Performance
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July 18, 2022
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2022 Q2 Letter
Interest Rates Take Their Toll
2022 Q2 Letter
2022 Q2 Letter

To the Limited Partners of the Flexible Fixed Income Fund LP,

In the second quarter of 2022, the Flexible Fixed Income Fund returned -8.1%. This compares with our high yield and investment grade corporate bond benchmark returns of -9.4% and -5.1%. Since the Fund’s inception in early 2016, the Fund has delivered a compound annual return of +5.1%.

‍

Source: Ewing Morris, Bloomberg LP

‍

There’s a simple way to frame what has happened in fixed income markets: by May of this year, the bond market had performed worse than any complete year since 1842. While this period hasn’t (yet) been labeled a “crisis,” we are living through one of the most memorable periods that fixed income investors have seen in a generation. Given this backdrop, it is not a surprise that Fund results on an absolute basis are what should ordinarily be viewed as unacceptable. However, widening the aperture only modestly to an 18-month time period reveals the kind of results our approach can deliver. Over this period, we have preserved capital (Fund down 0.7%), while both of our benchmarks (High Yield Bond Index ETF and Canadian Investment Grade Bond Index ETF) are down 10.5% and 13.1%, respectively1. As the history of the Fund has demonstrated, patches of negative returns tend to be temporary and have been followed by strong subsequent performance. For numerous reasons, we believe we are at the front edge of one of the best times to be a high yield bond investor since the inception of the fund more than six years ago.

What's Happened

Before diving into the current state of the market, we’d like to give you an account of how we’ve managed through this historic time. As we expressed in our Q2 2021 letter, we were preparing for the possibility of inflation pressuring the credit market. We shorted the (record expensive) credit risk of long term corporate bonds on the view that inflation (and its consequent central bank tightening) would ultimately impact stock and credit prices. This hedge was executed on a largely diversified basis and was the greatest contributor to our preservation of capital over the last 18 months.

‍

‍

As we moved through 2022, we have been investing increasingly in Structural Value situations. These are investments where the return of the investment is highly specific to the fine print of a bond’s contract. For much of the last thirty years, yields have been falling and bonds have, for the most part, traded above par. When bonds trade above par, the embedded options (like a change of control put right at a price of 101) have no value. However, over the last nine months, a dramatic increase in interest rates has caused a deep decline in bond prices. With bond prices so discounted, events now present a very valuable source of upside - but only if you’ve found the bond contract with the right fine print. This optionality, coupled with plenty of strategic and private equity ‘dry powder,’ presents an underappreciated opportunity set for bond investors in our view. These types of investments have fared far better than the general market as they tend to be shorter-duration and idiosyncratic in nature. For example, in March we purchased Switch Systems 4.125% Sr. Notes due 2029. Less than four months later2, the high yield market is down 7.5%3, while these bonds have generated a return of +3.8%4 owing to the Structural Value embedded in the bond’s contract in connection with a pending takeover of the company by DigitalBridge Group. We have sharpened our focus on situations with this type of setup and have found many of these investments in convertible bonds of technology companies.

The Tax of Inflation Has Entered the Chat

It took a while to happen, but inflation has finally claimed its most obvious victim: the bond market. Returns have been abysmal and finally reflect to a better degree a fair discount rate that incorporates a higher level of expected inflation. Indeed, this period of reappraisal has been a startling process for government bond investors. Furthermore, this volatility in interest rates has caused an increase in the additional yield investors require to own corporate bonds (also known as the “credit spread”). The result of these two factors (increasing rates and credit spreads) is that corporate bond yields are going up (and prices down) even faster than government bonds of the same maturity.

The combination of increasing government bond yields and increasing credit spreads has had an astonishing impact on long-duration corporate bonds. In the span of half a year, many long-term bonds have fallen by 25-35%. Many would be surprised to know that as of this writing, bonds in Google (a company with $134B in cash and only $28B in debt5) are trading at 66 cents6 on the dollar. What’s more is that we do not even own this bond as we are seeing even better opportunities in the market than this.

Opportunities are Nigh

At this juncture, bonds in just about every facet of the corporate bond market have promise and we will highlight three areas: high yield, investment grade and convertible bonds.

High yield is a good place to illuminate first, with expected yields close to their post-great financial crisis highs. In mid-2021, the high yield market once was at 3.5% in yield. Today it sports a desirable yield that has been closing in on 9%.

We are also frequently finding opportunities in investment grade bonds, where contractual features combined with fundamental changes can produce some surprisingly attractive outcomes, relative to the low credit risk of the investment. A good example of this is shorter-term investment grade bonds. These bonds tend to carry exceptionally low credit risk, yet are priced at large discounts (7-10 points) to par, depending on their coupon. On this theme, we own a modest position in Ryder Systems Inc 1.75% Sr. Notes due 2026. Ryder is a transportation and logistics business that has been subject to an informal offer by a private equity firm, which some might see as having put the company ‘in-play’. If a typical take private transaction were to occur at Ryder, under the rules of the bond contract, the bonds would be worth 101. This would represent an overnight gain of 10 points on an event that would not surprise anyone. In the meantime, we are happy to clip our low-risk 4% yield.

Similar Structural Value opportunities are available, in spades, in the convertible bond market. This is because most of the coupons attached to convertible bonds are less than 1%. Most investors buy convertibles for their equity upside. Since the underlying stocks have gone the opposite way intended(down), convertible bonds are now occupying the bargain bin of the corporate bond market. With no equity option value, their economic characteristics have become more like high yield bonds. But, because their coupons are so low, a bond’s “yield” must be earned over time through price appreciation, ultimately culminating at the maturity of the bond, when a bond receives its par payment. A good example of our Structural Value approach as applied in the convertible space is in Everbridge Inc, a company offering critical event communication and asset monitoring technology. Everbridge’s board has found itself to be in a largely indefensible position against a very strong activist campaign which is pushing for a corporate sale. Our principal position in Everbridge is in its 0.125% Sr. Notes due 12/2024. This is a first-to-mature-bond that is covered by cash sitting on Everbridge’s balance sheet. Given the situation, at an 87-dollar price, this investment has a pleasing 15% upside option to par in the event of a corporate sale. In the case this does not happen, we are harvesting a ~6% yield on a cash-covered bond over a two and a half-year term, largely in the tax-efficient form of capital gains.

Admittedly, with the credit market on its back, one should not hold their breath for a take-private deal. However, this still leaves open the likelihood of strategic transactions producing attractive results in a target company’s bonds. Take Resolute Forest Products for example; this freshly announced deal demonstrates that the option value that exists across the entire bond market is real. At an average price of 85 cents, our portfolio is well-positioned for events like this. In fact, we have already have been monetizing these opportunities to date as we discussed in our Q1 2022 letter to Limited Partners.

The Stock Market’s Boss is the Credit Market

The theory goes that if a company cannot service its interest obligations and repay its debt in full at maturity, it's equity value is worthless. Considering high yield bond yields7 moving from 3.5% to 9% (with the market basically closed today) and investment grade bond yields8 moving from 1.75% to 5%, one might want to check whether the stock market’s expected return has become two to three times more attractive in the last 18 months. We make note of this due to the fact that the S&P 500 is down only 20%year-to-date9. We would also point out that this decline followed a 29% climb in 2021 and an 18% climb in the COVID-riddled year of 2020. Given these facts (and equity’s downward-inflecting earnings outlooks) the prices of stocks appear too high if you are as pessimistic as the corporate bond market.

The Path Forward

While we have a highly uncertain economic (and geopolitical) future, there are scores of solid credit investments on sale today in the market. This, more than anything gives us much optimism as we go forward; and this is not just a feeling. Data show that once the market carries a yield of more than 10%, there is an 88% probability of positive returns, 18 months thereafter10. Those are some great odds.

And we’re not the only ones excited. Famed corporate debt investor, Howard Marks, in a recent interview with the Financial Times said that “today I am starting to behave aggressively.” This stood out to us as Marks is quite a conservative investor. The best example of this conservatism was on display in Marks’s April 6, 2020 memo, where he was quite balanced in his outlook (and even held out his expectation for lower asset prices in April). Marks is certainly not a perma-bull.

There are a lot of scenarios under which higher yielding securities work nicely, particularly relative to the broader stock market. We believe the coming quarter will be host to some of the best entry points yet owing to what will be likely a double-threat of downward inflecting results and a negative reset of corporate outlooks. Despite what could be a tough second quarter earnings season, we keep in mind what Marks said in the same interview which was that “the idea of waiting for the bottom is a terrible idea.” On this basis, we are fully invested in securities that, in our opinion, have lower aggregate risk than the high yield market. This allows us the capacity to become more aggressive if even greater bargains reveal themselves. We look forward to taking advantage of what’s to come on your behalf and we thank you for your continued confidence.

‍

***

‍

Ewing Morris Flexible Fixed Income Fund LP returns reflect Class P - Master Series, net of fees and expenses. Inception date of the Fund is February 1, 2016. U.S. High Yield Bonds are represented by the iShares U.S. High Yield Bond Index ETF (CAD-Hedged). Canadian Investment Grade Bonds are represented by the iShares Canadian Corporate Bond Index ETF. See Additional Disclosures for more details.

118-Month Cumulative Returns as of June 30, 2022.

23/23/2022-7/13/2022

3iShares US High Yield Bond Index Fund (CAD-Hedged)

4Source: Bloomberg

5Source: Company Financials, Bloomberg

6This is not a typo; Source: Bloomberg, Alphabet Inc 2.25% 2060 as of June 30, 2022

7Source: Bloomberg Barclays US High Yield Corporate Bond Index Yield: trough to peak

8Source: Bloomberg Barclays US Corporate Bond Index Yield: trough to peak

9Source: Bloomberg

10Source: Barclays US Dollar High Yield Corporate Bond Index, Ewing Morris

Read Disclaimer

Inception date of the Flexible Fixed Income Fund is February 1, 2016. Flexible Fixed Income Fund returns reflect ClassP - Master Series, net of fees and expenses. We have listed the iShares U.S. High Yield Bond Index ETF (CAD-Hedged),iShares Canadian Corporate Bond Index ETF, Barclays US High Yield Corporate Bond Index Yield and Barclays USCorporate Bond Index Yield as benchmark indices as these are widely known and used benchmark indices for fixedincome markets. The Fund has a flexible investment mandate and thus these benchmark indices are provided forinformation only. Comparisons to benchmarks and indices have limitations. The Fund does not invest in all, ornecessarily any, of the securities that compose the referenced benchmark indices, and the Fund portfolio may contain,among other things, options, short positions and other securities, concentrated levels of securities and may employleverage not found in these indices. As a result, no market indices are directly comparable to the results of the Fund.Past performance does not guarantee future returns. This letter does not constitute an offer to sell units of any EwingMorris Fund, collectively, “Ewing Morris Funds”. Units of Ewing Morris Funds are only available to investors who meetinvestor suitability and sophistication requirements. While information prepared in this report is believed to beaccurate, Ewing Morris & Co. Investment Partners Ltd. makes no warranty as to the completeness or accuracy norcan it accept responsibility for errors in the report. This report is not intended for public use or distribution. There canbe no guarantee that any projection, forecast or opinion will be realized. All information provided is for informationalpurposes only and should not be construed as personal investment advice. Users of these materials are advised toconduct their own analysis prior to making any investment decision. Source: Capital IQ, Bloomberg and Ewing Morris.As of June 30, 2022.

Text Link

To the Limited Partners of the Flexible Fixed Income Fund LP,

In the second quarter of 2022, the Flexible Fixed Income Fund returned -8.1%. This compares with our high yield and investment grade corporate bond benchmark returns of -9.4% and -5.1%. Since the Fund’s inception in early 2016, the Fund has delivered a compound annual return of +5.1%.

‍

Source: Ewing Morris, Bloomberg LP

‍

There’s a simple way to frame what has happened in fixed income markets: by May of this year, the bond market had performed worse than any complete year since 1842. While this period hasn’t (yet) been labeled a “crisis,” we are living through one of the most memorable periods that fixed income investors have seen in a generation. Given this backdrop, it is not a surprise that Fund results on an absolute basis are what should ordinarily be viewed as unacceptable. However, widening the aperture only modestly to an 18-month time period reveals the kind of results our approach can deliver. Over this period, we have preserved capital (Fund down 0.7%), while both of our benchmarks (High Yield Bond Index ETF and Canadian Investment Grade Bond Index ETF) are down 10.5% and 13.1%, respectively1. As the history of the Fund has demonstrated, patches of negative returns tend to be temporary and have been followed by strong subsequent performance. For numerous reasons, we believe we are at the front edge of one of the best times to be a high yield bond investor since the inception of the fund more than six years ago.

What's Happened

Before diving into the current state of the market, we’d like to give you an account of how we’ve managed through this historic time. As we expressed in our Q2 2021 letter, we were preparing for the possibility of inflation pressuring the credit market. We shorted the (record expensive) credit risk of long term corporate bonds on the view that inflation (and its consequent central bank tightening) would ultimately impact stock and credit prices. This hedge was executed on a largely diversified basis and was the greatest contributor to our preservation of capital over the last 18 months.

‍

‍

As we moved through 2022, we have been investing increasingly in Structural Value situations. These are investments where the return of the investment is highly specific to the fine print of a bond’s contract. For much of the last thirty years, yields have been falling and bonds have, for the most part, traded above par. When bonds trade above par, the embedded options (like a change of control put right at a price of 101) have no value. However, over the last nine months, a dramatic increase in interest rates has caused a deep decline in bond prices. With bond prices so discounted, events now present a very valuable source of upside - but only if you’ve found the bond contract with the right fine print. This optionality, coupled with plenty of strategic and private equity ‘dry powder,’ presents an underappreciated opportunity set for bond investors in our view. These types of investments have fared far better than the general market as they tend to be shorter-duration and idiosyncratic in nature. For example, in March we purchased Switch Systems 4.125% Sr. Notes due 2029. Less than four months later2, the high yield market is down 7.5%3, while these bonds have generated a return of +3.8%4 owing to the Structural Value embedded in the bond’s contract in connection with a pending takeover of the company by DigitalBridge Group. We have sharpened our focus on situations with this type of setup and have found many of these investments in convertible bonds of technology companies.

The Tax of Inflation Has Entered the Chat

It took a while to happen, but inflation has finally claimed its most obvious victim: the bond market. Returns have been abysmal and finally reflect to a better degree a fair discount rate that incorporates a higher level of expected inflation. Indeed, this period of reappraisal has been a startling process for government bond investors. Furthermore, this volatility in interest rates has caused an increase in the additional yield investors require to own corporate bonds (also known as the “credit spread”). The result of these two factors (increasing rates and credit spreads) is that corporate bond yields are going up (and prices down) even faster than government bonds of the same maturity.

The combination of increasing government bond yields and increasing credit spreads has had an astonishing impact on long-duration corporate bonds. In the span of half a year, many long-term bonds have fallen by 25-35%. Many would be surprised to know that as of this writing, bonds in Google (a company with $134B in cash and only $28B in debt5) are trading at 66 cents6 on the dollar. What’s more is that we do not even own this bond as we are seeing even better opportunities in the market than this.

Opportunities are Nigh

At this juncture, bonds in just about every facet of the corporate bond market have promise and we will highlight three areas: high yield, investment grade and convertible bonds.

High yield is a good place to illuminate first, with expected yields close to their post-great financial crisis highs. In mid-2021, the high yield market once was at 3.5% in yield. Today it sports a desirable yield that has been closing in on 9%.

We are also frequently finding opportunities in investment grade bonds, where contractual features combined with fundamental changes can produce some surprisingly attractive outcomes, relative to the low credit risk of the investment. A good example of this is shorter-term investment grade bonds. These bonds tend to carry exceptionally low credit risk, yet are priced at large discounts (7-10 points) to par, depending on their coupon. On this theme, we own a modest position in Ryder Systems Inc 1.75% Sr. Notes due 2026. Ryder is a transportation and logistics business that has been subject to an informal offer by a private equity firm, which some might see as having put the company ‘in-play’. If a typical take private transaction were to occur at Ryder, under the rules of the bond contract, the bonds would be worth 101. This would represent an overnight gain of 10 points on an event that would not surprise anyone. In the meantime, we are happy to clip our low-risk 4% yield.

Similar Structural Value opportunities are available, in spades, in the convertible bond market. This is because most of the coupons attached to convertible bonds are less than 1%. Most investors buy convertibles for their equity upside. Since the underlying stocks have gone the opposite way intended(down), convertible bonds are now occupying the bargain bin of the corporate bond market. With no equity option value, their economic characteristics have become more like high yield bonds. But, because their coupons are so low, a bond’s “yield” must be earned over time through price appreciation, ultimately culminating at the maturity of the bond, when a bond receives its par payment. A good example of our Structural Value approach as applied in the convertible space is in Everbridge Inc, a company offering critical event communication and asset monitoring technology. Everbridge’s board has found itself to be in a largely indefensible position against a very strong activist campaign which is pushing for a corporate sale. Our principal position in Everbridge is in its 0.125% Sr. Notes due 12/2024. This is a first-to-mature-bond that is covered by cash sitting on Everbridge’s balance sheet. Given the situation, at an 87-dollar price, this investment has a pleasing 15% upside option to par in the event of a corporate sale. In the case this does not happen, we are harvesting a ~6% yield on a cash-covered bond over a two and a half-year term, largely in the tax-efficient form of capital gains.

Admittedly, with the credit market on its back, one should not hold their breath for a take-private deal. However, this still leaves open the likelihood of strategic transactions producing attractive results in a target company’s bonds. Take Resolute Forest Products for example; this freshly announced deal demonstrates that the option value that exists across the entire bond market is real. At an average price of 85 cents, our portfolio is well-positioned for events like this. In fact, we have already have been monetizing these opportunities to date as we discussed in our Q1 2022 letter to Limited Partners.

The Stock Market’s Boss is the Credit Market

The theory goes that if a company cannot service its interest obligations and repay its debt in full at maturity, it's equity value is worthless. Considering high yield bond yields7 moving from 3.5% to 9% (with the market basically closed today) and investment grade bond yields8 moving from 1.75% to 5%, one might want to check whether the stock market’s expected return has become two to three times more attractive in the last 18 months. We make note of this due to the fact that the S&P 500 is down only 20%year-to-date9. We would also point out that this decline followed a 29% climb in 2021 and an 18% climb in the COVID-riddled year of 2020. Given these facts (and equity’s downward-inflecting earnings outlooks) the prices of stocks appear too high if you are as pessimistic as the corporate bond market.

The Path Forward

While we have a highly uncertain economic (and geopolitical) future, there are scores of solid credit investments on sale today in the market. This, more than anything gives us much optimism as we go forward; and this is not just a feeling. Data show that once the market carries a yield of more than 10%, there is an 88% probability of positive returns, 18 months thereafter10. Those are some great odds.

And we’re not the only ones excited. Famed corporate debt investor, Howard Marks, in a recent interview with the Financial Times said that “today I am starting to behave aggressively.” This stood out to us as Marks is quite a conservative investor. The best example of this conservatism was on display in Marks’s April 6, 2020 memo, where he was quite balanced in his outlook (and even held out his expectation for lower asset prices in April). Marks is certainly not a perma-bull.

There are a lot of scenarios under which higher yielding securities work nicely, particularly relative to the broader stock market. We believe the coming quarter will be host to some of the best entry points yet owing to what will be likely a double-threat of downward inflecting results and a negative reset of corporate outlooks. Despite what could be a tough second quarter earnings season, we keep in mind what Marks said in the same interview which was that “the idea of waiting for the bottom is a terrible idea.” On this basis, we are fully invested in securities that, in our opinion, have lower aggregate risk than the high yield market. This allows us the capacity to become more aggressive if even greater bargains reveal themselves. We look forward to taking advantage of what’s to come on your behalf and we thank you for your continued confidence.

‍

***

‍

Ewing Morris Flexible Fixed Income Fund LP returns reflect Class P - Master Series, net of fees and expenses. Inception date of the Fund is February 1, 2016. U.S. High Yield Bonds are represented by the iShares U.S. High Yield Bond Index ETF (CAD-Hedged). Canadian Investment Grade Bonds are represented by the iShares Canadian Corporate Bond Index ETF. See Additional Disclosures for more details.

118-Month Cumulative Returns as of June 30, 2022.

23/23/2022-7/13/2022

3iShares US High Yield Bond Index Fund (CAD-Hedged)

4Source: Bloomberg

5Source: Company Financials, Bloomberg

6This is not a typo; Source: Bloomberg, Alphabet Inc 2.25% 2060 as of June 30, 2022

7Source: Bloomberg Barclays US High Yield Corporate Bond Index Yield: trough to peak

8Source: Bloomberg Barclays US Corporate Bond Index Yield: trough to peak

9Source: Bloomberg

10Source: Barclays US Dollar High Yield Corporate Bond Index, Ewing Morris

Read Disclaimer

Inception date of the Flexible Fixed Income Fund is February 1, 2016. Flexible Fixed Income Fund returns reflect ClassP - Master Series, net of fees and expenses. We have listed the iShares U.S. High Yield Bond Index ETF (CAD-Hedged),iShares Canadian Corporate Bond Index ETF, Barclays US High Yield Corporate Bond Index Yield and Barclays USCorporate Bond Index Yield as benchmark indices as these are widely known and used benchmark indices for fixedincome markets. The Fund has a flexible investment mandate and thus these benchmark indices are provided forinformation only. Comparisons to benchmarks and indices have limitations. The Fund does not invest in all, ornecessarily any, of the securities that compose the referenced benchmark indices, and the Fund portfolio may contain,among other things, options, short positions and other securities, concentrated levels of securities and may employleverage not found in these indices. As a result, no market indices are directly comparable to the results of the Fund.Past performance does not guarantee future returns. This letter does not constitute an offer to sell units of any EwingMorris Fund, collectively, “Ewing Morris Funds”. Units of Ewing Morris Funds are only available to investors who meetinvestor suitability and sophistication requirements. While information prepared in this report is believed to beaccurate, Ewing Morris & Co. Investment Partners Ltd. makes no warranty as to the completeness or accuracy norcan it accept responsibility for errors in the report. This report is not intended for public use or distribution. There canbe no guarantee that any projection, forecast or opinion will be realized. All information provided is for informationalpurposes only and should not be construed as personal investment advice. Users of these materials are advised toconduct their own analysis prior to making any investment decision. Source: Capital IQ, Bloomberg and Ewing Morris.As of June 30, 2022.

2022 Q2 Letter
2022 Q2 Letter

To the Limited Partners of the Flexible Fixed Income Fund LP,

In the second quarter of 2022, the Flexible Fixed Income Fund returned -8.1%. This compares with our high yield and investment grade corporate bond benchmark returns of -9.4% and -5.1%. Since the Fund’s inception in early 2016, the Fund has delivered a compound annual return of +5.1%.

‍

Source: Ewing Morris, Bloomberg LP

‍

There’s a simple way to frame what has happened in fixed income markets: by May of this year, the bond market had performed worse than any complete year since 1842. While this period hasn’t (yet) been labeled a “crisis,” we are living through one of the most memorable periods that fixed income investors have seen in a generation. Given this backdrop, it is not a surprise that Fund results on an absolute basis are what should ordinarily be viewed as unacceptable. However, widening the aperture only modestly to an 18-month time period reveals the kind of results our approach can deliver. Over this period, we have preserved capital (Fund down 0.7%), while both of our benchmarks (High Yield Bond Index ETF and Canadian Investment Grade Bond Index ETF) are down 10.5% and 13.1%, respectively1. As the history of the Fund has demonstrated, patches of negative returns tend to be temporary and have been followed by strong subsequent performance. For numerous reasons, we believe we are at the front edge of one of the best times to be a high yield bond investor since the inception of the fund more than six years ago.

What's Happened

Before diving into the current state of the market, we’d like to give you an account of how we’ve managed through this historic time. As we expressed in our Q2 2021 letter, we were preparing for the possibility of inflation pressuring the credit market. We shorted the (record expensive) credit risk of long term corporate bonds on the view that inflation (and its consequent central bank tightening) would ultimately impact stock and credit prices. This hedge was executed on a largely diversified basis and was the greatest contributor to our preservation of capital over the last 18 months.

‍

‍

As we moved through 2022, we have been investing increasingly in Structural Value situations. These are investments where the return of the investment is highly specific to the fine print of a bond’s contract. For much of the last thirty years, yields have been falling and bonds have, for the most part, traded above par. When bonds trade above par, the embedded options (like a change of control put right at a price of 101) have no value. However, over the last nine months, a dramatic increase in interest rates has caused a deep decline in bond prices. With bond prices so discounted, events now present a very valuable source of upside - but only if you’ve found the bond contract with the right fine print. This optionality, coupled with plenty of strategic and private equity ‘dry powder,’ presents an underappreciated opportunity set for bond investors in our view. These types of investments have fared far better than the general market as they tend to be shorter-duration and idiosyncratic in nature. For example, in March we purchased Switch Systems 4.125% Sr. Notes due 2029. Less than four months later2, the high yield market is down 7.5%3, while these bonds have generated a return of +3.8%4 owing to the Structural Value embedded in the bond’s contract in connection with a pending takeover of the company by DigitalBridge Group. We have sharpened our focus on situations with this type of setup and have found many of these investments in convertible bonds of technology companies.

The Tax of Inflation Has Entered the Chat

It took a while to happen, but inflation has finally claimed its most obvious victim: the bond market. Returns have been abysmal and finally reflect to a better degree a fair discount rate that incorporates a higher level of expected inflation. Indeed, this period of reappraisal has been a startling process for government bond investors. Furthermore, this volatility in interest rates has caused an increase in the additional yield investors require to own corporate bonds (also known as the “credit spread”). The result of these two factors (increasing rates and credit spreads) is that corporate bond yields are going up (and prices down) even faster than government bonds of the same maturity.

The combination of increasing government bond yields and increasing credit spreads has had an astonishing impact on long-duration corporate bonds. In the span of half a year, many long-term bonds have fallen by 25-35%. Many would be surprised to know that as of this writing, bonds in Google (a company with $134B in cash and only $28B in debt5) are trading at 66 cents6 on the dollar. What’s more is that we do not even own this bond as we are seeing even better opportunities in the market than this.

Opportunities are Nigh

At this juncture, bonds in just about every facet of the corporate bond market have promise and we will highlight three areas: high yield, investment grade and convertible bonds.

High yield is a good place to illuminate first, with expected yields close to their post-great financial crisis highs. In mid-2021, the high yield market once was at 3.5% in yield. Today it sports a desirable yield that has been closing in on 9%.

We are also frequently finding opportunities in investment grade bonds, where contractual features combined with fundamental changes can produce some surprisingly attractive outcomes, relative to the low credit risk of the investment. A good example of this is shorter-term investment grade bonds. These bonds tend to carry exceptionally low credit risk, yet are priced at large discounts (7-10 points) to par, depending on their coupon. On this theme, we own a modest position in Ryder Systems Inc 1.75% Sr. Notes due 2026. Ryder is a transportation and logistics business that has been subject to an informal offer by a private equity firm, which some might see as having put the company ‘in-play’. If a typical take private transaction were to occur at Ryder, under the rules of the bond contract, the bonds would be worth 101. This would represent an overnight gain of 10 points on an event that would not surprise anyone. In the meantime, we are happy to clip our low-risk 4% yield.

Similar Structural Value opportunities are available, in spades, in the convertible bond market. This is because most of the coupons attached to convertible bonds are less than 1%. Most investors buy convertibles for their equity upside. Since the underlying stocks have gone the opposite way intended(down), convertible bonds are now occupying the bargain bin of the corporate bond market. With no equity option value, their economic characteristics have become more like high yield bonds. But, because their coupons are so low, a bond’s “yield” must be earned over time through price appreciation, ultimately culminating at the maturity of the bond, when a bond receives its par payment. A good example of our Structural Value approach as applied in the convertible space is in Everbridge Inc, a company offering critical event communication and asset monitoring technology. Everbridge’s board has found itself to be in a largely indefensible position against a very strong activist campaign which is pushing for a corporate sale. Our principal position in Everbridge is in its 0.125% Sr. Notes due 12/2024. This is a first-to-mature-bond that is covered by cash sitting on Everbridge’s balance sheet. Given the situation, at an 87-dollar price, this investment has a pleasing 15% upside option to par in the event of a corporate sale. In the case this does not happen, we are harvesting a ~6% yield on a cash-covered bond over a two and a half-year term, largely in the tax-efficient form of capital gains.

Admittedly, with the credit market on its back, one should not hold their breath for a take-private deal. However, this still leaves open the likelihood of strategic transactions producing attractive results in a target company’s bonds. Take Resolute Forest Products for example; this freshly announced deal demonstrates that the option value that exists across the entire bond market is real. At an average price of 85 cents, our portfolio is well-positioned for events like this. In fact, we have already have been monetizing these opportunities to date as we discussed in our Q1 2022 letter to Limited Partners.

The Stock Market’s Boss is the Credit Market

The theory goes that if a company cannot service its interest obligations and repay its debt in full at maturity, it's equity value is worthless. Considering high yield bond yields7 moving from 3.5% to 9% (with the market basically closed today) and investment grade bond yields8 moving from 1.75% to 5%, one might want to check whether the stock market’s expected return has become two to three times more attractive in the last 18 months. We make note of this due to the fact that the S&P 500 is down only 20%year-to-date9. We would also point out that this decline followed a 29% climb in 2021 and an 18% climb in the COVID-riddled year of 2020. Given these facts (and equity’s downward-inflecting earnings outlooks) the prices of stocks appear too high if you are as pessimistic as the corporate bond market.

The Path Forward

While we have a highly uncertain economic (and geopolitical) future, there are scores of solid credit investments on sale today in the market. This, more than anything gives us much optimism as we go forward; and this is not just a feeling. Data show that once the market carries a yield of more than 10%, there is an 88% probability of positive returns, 18 months thereafter10. Those are some great odds.

And we’re not the only ones excited. Famed corporate debt investor, Howard Marks, in a recent interview with the Financial Times said that “today I am starting to behave aggressively.” This stood out to us as Marks is quite a conservative investor. The best example of this conservatism was on display in Marks’s April 6, 2020 memo, where he was quite balanced in his outlook (and even held out his expectation for lower asset prices in April). Marks is certainly not a perma-bull.

There are a lot of scenarios under which higher yielding securities work nicely, particularly relative to the broader stock market. We believe the coming quarter will be host to some of the best entry points yet owing to what will be likely a double-threat of downward inflecting results and a negative reset of corporate outlooks. Despite what could be a tough second quarter earnings season, we keep in mind what Marks said in the same interview which was that “the idea of waiting for the bottom is a terrible idea.” On this basis, we are fully invested in securities that, in our opinion, have lower aggregate risk than the high yield market. This allows us the capacity to become more aggressive if even greater bargains reveal themselves. We look forward to taking advantage of what’s to come on your behalf and we thank you for your continued confidence.

‍

***

‍

Ewing Morris Flexible Fixed Income Fund LP returns reflect Class P - Master Series, net of fees and expenses. Inception date of the Fund is February 1, 2016. U.S. High Yield Bonds are represented by the iShares U.S. High Yield Bond Index ETF (CAD-Hedged). Canadian Investment Grade Bonds are represented by the iShares Canadian Corporate Bond Index ETF. See Additional Disclosures for more details.

118-Month Cumulative Returns as of June 30, 2022.

23/23/2022-7/13/2022

3iShares US High Yield Bond Index Fund (CAD-Hedged)

4Source: Bloomberg

5Source: Company Financials, Bloomberg

6This is not a typo; Source: Bloomberg, Alphabet Inc 2.25% 2060 as of June 30, 2022

7Source: Bloomberg Barclays US High Yield Corporate Bond Index Yield: trough to peak

8Source: Bloomberg Barclays US Corporate Bond Index Yield: trough to peak

9Source: Bloomberg

10Source: Barclays US Dollar High Yield Corporate Bond Index, Ewing Morris

Read Disclaimer

Inception date of the Flexible Fixed Income Fund is February 1, 2016. Flexible Fixed Income Fund returns reflect ClassP - Master Series, net of fees and expenses. We have listed the iShares U.S. High Yield Bond Index ETF (CAD-Hedged),iShares Canadian Corporate Bond Index ETF, Barclays US High Yield Corporate Bond Index Yield and Barclays USCorporate Bond Index Yield as benchmark indices as these are widely known and used benchmark indices for fixedincome markets. The Fund has a flexible investment mandate and thus these benchmark indices are provided forinformation only. Comparisons to benchmarks and indices have limitations. The Fund does not invest in all, ornecessarily any, of the securities that compose the referenced benchmark indices, and the Fund portfolio may contain,among other things, options, short positions and other securities, concentrated levels of securities and may employleverage not found in these indices. As a result, no market indices are directly comparable to the results of the Fund.Past performance does not guarantee future returns. This letter does not constitute an offer to sell units of any EwingMorris Fund, collectively, “Ewing Morris Funds”. Units of Ewing Morris Funds are only available to investors who meetinvestor suitability and sophistication requirements. While information prepared in this report is believed to beaccurate, Ewing Morris & Co. Investment Partners Ltd. makes no warranty as to the completeness or accuracy norcan it accept responsibility for errors in the report. This report is not intended for public use or distribution. There canbe no guarantee that any projection, forecast or opinion will be realized. All information provided is for informationalpurposes only and should not be construed as personal investment advice. Users of these materials are advised toconduct their own analysis prior to making any investment decision. Source: Capital IQ, Bloomberg and Ewing Morris.As of June 30, 2022.

Text Link

To the Limited Partners of the Flexible Fixed Income Fund LP,

In the second quarter of 2022, the Flexible Fixed Income Fund returned -8.1%. This compares with our high yield and investment grade corporate bond benchmark returns of -9.4% and -5.1%. Since the Fund’s inception in early 2016, the Fund has delivered a compound annual return of +5.1%.

‍

Source: Ewing Morris, Bloomberg LP

‍

There’s a simple way to frame what has happened in fixed income markets: by May of this year, the bond market had performed worse than any complete year since 1842. While this period hasn’t (yet) been labeled a “crisis,” we are living through one of the most memorable periods that fixed income investors have seen in a generation. Given this backdrop, it is not a surprise that Fund results on an absolute basis are what should ordinarily be viewed as unacceptable. However, widening the aperture only modestly to an 18-month time period reveals the kind of results our approach can deliver. Over this period, we have preserved capital (Fund down 0.7%), while both of our benchmarks (High Yield Bond Index ETF and Canadian Investment Grade Bond Index ETF) are down 10.5% and 13.1%, respectively1. As the history of the Fund has demonstrated, patches of negative returns tend to be temporary and have been followed by strong subsequent performance. For numerous reasons, we believe we are at the front edge of one of the best times to be a high yield bond investor since the inception of the fund more than six years ago.

What's Happened

Before diving into the current state of the market, we’d like to give you an account of how we’ve managed through this historic time. As we expressed in our Q2 2021 letter, we were preparing for the possibility of inflation pressuring the credit market. We shorted the (record expensive) credit risk of long term corporate bonds on the view that inflation (and its consequent central bank tightening) would ultimately impact stock and credit prices. This hedge was executed on a largely diversified basis and was the greatest contributor to our preservation of capital over the last 18 months.

‍

‍

As we moved through 2022, we have been investing increasingly in Structural Value situations. These are investments where the return of the investment is highly specific to the fine print of a bond’s contract. For much of the last thirty years, yields have been falling and bonds have, for the most part, traded above par. When bonds trade above par, the embedded options (like a change of control put right at a price of 101) have no value. However, over the last nine months, a dramatic increase in interest rates has caused a deep decline in bond prices. With bond prices so discounted, events now present a very valuable source of upside - but only if you’ve found the bond contract with the right fine print. This optionality, coupled with plenty of strategic and private equity ‘dry powder,’ presents an underappreciated opportunity set for bond investors in our view. These types of investments have fared far better than the general market as they tend to be shorter-duration and idiosyncratic in nature. For example, in March we purchased Switch Systems 4.125% Sr. Notes due 2029. Less than four months later2, the high yield market is down 7.5%3, while these bonds have generated a return of +3.8%4 owing to the Structural Value embedded in the bond’s contract in connection with a pending takeover of the company by DigitalBridge Group. We have sharpened our focus on situations with this type of setup and have found many of these investments in convertible bonds of technology companies.

The Tax of Inflation Has Entered the Chat

It took a while to happen, but inflation has finally claimed its most obvious victim: the bond market. Returns have been abysmal and finally reflect to a better degree a fair discount rate that incorporates a higher level of expected inflation. Indeed, this period of reappraisal has been a startling process for government bond investors. Furthermore, this volatility in interest rates has caused an increase in the additional yield investors require to own corporate bonds (also known as the “credit spread”). The result of these two factors (increasing rates and credit spreads) is that corporate bond yields are going up (and prices down) even faster than government bonds of the same maturity.

The combination of increasing government bond yields and increasing credit spreads has had an astonishing impact on long-duration corporate bonds. In the span of half a year, many long-term bonds have fallen by 25-35%. Many would be surprised to know that as of this writing, bonds in Google (a company with $134B in cash and only $28B in debt5) are trading at 66 cents6 on the dollar. What’s more is that we do not even own this bond as we are seeing even better opportunities in the market than this.

Opportunities are Nigh

At this juncture, bonds in just about every facet of the corporate bond market have promise and we will highlight three areas: high yield, investment grade and convertible bonds.

High yield is a good place to illuminate first, with expected yields close to their post-great financial crisis highs. In mid-2021, the high yield market once was at 3.5% in yield. Today it sports a desirable yield that has been closing in on 9%.

We are also frequently finding opportunities in investment grade bonds, where contractual features combined with fundamental changes can produce some surprisingly attractive outcomes, relative to the low credit risk of the investment. A good example of this is shorter-term investment grade bonds. These bonds tend to carry exceptionally low credit risk, yet are priced at large discounts (7-10 points) to par, depending on their coupon. On this theme, we own a modest position in Ryder Systems Inc 1.75% Sr. Notes due 2026. Ryder is a transportation and logistics business that has been subject to an informal offer by a private equity firm, which some might see as having put the company ‘in-play’. If a typical take private transaction were to occur at Ryder, under the rules of the bond contract, the bonds would be worth 101. This would represent an overnight gain of 10 points on an event that would not surprise anyone. In the meantime, we are happy to clip our low-risk 4% yield.

Similar Structural Value opportunities are available, in spades, in the convertible bond market. This is because most of the coupons attached to convertible bonds are less than 1%. Most investors buy convertibles for their equity upside. Since the underlying stocks have gone the opposite way intended(down), convertible bonds are now occupying the bargain bin of the corporate bond market. With no equity option value, their economic characteristics have become more like high yield bonds. But, because their coupons are so low, a bond’s “yield” must be earned over time through price appreciation, ultimately culminating at the maturity of the bond, when a bond receives its par payment. A good example of our Structural Value approach as applied in the convertible space is in Everbridge Inc, a company offering critical event communication and asset monitoring technology. Everbridge’s board has found itself to be in a largely indefensible position against a very strong activist campaign which is pushing for a corporate sale. Our principal position in Everbridge is in its 0.125% Sr. Notes due 12/2024. This is a first-to-mature-bond that is covered by cash sitting on Everbridge’s balance sheet. Given the situation, at an 87-dollar price, this investment has a pleasing 15% upside option to par in the event of a corporate sale. In the case this does not happen, we are harvesting a ~6% yield on a cash-covered bond over a two and a half-year term, largely in the tax-efficient form of capital gains.

Admittedly, with the credit market on its back, one should not hold their breath for a take-private deal. However, this still leaves open the likelihood of strategic transactions producing attractive results in a target company’s bonds. Take Resolute Forest Products for example; this freshly announced deal demonstrates that the option value that exists across the entire bond market is real. At an average price of 85 cents, our portfolio is well-positioned for events like this. In fact, we have already have been monetizing these opportunities to date as we discussed in our Q1 2022 letter to Limited Partners.

The Stock Market’s Boss is the Credit Market

The theory goes that if a company cannot service its interest obligations and repay its debt in full at maturity, it's equity value is worthless. Considering high yield bond yields7 moving from 3.5% to 9% (with the market basically closed today) and investment grade bond yields8 moving from 1.75% to 5%, one might want to check whether the stock market’s expected return has become two to three times more attractive in the last 18 months. We make note of this due to the fact that the S&P 500 is down only 20%year-to-date9. We would also point out that this decline followed a 29% climb in 2021 and an 18% climb in the COVID-riddled year of 2020. Given these facts (and equity’s downward-inflecting earnings outlooks) the prices of stocks appear too high if you are as pessimistic as the corporate bond market.

The Path Forward

While we have a highly uncertain economic (and geopolitical) future, there are scores of solid credit investments on sale today in the market. This, more than anything gives us much optimism as we go forward; and this is not just a feeling. Data show that once the market carries a yield of more than 10%, there is an 88% probability of positive returns, 18 months thereafter10. Those are some great odds.

And we’re not the only ones excited. Famed corporate debt investor, Howard Marks, in a recent interview with the Financial Times said that “today I am starting to behave aggressively.” This stood out to us as Marks is quite a conservative investor. The best example of this conservatism was on display in Marks’s April 6, 2020 memo, where he was quite balanced in his outlook (and even held out his expectation for lower asset prices in April). Marks is certainly not a perma-bull.

There are a lot of scenarios under which higher yielding securities work nicely, particularly relative to the broader stock market. We believe the coming quarter will be host to some of the best entry points yet owing to what will be likely a double-threat of downward inflecting results and a negative reset of corporate outlooks. Despite what could be a tough second quarter earnings season, we keep in mind what Marks said in the same interview which was that “the idea of waiting for the bottom is a terrible idea.” On this basis, we are fully invested in securities that, in our opinion, have lower aggregate risk than the high yield market. This allows us the capacity to become more aggressive if even greater bargains reveal themselves. We look forward to taking advantage of what’s to come on your behalf and we thank you for your continued confidence.

‍

***

‍

Ewing Morris Flexible Fixed Income Fund LP returns reflect Class P - Master Series, net of fees and expenses. Inception date of the Fund is February 1, 2016. U.S. High Yield Bonds are represented by the iShares U.S. High Yield Bond Index ETF (CAD-Hedged). Canadian Investment Grade Bonds are represented by the iShares Canadian Corporate Bond Index ETF. See Additional Disclosures for more details.

118-Month Cumulative Returns as of June 30, 2022.

23/23/2022-7/13/2022

3iShares US High Yield Bond Index Fund (CAD-Hedged)

4Source: Bloomberg

5Source: Company Financials, Bloomberg

6This is not a typo; Source: Bloomberg, Alphabet Inc 2.25% 2060 as of June 30, 2022

7Source: Bloomberg Barclays US High Yield Corporate Bond Index Yield: trough to peak

8Source: Bloomberg Barclays US Corporate Bond Index Yield: trough to peak

9Source: Bloomberg

10Source: Barclays US Dollar High Yield Corporate Bond Index, Ewing Morris

Read Disclaimer

Inception date of the Flexible Fixed Income Fund is February 1, 2016. Flexible Fixed Income Fund returns reflect ClassP - Master Series, net of fees and expenses. We have listed the iShares U.S. High Yield Bond Index ETF (CAD-Hedged),iShares Canadian Corporate Bond Index ETF, Barclays US High Yield Corporate Bond Index Yield and Barclays USCorporate Bond Index Yield as benchmark indices as these are widely known and used benchmark indices for fixedincome markets. The Fund has a flexible investment mandate and thus these benchmark indices are provided forinformation only. Comparisons to benchmarks and indices have limitations. The Fund does not invest in all, ornecessarily any, of the securities that compose the referenced benchmark indices, and the Fund portfolio may contain,among other things, options, short positions and other securities, concentrated levels of securities and may employleverage not found in these indices. As a result, no market indices are directly comparable to the results of the Fund.Past performance does not guarantee future returns. This letter does not constitute an offer to sell units of any EwingMorris Fund, collectively, “Ewing Morris Funds”. Units of Ewing Morris Funds are only available to investors who meetinvestor suitability and sophistication requirements. While information prepared in this report is believed to beaccurate, Ewing Morris & Co. Investment Partners Ltd. makes no warranty as to the completeness or accuracy norcan it accept responsibility for errors in the report. This report is not intended for public use or distribution. There canbe no guarantee that any projection, forecast or opinion will be realized. All information provided is for informationalpurposes only and should not be construed as personal investment advice. Users of these materials are advised toconduct their own analysis prior to making any investment decision. Source: Capital IQ, Bloomberg and Ewing Morris.As of June 30, 2022.

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