Performance
Article
April 11, 2024
Viewed
2024 Q1 Letter
A Time of Corporate Action
2024 Q1 Letter
2024 Q1 Letter

Dear Limited Partners of the Ewing Morris Flexible Fixed Income Fund,

In the first quarter of 2024, the Flexible Fixed Income Fund Returned +2.3%. This return favorably compares to our publicly traded high yield and investment grade benchmarks, which returned +0.8% and 0%, respectively.

Since its inception in early 2016, the Fund has delivered a compound annual return of 6.1%, meeting our long-term return expectations of 5% to 7% and exceeding our benchmarks by a meaningful margin

Source: Ewing Morris, Bloomberg LP

Free Options on Valuable Change

This year, corporate executives and investment bankers threw a party. M&A volume was up 70% year-over-year in the first quarter. This dynamic was, and continues to be, a welcome development for the fund.

It is welcome because we hold many discounted bonds where if there is a change in ownership of the issuer, the bonds are required to be paid back in full. For a bond trading at a discount to its principal value, this kind of event can pull years of return forward. It is a best-case scenario for bond investors.

So what does it take to be exposed to such a pleasant outcome?

Finding Riches in Niches

Carefully watching for situations that have potential for change is a good start. Sometimes the only thing preventing a corporate sale is sufficient shareholder and board resolve. It turns out that the mental framework of finding signs of emerging power imbalances can produce strong bond investments.

When shareholders get sufficiently energized and step into their power to make change, big events like a corporate sale or divestiture can happen. When a big event happens, it is natural for a bond contract to be implicated. This is usually a good thing for the owner of the bond. It is good for the owner because the owner typically gets back at least 100 cents on the dollar. In a situation like this, a bond priced at a deep discount is typically the best to own to monetize the event.

To this end, we have been increasingly investing in situations featuring shareholder displeasure. The first quarter was host to big events at some of our ~30 portfolio companies. Let us tell you about a couple of them.

Techtarget

We made our investment in Techtarget’s convertible bonds due in 2026 at a price averaging under 80 cents on the dollar in early 2023. Techtarget is a digital media publisher. The day we bought the bonds, shareholders were upset. The stock was down 15% on the day on account of the company reporting disappointing earnings. And, from its 2021 high, the stock was down 62%.

This displeasure was made evident in June of 2023, when the company disclosed its proxy voting results. Shareholders had voted 20% against its directors (on average) and 35% elected ‘against’ on the company’s say-on-pay advisory vote.

So, Techtarget’s leadership chose to do something. On January 10th, 2024, the company entered into a transaction with Informa PLC. As a consequence of this transformative merger, Techtarget bonds are set to receive 100 cents on the dollar - a 25% gain from the purchase price we had made in the prior year.

Catalent

We made our investment in Catalent’s Senior Unsecured bonds due in 2029 and 2030 at a price averaging less than 79 cents on the dollar in May of 2023. Catalent is a drug manufacturer carrying an enterprise value of more than $10B. The day we bought the company’s bonds, the stock was down 77% from its pandemic highs and was in the midst of operational mishaps, financial pressure and accounting delays. The pain was palpable as the embarrassment. The day prior to our first purchase marked the stock’s post-pandemic low of $31.86.

Given the board’s weak position, the company’s size, reasonable balance sheet, and prior media speculation of interest from Danaher, it was no surprise to us that by August the company counted an activist - Elliott Management in this case - as a new prominent shareholder. The two parties signed a cooperation agreement and four new directors were added to the board.

On February 5th, 2024, Catalent press released an agreement to be purchased by Novo Holdings for $63.50. The transaction appears to implicate our bonds’ covenants and the market expects them to be redeemed above 100 cents on the dollar at close, representing a return of more than 27% from our purchase price.

Thank you for your investment in the Ewing Morris Flexible Fixed Income Fund.

Read Disclaimer

Inception date of the Flexible Fixed Income Fund is February 1, 2016. Flexible Fixed Income Fund returns reflect Class P - Master Series, net of fees and expenses. We have listed the iShares U.S. High Yieald Bond Index ETF (CAD-Hedged), iShares Canadian Corporate Bond Index ETF, Bloomberg US High Yield Corporate Bond Index Yield and Bloomberg US Corporate Bond Index Yield as benchmark indices/data for the high yield and corporate bond markets, as these are widely known and used benchmark indices/data for fixed income markets. The Fund has a flexible investment mandate and thus these benchmark indices are provided for information only. Comparisons to these benchmarks and indices have limitations. Investing in fixed income securities is the primary strategy for the Fund, however the Fund does not invest in all, or necessarily 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 employ leverage 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 Ewing Morris Fund, collectively, “Ewing Morris Funds”. Units of Ewing Morris Funds are only available to investors who meet investor suitability and sophistication requirements. While information prepared in this report is believed to be accurate, Ewing Morris & Co. Investment Partners Ltd. makes no warranty as to the completeness or accuracy nor can it accept responsibility for errors in the report. This report is not intended for public use or distribution. There can be no guarantee that any projection, forecast or opinion will be realized. All information provided is for informational purposes only and should not be construed as personal investment advice. Users of these materials are advised to conduct their own analysis prior to making any investment decision. Source for data referenced and benchmark information: Capital IQ, Bloomberg and Ewing Morris. As of March 31, 2024

Text Link

Dear Limited Partners of the Ewing Morris Flexible Fixed Income Fund,

In the first quarter of 2024, the Flexible Fixed Income Fund Returned +2.3%. This return favorably compares to our publicly traded high yield and investment grade benchmarks, which returned +0.8% and 0%, respectively.

Since its inception in early 2016, the Fund has delivered a compound annual return of 6.1%, meeting our long-term return expectations of 5% to 7% and exceeding our benchmarks by a meaningful margin

Source: Ewing Morris, Bloomberg LP

Free Options on Valuable Change

This year, corporate executives and investment bankers threw a party. M&A volume was up 70% year-over-year in the first quarter. This dynamic was, and continues to be, a welcome development for the fund.

It is welcome because we hold many discounted bonds where if there is a change in ownership of the issuer, the bonds are required to be paid back in full. For a bond trading at a discount to its principal value, this kind of event can pull years of return forward. It is a best-case scenario for bond investors.

So what does it take to be exposed to such a pleasant outcome?

Finding Riches in Niches

Carefully watching for situations that have potential for change is a good start. Sometimes the only thing preventing a corporate sale is sufficient shareholder and board resolve. It turns out that the mental framework of finding signs of emerging power imbalances can produce strong bond investments.

When shareholders get sufficiently energized and step into their power to make change, big events like a corporate sale or divestiture can happen. When a big event happens, it is natural for a bond contract to be implicated. This is usually a good thing for the owner of the bond. It is good for the owner because the owner typically gets back at least 100 cents on the dollar. In a situation like this, a bond priced at a deep discount is typically the best to own to monetize the event.

To this end, we have been increasingly investing in situations featuring shareholder displeasure. The first quarter was host to big events at some of our ~30 portfolio companies. Let us tell you about a couple of them.

Techtarget

We made our investment in Techtarget’s convertible bonds due in 2026 at a price averaging under 80 cents on the dollar in early 2023. Techtarget is a digital media publisher. The day we bought the bonds, shareholders were upset. The stock was down 15% on the day on account of the company reporting disappointing earnings. And, from its 2021 high, the stock was down 62%.

This displeasure was made evident in June of 2023, when the company disclosed its proxy voting results. Shareholders had voted 20% against its directors (on average) and 35% elected ‘against’ on the company’s say-on-pay advisory vote.

So, Techtarget’s leadership chose to do something. On January 10th, 2024, the company entered into a transaction with Informa PLC. As a consequence of this transformative merger, Techtarget bonds are set to receive 100 cents on the dollar - a 25% gain from the purchase price we had made in the prior year.

Catalent

We made our investment in Catalent’s Senior Unsecured bonds due in 2029 and 2030 at a price averaging less than 79 cents on the dollar in May of 2023. Catalent is a drug manufacturer carrying an enterprise value of more than $10B. The day we bought the company’s bonds, the stock was down 77% from its pandemic highs and was in the midst of operational mishaps, financial pressure and accounting delays. The pain was palpable as the embarrassment. The day prior to our first purchase marked the stock’s post-pandemic low of $31.86.

Given the board’s weak position, the company’s size, reasonable balance sheet, and prior media speculation of interest from Danaher, it was no surprise to us that by August the company counted an activist - Elliott Management in this case - as a new prominent shareholder. The two parties signed a cooperation agreement and four new directors were added to the board.

On February 5th, 2024, Catalent press released an agreement to be purchased by Novo Holdings for $63.50. The transaction appears to implicate our bonds’ covenants and the market expects them to be redeemed above 100 cents on the dollar at close, representing a return of more than 27% from our purchase price.

Thank you for your investment in the Ewing Morris Flexible Fixed Income Fund.

Read Disclaimer

Inception date of the Flexible Fixed Income Fund is February 1, 2016. Flexible Fixed Income Fund returns reflect Class P - Master Series, net of fees and expenses. We have listed the iShares U.S. High Yieald Bond Index ETF (CAD-Hedged), iShares Canadian Corporate Bond Index ETF, Bloomberg US High Yield Corporate Bond Index Yield and Bloomberg US Corporate Bond Index Yield as benchmark indices/data for the high yield and corporate bond markets, as these are widely known and used benchmark indices/data for fixed income markets. The Fund has a flexible investment mandate and thus these benchmark indices are provided for information only. Comparisons to these benchmarks and indices have limitations. Investing in fixed income securities is the primary strategy for the Fund, however the Fund does not invest in all, or necessarily 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 employ leverage 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 Ewing Morris Fund, collectively, “Ewing Morris Funds”. Units of Ewing Morris Funds are only available to investors who meet investor suitability and sophistication requirements. While information prepared in this report is believed to be accurate, Ewing Morris & Co. Investment Partners Ltd. makes no warranty as to the completeness or accuracy nor can it accept responsibility for errors in the report. This report is not intended for public use or distribution. There can be no guarantee that any projection, forecast or opinion will be realized. All information provided is for informational purposes only and should not be construed as personal investment advice. Users of these materials are advised to conduct their own analysis prior to making any investment decision. Source for data referenced and benchmark information: Capital IQ, Bloomberg and Ewing Morris. As of March 31, 2024

2024 Q1 Letter
2024 Q1 Letter

Dear Limited Partners of the Ewing Morris Flexible Fixed Income Fund,

In the first quarter of 2024, the Flexible Fixed Income Fund Returned +2.3%. This return favorably compares to our publicly traded high yield and investment grade benchmarks, which returned +0.8% and 0%, respectively.

Since its inception in early 2016, the Fund has delivered a compound annual return of 6.1%, meeting our long-term return expectations of 5% to 7% and exceeding our benchmarks by a meaningful margin

Source: Ewing Morris, Bloomberg LP

Free Options on Valuable Change

This year, corporate executives and investment bankers threw a party. M&A volume was up 70% year-over-year in the first quarter. This dynamic was, and continues to be, a welcome development for the fund.

It is welcome because we hold many discounted bonds where if there is a change in ownership of the issuer, the bonds are required to be paid back in full. For a bond trading at a discount to its principal value, this kind of event can pull years of return forward. It is a best-case scenario for bond investors.

So what does it take to be exposed to such a pleasant outcome?

Finding Riches in Niches

Carefully watching for situations that have potential for change is a good start. Sometimes the only thing preventing a corporate sale is sufficient shareholder and board resolve. It turns out that the mental framework of finding signs of emerging power imbalances can produce strong bond investments.

When shareholders get sufficiently energized and step into their power to make change, big events like a corporate sale or divestiture can happen. When a big event happens, it is natural for a bond contract to be implicated. This is usually a good thing for the owner of the bond. It is good for the owner because the owner typically gets back at least 100 cents on the dollar. In a situation like this, a bond priced at a deep discount is typically the best to own to monetize the event.

To this end, we have been increasingly investing in situations featuring shareholder displeasure. The first quarter was host to big events at some of our ~30 portfolio companies. Let us tell you about a couple of them.

Techtarget

We made our investment in Techtarget’s convertible bonds due in 2026 at a price averaging under 80 cents on the dollar in early 2023. Techtarget is a digital media publisher. The day we bought the bonds, shareholders were upset. The stock was down 15% on the day on account of the company reporting disappointing earnings. And, from its 2021 high, the stock was down 62%.

This displeasure was made evident in June of 2023, when the company disclosed its proxy voting results. Shareholders had voted 20% against its directors (on average) and 35% elected ‘against’ on the company’s say-on-pay advisory vote.

So, Techtarget’s leadership chose to do something. On January 10th, 2024, the company entered into a transaction with Informa PLC. As a consequence of this transformative merger, Techtarget bonds are set to receive 100 cents on the dollar - a 25% gain from the purchase price we had made in the prior year.

Catalent

We made our investment in Catalent’s Senior Unsecured bonds due in 2029 and 2030 at a price averaging less than 79 cents on the dollar in May of 2023. Catalent is a drug manufacturer carrying an enterprise value of more than $10B. The day we bought the company’s bonds, the stock was down 77% from its pandemic highs and was in the midst of operational mishaps, financial pressure and accounting delays. The pain was palpable as the embarrassment. The day prior to our first purchase marked the stock’s post-pandemic low of $31.86.

Given the board’s weak position, the company’s size, reasonable balance sheet, and prior media speculation of interest from Danaher, it was no surprise to us that by August the company counted an activist - Elliott Management in this case - as a new prominent shareholder. The two parties signed a cooperation agreement and four new directors were added to the board.

On February 5th, 2024, Catalent press released an agreement to be purchased by Novo Holdings for $63.50. The transaction appears to implicate our bonds’ covenants and the market expects them to be redeemed above 100 cents on the dollar at close, representing a return of more than 27% from our purchase price.

Thank you for your investment in the Ewing Morris Flexible Fixed Income Fund.

Read Disclaimer

Inception date of the Flexible Fixed Income Fund is February 1, 2016. Flexible Fixed Income Fund returns reflect Class P - Master Series, net of fees and expenses. We have listed the iShares U.S. High Yieald Bond Index ETF (CAD-Hedged), iShares Canadian Corporate Bond Index ETF, Bloomberg US High Yield Corporate Bond Index Yield and Bloomberg US Corporate Bond Index Yield as benchmark indices/data for the high yield and corporate bond markets, as these are widely known and used benchmark indices/data for fixed income markets. The Fund has a flexible investment mandate and thus these benchmark indices are provided for information only. Comparisons to these benchmarks and indices have limitations. Investing in fixed income securities is the primary strategy for the Fund, however the Fund does not invest in all, or necessarily 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 employ leverage 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 Ewing Morris Fund, collectively, “Ewing Morris Funds”. Units of Ewing Morris Funds are only available to investors who meet investor suitability and sophistication requirements. While information prepared in this report is believed to be accurate, Ewing Morris & Co. Investment Partners Ltd. makes no warranty as to the completeness or accuracy nor can it accept responsibility for errors in the report. This report is not intended for public use or distribution. There can be no guarantee that any projection, forecast or opinion will be realized. All information provided is for informational purposes only and should not be construed as personal investment advice. Users of these materials are advised to conduct their own analysis prior to making any investment decision. Source for data referenced and benchmark information: Capital IQ, Bloomberg and Ewing Morris. As of March 31, 2024

Text Link

Dear Limited Partners of the Ewing Morris Flexible Fixed Income Fund,

In the first quarter of 2024, the Flexible Fixed Income Fund Returned +2.3%. This return favorably compares to our publicly traded high yield and investment grade benchmarks, which returned +0.8% and 0%, respectively.

Since its inception in early 2016, the Fund has delivered a compound annual return of 6.1%, meeting our long-term return expectations of 5% to 7% and exceeding our benchmarks by a meaningful margin

Source: Ewing Morris, Bloomberg LP

Free Options on Valuable Change

This year, corporate executives and investment bankers threw a party. M&A volume was up 70% year-over-year in the first quarter. This dynamic was, and continues to be, a welcome development for the fund.

It is welcome because we hold many discounted bonds where if there is a change in ownership of the issuer, the bonds are required to be paid back in full. For a bond trading at a discount to its principal value, this kind of event can pull years of return forward. It is a best-case scenario for bond investors.

So what does it take to be exposed to such a pleasant outcome?

Finding Riches in Niches

Carefully watching for situations that have potential for change is a good start. Sometimes the only thing preventing a corporate sale is sufficient shareholder and board resolve. It turns out that the mental framework of finding signs of emerging power imbalances can produce strong bond investments.

When shareholders get sufficiently energized and step into their power to make change, big events like a corporate sale or divestiture can happen. When a big event happens, it is natural for a bond contract to be implicated. This is usually a good thing for the owner of the bond. It is good for the owner because the owner typically gets back at least 100 cents on the dollar. In a situation like this, a bond priced at a deep discount is typically the best to own to monetize the event.

To this end, we have been increasingly investing in situations featuring shareholder displeasure. The first quarter was host to big events at some of our ~30 portfolio companies. Let us tell you about a couple of them.

Techtarget

We made our investment in Techtarget’s convertible bonds due in 2026 at a price averaging under 80 cents on the dollar in early 2023. Techtarget is a digital media publisher. The day we bought the bonds, shareholders were upset. The stock was down 15% on the day on account of the company reporting disappointing earnings. And, from its 2021 high, the stock was down 62%.

This displeasure was made evident in June of 2023, when the company disclosed its proxy voting results. Shareholders had voted 20% against its directors (on average) and 35% elected ‘against’ on the company’s say-on-pay advisory vote.

So, Techtarget’s leadership chose to do something. On January 10th, 2024, the company entered into a transaction with Informa PLC. As a consequence of this transformative merger, Techtarget bonds are set to receive 100 cents on the dollar - a 25% gain from the purchase price we had made in the prior year.

Catalent

We made our investment in Catalent’s Senior Unsecured bonds due in 2029 and 2030 at a price averaging less than 79 cents on the dollar in May of 2023. Catalent is a drug manufacturer carrying an enterprise value of more than $10B. The day we bought the company’s bonds, the stock was down 77% from its pandemic highs and was in the midst of operational mishaps, financial pressure and accounting delays. The pain was palpable as the embarrassment. The day prior to our first purchase marked the stock’s post-pandemic low of $31.86.

Given the board’s weak position, the company’s size, reasonable balance sheet, and prior media speculation of interest from Danaher, it was no surprise to us that by August the company counted an activist - Elliott Management in this case - as a new prominent shareholder. The two parties signed a cooperation agreement and four new directors were added to the board.

On February 5th, 2024, Catalent press released an agreement to be purchased by Novo Holdings for $63.50. The transaction appears to implicate our bonds’ covenants and the market expects them to be redeemed above 100 cents on the dollar at close, representing a return of more than 27% from our purchase price.

Thank you for your investment in the Ewing Morris Flexible Fixed Income Fund.

Read Disclaimer

Inception date of the Flexible Fixed Income Fund is February 1, 2016. Flexible Fixed Income Fund returns reflect Class P - Master Series, net of fees and expenses. We have listed the iShares U.S. High Yieald Bond Index ETF (CAD-Hedged), iShares Canadian Corporate Bond Index ETF, Bloomberg US High Yield Corporate Bond Index Yield and Bloomberg US Corporate Bond Index Yield as benchmark indices/data for the high yield and corporate bond markets, as these are widely known and used benchmark indices/data for fixed income markets. The Fund has a flexible investment mandate and thus these benchmark indices are provided for information only. Comparisons to these benchmarks and indices have limitations. Investing in fixed income securities is the primary strategy for the Fund, however the Fund does not invest in all, or necessarily 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 employ leverage 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 Ewing Morris Fund, collectively, “Ewing Morris Funds”. Units of Ewing Morris Funds are only available to investors who meet investor suitability and sophistication requirements. While information prepared in this report is believed to be accurate, Ewing Morris & Co. Investment Partners Ltd. makes no warranty as to the completeness or accuracy nor can it accept responsibility for errors in the report. This report is not intended for public use or distribution. There can be no guarantee that any projection, forecast or opinion will be realized. All information provided is for informational purposes only and should not be construed as personal investment advice. Users of these materials are advised to conduct their own analysis prior to making any investment decision. Source for data referenced and benchmark information: Capital IQ, Bloomberg and Ewing Morris. As of March 31, 2024

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