asbestos claims.
We are concerned This legal system was widely criticized by the Professionals of the law.
A judge in Charlotte North Carolina, simply said this is a vessel you define the vessel you build the vessel and then you sink The Vessel you put the asbestos liability into bankruptcy and that's it.
It's a kind of hijacking of the original Mission of the chapter 11.
When you put the company under the protection of chapter 11, what is the objective? It's continuation of business activity.
You don't create a company to kill its three months later.
So it's a kind of hijacking again of the original Mission of the bankruptcy.
Look.
Now I'm not going to comment all the legal aspects.
It's a bit off topic.
I'm not an expert.
I am not legitimate to do that.
But there's a very interesting Financial perspective, which is to look at the Merton model in order to understand what's behind that on a final short point of view.
But Merton is a prestigious Financial Economist, by the way, it's also the son of a prestigious sociologist.
He very much looked at portfolios portfolio Theory Financial assets derivatives and among their evalues options the garden novel price in economics in 1997 together with Myron scholes on option pricing series Fisher black the co-author of Myron scholz should have got another price as well, but unfortunately had passed away in between.
Bob Merton contributed as an advisor to a hedge fund AMC created by Harry markovitz at the end of the 60s markovitz, by the way also got another price in economics for the portfolio Theory and the very well known cap'em modern.
But then later on together with Myron Schultz, but Merton created co-creator fond, which is named ltcm.
It was created in 1994 and fortunately a couple of years after the golden over price.
There was a really problem and bail out was needed 3.6 billion dollars from the banking Community to avoid systemic risk.
So definitely it was a disaster.
Now, let's go back to the Merton model as far as the balance.
It is concerned.
Let's first have a look at the economic basis of if you consider a financial balance it on the left hand side.
What do you have you have an industrial project? You are constructing an industrial project, which is named Capital employed.
You remember his name fixed assets and working capital requirement now in order to find that you need to engage investors on board.
Two kinds of investors find your creators first bankers bondholders and so on so forth and also the shareholders which are basically the owners of the company each and every share is a title of ownership.
Now let's do a little bit of accounting to illustrate that imagine that the cost of the project is 300 Capital employed is going to be 300 and then you are going to mobilize the investors.
Creditors Financial creditors agree to invest 100 out of 300 then if you are the shareholders, you must contribute to the rest of it 300 - 100 it's 200 the initial balance.
It is obviously balancing on the left hand side.
This is a cost of the business project which is 300 on the right hand side the financial resources.
Thanks to which you can Finance your project Equity is 200 and again Financial that coming from creditors is one handed.
Now what is very interesting is how you are going to share the profit of the project once it's completed? Financial creditors they do have a contractual relationship with the company a debt is a contract which is signed by both parties then if there's a contract there is a contractual remuneration.
It's supposed that it is 10% and forget about the calculation of it.
Just shareholders.
You remember that their relationship with the company is ownership.
We are the owners of the company.
So we are remunerated with what is left after the stakeholders have been remunerated operating and financial stakeholders.
So the result is what remains after the remuneration of the stakeholders.
It's a residual remuneration.
Let's have a look at what happens at the end of the project if everything goes right the Enterprise Value is more than the amount of money which was invested in the business.
So maybe you have invested 300 and one year later.
It's worth 400.
You have created value.
How do you share this value creation First Financial creatures you receive what is returning a contract though? They get a one-handed back and they get 10% of the 100 as a remuneration of the risk.
They have taken so you provide 110 to the creators out of 400 how much is left.
So what the value of the asset for the shareholders after creatures are bad is 200 and 290 the final balance sheet at the end of the project one year later is not surprise value 400.
What is due to the financial stakeholders is 110 the cost of that.
The remuneration of the financial crater is 10% and as fast sharehold.
Our concerns they have invested 200.
It's worth 290.
So they return on Equity is 45% for the year, which is absolutely great.
Unfortunately running the project might run to a kind of unpleasant surprise.
You have invested 300.
It's not worth 400.
But 150.
What do you do with the 150 first you're remunerate your financial creditors.
They were expecting 110 by contract They will receive 1/10.
How much is Left To the shareholders the difference between 1 hour and 50 and 100 10, I mean 40 so you understand that the financial balances is also balancing and to price value is now 150.
What is due to the Farish operators is 110 and their return on investment is 10% which is the contract for the shareholders is completely different story because they have invested 200.
How much is left 40 they have lost four fifths of the value the return on shareholders equities minus 40% That was an unpleasant surprise, but the surprise might be very bad.
It scares you up to price value is less than what the creators are expecting.
Let's assume that the Enterprise Value is 80 and what is due to the creators is 110 then what's going to happen? It all depends on the responsibility of the shareholders.
It's their responsibility is limited to their contribution the amount of money as they introduced in the balance sheet the 200 then the creditors are going to receive 80 against the extinguishment of that the debt does not exist anymore and the financial creatures.
They receive 80 if the responsibility is indefinite, then the creditors are going to say we take 80 out of the Enterprise Value, but we expect an additional 30 coming from the shareholders.
They are in charge.
They are responsible.
They are accountable and then the financial creatures are going to receive one hundred and ten.
So you understand that there's a very big importance of the legal nature of the firm and there's a huge impact as well on the risk allocation.
Everybody who has been involved in Project Finance knows that risk allocation is often to most importance in one case for the shareholders.
They responsibility is limited to what they bring, you know the case they are indefinitely responsible that completely changes the picture.
Now, let's go back to the option pricing Theory which is a Nobel Prize for Bob Merton and Myron Schultz.
What is an option? It's a right.
It's not an obligation.
It's a right which you can exercise or not to buy or sell call option put option an asset at the price which is agreed in advance and at a date or before the date, which is also a great in advance.
Now let's have a look at the picture the shareholders their own the assets.
They have the right to sell the assets to the financial creatures against the extinguishment of the debt.
They have the right and not the obligation.
And of course they are not going to be exercised is right if the value of the asset is greater than the extinguishment values at that those exercise the right when it's 80 they don't exercise right when it's one-handed and 50.
The model which is proposed by Merton A's shareholders.
They hold a portfolio not just the asset but there is a put option which is linked with the relationship.
They have with the financial creatures.
Of course, the objective is not to exercise the option this speculate they will like to observe an increase in value of the assets.
This is their aim, this is their objective, but just in case it doesn't work and it's a very difficult situation then you exercise to put option which can be regarded as a protection an insurance.
The premium of the option is the insurance premium.
But if you hold an option, it means that somebody saw the option who sold the option the Creditor.
And by the way, the option pricing theory is a very strong support for Bankers to calculate the premium the calculate the premium for the risk, the probability multiplied by the loss in case of default.
They had their administrative expenses and they expected return equity and it gives you the interest rate.
Now this model is valid.
If and only if the risk is absolutely limited to the contribution for the shareholders perspective.
If you technical comments around that.
Cool, the share orders are not want to exercise a put they are speculation is upside value for the assets, but they have protection in case of the downside.
Which is very interesting is to observe that this is a kind of profit and loss profile of a call option.
So on an economic point of view, they have a call option because they hope that the value of the asset is going to be up and if it's down they don't exercise a call option and they lose the premium.
So you understand that they are in an economic situation of a call.
But in fact, they hold a put you remember those of you who started options.
This is named the put-called parity.
If you hold an asset plus a put on this asset it is exactly the same as holding a call on this asset plus holding a garden bond, which makes a balance on a finest point of view.
There are multiple applications of this model.
The one which I would like to mention is a fall of bearings Bank you remember maybe in 1995 the chief Trader at bearings based in Singapore speculating on the Singapore Mercantile Exchange the losses generated by the training activity eventually LED bearing Banks to bankruptcy.
The theory which was explained at that time is that it's just an accident lack of control and so on so forth.
I would like to suggest you kind of alternative to this.
According to some rumors at that time bearings was not doing very well the performance was poor.
And it might be that the bank was relying on a training activity, which they were not very well understanding in London.
To recover its financial performance to improve its profit.
And so they were betting on the fact that thanks to the trading they would recover from losses.
Let me give you an example to support this status imagine that for a company.
The Enterprise Value is 80 the creditors are expecting contractually expecting 100.
You understand that the company the verb is fiately bankrupt.
Now somebody inside the company is proposing a project.
There's a 0.5 probabilities that it works and there is a 0.5 probabilities that it doesn't work.
If it works then you'll gain 40 if it doesn't work you lose 40.
So you understand the mean is 0.5 times 40 plus 0.5 times minus 40 and the risk the standard deviation.
The variability of the project is 40.
Do you create value investing in an asset whose value is 0 plus minus 4 easy answer is no the project is value destroying still the project is going to be accepted.
Why because if the project works then the value of the company is 80 plus 40 and it does not go bankrupt if the project is absolutely not successful.
The net asset value is not minus 20.
It's minus 60 but between quotes you don't care because this loss of value is not for the shareholders.
It is at the detriment of creditors.
So you understand that the model which is designed by Merton makes you understand rationalizes value destroying project.
Now, let's go back to talc and to jng the optional analysis is absolutely relevant because when you put a company under chapter 11, it is simply about exercising the put option which is in your hands.
You have to add plenty of legal aspects which I am not going to develop for the reason I mentioned before but what is very interesting is the Merton model works perfectly, but it's valid if and only if the responsibility of the shareholders is limited to their contribution.
What did the Philadelphia court of appeals do? The court simply destroyed the option it destroyed the option because it replaced limited to indefinite responsibility.
The option does not exist anymore.
The Merton model belongs to a nice World which is named real options.
It's an extremely powerful concept with plenty of applications.
The Myrtle model is one of them and there will be plenty of opportunity in the life of the academy to illustrate the concept of real options with different situations.
Thank you very much.