Millenial Investing - The Investor's Podcast Network
Nov 18, 2024

Martin Whitman: The Aggressive Conservative Investor w/ Shawn O'Malley (MI378)

Summary

  • Investment Philosophy: Emphasizes balance sheet strength, creditworthiness, and buying at a discount to intrinsic value with prospects for 10%+ annual compounding.
  • Distressed Debt: Highlights Whitman’s strategy of buying bankrupt companies’ bonds at steep discounts, targeting strong recoveries via creditor protections and legal processes.
  • Examples Used: Companies like Amazon (AMZN), Chipotle (CMG), Zoom (ZM), Microsoft (MSFT), and Philip Morris (PM) illustrate pitfalls of relying on GAAP earnings vs true earnings power.
  • Market Efficiency: Argues efficiency varies by market structure, complexity, and time horizon; long-term horizons and complex credit situations can be less efficient and more opportunistic.
  • Risk Focus: Stresses refinancing and leverage risks during crises and how equity can go to zero while creditors recover pennies on the dollar.
  • Management Assessment: Evaluates leaders as operators, investors, and financiers, noting that excellence across all three is rare but critical.
  • OPMI Perspective: Outside passive minority investors should think like owners, avoid market-timing, and accept “good enough” prices over perfect entries.
  • Overall View: Balance-sheet-driven, safety-first value investing offers durable lessons, though it can be challenged in today’s intangible-heavy market regime.

Transcript

(00:01) a good long-term investor is one who even  if they own just a single share in a company tends   to think like they own the entire company or  like Venture capitalists actively investing in   a private business diversification is only  a substitute for intimate knowledge that a   company and a quote damn poor one according to  Whitman he ads quote for us markets are taken as   given something investors take advantage  of because they understand a business in   Whitman's view diversification is far less  necessary despite the teach ings of mainstream  (00:31) Business Schools when someone is  truly an expert on a company and has learned   to think as if they own the entire business  hello before we dive into the video be sure   to click that subscribe button so you never  miss an episode show us some love by giving   a thumbs up and sharing your thoughts in the  comments your support really means everything   to us so today we're doing another case study  on an investing great while I would encourage   serious stock investor to of course go through  the in-depth writings of some of the best known  (01:05) investors to ever live which include  names like Warren Buffett Charlie Munger and   vuin Graham there are so many lesser known tight  end of Finance out there that we can learn from   and that's exactly what I've tried to do lately  in recent months I've researched extensively and   produced episodes on Wall Street icons like Howard  marks Bill Amman George Soros and Bill Miller and   today I want to add to that list and continue  with these investor case studies by taking a   look at Martin Whitman who is probably the least (01:31) wellknown of those that I've studied   closely some refer to Whitman as a vulture  investor one who feasts on Securities from   companies that have been left for dead by other  types of investors that certainly characterizes   a portion of his career but not all of it  Whitman is well known for his criticisms of   the accounting principles used across Corporate  America and we'll get into that later in the   episode but Whitman has pretty interesting  critiques of how generally accepted accounting   principles are structured namely he complains that (02:00) accounting rules cater more to short-term   speculators betting on swings and stock prices  than they do to creditors which is problematic   because debt markets are far bigger than the  stock market much of the information in today's   episode comes from Whitman's books and 30 years  of shareholder letters as well as blog posts and   other commentaries on Whitman an ebook compiling  Whitman's shareholder letters called dear fellow   shareholders is available for free online and  I'll link to it and all the other sources I use in  (02:27) the show notes below I found it  fascinating to research the careers of   Wall Street greats and Whitman's story is as  fascinating as any it really is a unique breed   of person who can carve out a successful Market  beating career in investing and I love to learn   about what drives these types of people's  thinking typically the lessons extend well   beyond just Stock Investing and again that is  true here with Whitman 2 to understand Whitman   better I'd like to begin by taking a look at the  forward of Whitman's book dear fellow shareholders  (02:58) which is meant to encapsulate three  decades of his career as a professional   investor he outlines four elements of what  he thinks constitutes a good method for Stock   Investing firstly a company should be imminently  creditworthy to use his words which means that as   a stock investor you should have no hesitations  about also lending the company money companies   that are untrustworthy in repaying their debts  are hardly worth consideration for serious   long-term stock investors creditworthiness  also creates competitive advantages like  (03:26) being able to borrow at lower interest  rates and being able to secure financing when   needed even in times of Market volatility secondly  as he puts it a stock should be purchased at at   least a 20% discount to its net asset value which  is similar to Warren Buffett's idea of buying into   companies at a discount to your estimate of their  intrinsic value to provide a margin of safety   thirdly Whitman recommends investing in companies  where there are full meaningful disclosures that   include reliably audited financial statements on (03:54) top of that stocks you're considering   investing in should be traded in markets where  Regulators provide meaningful actions for minority   shareholders generally speaking investing in  publicly traded companies in the US and Europe   do fit that criteria so this is primarily a  concern about investing in Emerging Markets   his fourth element for good investing is that  a company should have reasonable prospects to   grow its intrinsic value over the next 3  to seven years at a rate of at least 10%   per year after accounting for dividends this (04:22) stands out to me because it can be easy   to fall into value traps where a company looks  extraordinarily cheap on some multiple of its   past earnings but this is because the company  isn't expected to really have any future growth   combined with Point 2 on buying at a discount  to the underlying value this might come off   as a bit of having your cake and eating it  too where you want cheaply priced stocks but   also companies that are compounding returns  at double-digit rates the great thing about   markets is that 5 days a week stocks are trading (04:48) year in and year out and with enough   patience there will inevitably be opportunities  to as they say have your cake and eat it too too   much emphasis in his view is put on the income  statement and calculations of net income which   do not perfectly capture a company's ability to  repay its debts income is important but it doesn't   tell you much about how much total debt a company  has when it comes due or what type of debt it even   is debt matters to stock investors because if the  company goes bankrupt there's an order of priority  (05:16) for who gets paid back first as  the company is liquidated or restructured   and as a general rule shareholders are paid  out last while creditors who lent money to   the firm Are repaid first so if a company is  at a high risk of being unable to repay its   creditors in full then there will be nothing  left for stock investors and any shares you   own in the company are at risk of going to zero  following the 2008 financial crisis women argues   that if there's anything we should prioritize  more it's creditworthiness over accounting  (05:45) earnings it's a subtle note but what  he's really getting at is that net income is   not necessarily an accurate measure of a  company's Financial Health it's just one   part of the picture while Wall Street analysts  and many individual investors love to obsess   over quarterly earnings reports much more  can be gleaned about a company's Financial   Health by taking a more holistic perspective  beginning with also looking at a company's   balance sheet and even more nuanced conclusion  is to realize though that all of a company's  (06:11) liabilities may not even be perfectly  reflected on a balance sheet either still the   balance sheet is where You' see roughly how much  debt the company has outstanding Whitman loved the   balance sheet and he went to uncommon links to  convert every possible corporate activity into   assets and liabilities on company's balance sheets  which in accounts is called capitalizing a common   example of this is with the leases that companies  pay to rent out office space if a company signs a   5-year lease where it's paying a million (06:40) dollars a year to rent out all   of its office space and Facilities then that  is essentially a form of debt that should be   reflected on the balance sheet say contractually  defined liability with set payments in the past   though the cost of lease payments would have been  expensed on the income statement which reduces   net income but you wouldn't have a complete  picture of the company's financial obligation   without including those future lease payments  in the balance sheet the solution which in   this case has become much more mainstream (07:06) than it used to be is to create   an asset and a liability on the balance sheet  reflecting the leases the liability represents   the present value of future lease payments  which gets reduced over time as payments   are made and the asset reflects the value from  being able to use the rented office space and   this correspondingly gets reduced over time too  nothing has changed operationally for the company   it's still leasing office space and paying the  same price to do so but the way that's reflected   on financial statements like the income (07:33) statement and balance sheet changes   considerably if you choose to capitalize  or expense the leases capitalizing them   increases the assets and liabilities that  a company is shown to have which gives a   more accurate view of its long-term Financial  commitments I don't want to turn this into too   much of an accounting lesson but the takeaway  is that Whitman vastly prefer to look at the   balance sheet when examining companies especially  since the income statement gets so much attention   already and as a result he typically wanted to (08:00) capitalize as much as he possibly could   on the balance sheet to truly understand the  picture of a company's assets and liabilities   he wanted nothing to be hidden to my comment  earlier on how liabilities like future lease   payments can be hidden off balance sheet it  wasn't just liabilities that he wanted to be   fully captured on the balance sheet though it  would even capitalize for recurring revenues   that were virtually guaranteed to occur  as assets of the business if a company had   a contract with a trusted partner where it (08:25) earn $10 million per year from some   royalty Arrangement he'd convert that into  an asset on the balance sheet to reflect the   present value of those future revenues this  is a step further than most investors usually   go especially since accounting Norms require  Revenue to only be recognized when it's earned   so you can't count future Revenue but this really  just shows how thoroughly Whitman like to track   everything through the balance sheet capitalizing  unearned future revenues can be a dubious and   misleading practice but I'm sure he had very (08:53) careful rules about doing it turning   back to the conversation on creditworthiness  and using using the balance sheet to determine   creditworthiness companies with higher  debt loads relative to their operating   income are much less credit worthy because  all it takes is a brief downturn in their   business or a crisis in credit markets to  potentially leave them in bankruptcy court   even worse is that both of these things tend  to happen at the same time in 2008 for example   as the economy was slowing down and companies (09:21) saw their sales fall off a corresponding   panic in financial markets made it very difficult  for companies to refinance their debts coming due   since Banks and other lenders were no longer  confident about making new loans this ties   into another very subtle point that the vast  majority of governments and corporations never   actually pay back most of the debt they issue  they just refinance it which means they get a   new loan to pay back the old loans when it  comes du it' be like refinancing your house   every few years with a new mortgage it typically (09:46) makes Financial sense to keep rolling   the debt forward into new borrowings but that  only works in times when the financial system   is functioning normally and lenders are willing  to help with that refinancing therefore Whitman   claims to only invest in companies that over a  5-year period control their Destiny regarding   when they raise money from Capital markets  these companies are financially conservative   enough to determine the timing of when and  how to access fresh capital I don't want to   St too far from the original idea but (10:13) Whitman's commenting on how we   have to both look at the entire picture  of a company's Financial Health not just   its accounting earnings while also being aware of  the fact that many companies are more vulnerable   than they might seem at first because we're  too reliant on refinancing their borrowings   which works well until suddenly it doesn't in  a crisis creditworthiness then even in times   of Crisis is critical to a company's ability  to continue functioning earning profits and   creating wealth for shareholders his criticism of (10:40) investors obsession with earnings and the   income statement also stems from his view that  the wealth corporations create includes all of   their assets and resources not just their  ability to manufacture recurring earnings   in the aggressive conservative investor  he writes quote in referring to earnings   power the stress is on wealth creation there  is no need to equate a past earnings record   with earnings power there is no a priority  reason to view accounting earnings as the   best indicator of earning power among other (11:07) things the amount of resources in the   business at a given moment may be as good or  a better indicator of earning power in other   words this is sort of a veiled criticism  of the validity of company's earnings as   calculated by standard accounting practices for  example Amazon stock was undervalued for years   because the company's net income was negative  on paper since it was reinvesting so much money   into building its business but those negative  profits on paper hardly reflected Amazon's   true profitability and it certainly didn't (11:35) reflect how the company was setting itself   up for decades of competitive advantages as it  has since grown to become a company with a market   capitalization of over $2 trillion for context  from 2000 to 2024 Amazon has grown its market   value 180 times so earnings power which reflects  the true potential profits that a business can   generate going forward is better assessed in  Whitman's opinion by evaluating a company's   underlying assets and not necessarily by looking  at just the accounting profits it's generated in  (12:05) the past because accounting figures can be  manipulated and can be misleading another example   of what he means is that when trying to Value say  Chipotle rather than simply looking at Chipotle's   reported net income on its accounting statements  from last year and extrapolating them forward   might look at how many locations it has opened  and how many it plans to open or close as an   indicator of how much the company can earn going  forward to what extent companies are investing in   productive assets or disinvesting from less (12:31) productive ones will determine   their future earnings power I'm just making up  numbers but if Chipotle earned a billion dollars   and revenue last year yet close 50 locations  then you'd probably conclude that the company   can't earn as much going forward with fewer  locations unless it raises prices dramatically   at its remaining restaurants so Whitman begins  with understanding the resources invested in   the business at the current moment which may or  may not align with past financial statements to   determine earnings power to summarize Whitman's (12:57) views on accounting generally and his   preference for the balance sheet and the  resources that companies have available to   them Hunter hopcraft a re investor and writer  of the Lewis Enterprises blog adds quote the   essence of Marty Whitman's contributions to  investment philosophy is that firms even if   they appear asset light are simply collections  of productive assets with both disclosed and   lurking liabilities Whitman would have surely  bed at price to sales ratios or discussions of   total addressable markets as meaningful inputs (13:27) to an investment process a company's   ability to generate sales says nothing of its  ability to generate corporate wealth to build on   what Hunter wrote there I'd mention that as we've  discussed the flaws with measuring earnings power   through the income statement Whitman would not  be particularly impressed by companies like Zoom   which saw sudden surges and sales and profits  during an abnormal period like the pandemic as   a rule he'd be skeptical of companies being  able to sustain spikes and sales or earnings   without having had invested heavily over (13:56) time to build up the assets on their   balance sheet both intangible and tangible and as  we've seen with zoom this is a biased example by   me but still the company has not ultimately  sustained those spikes zoom's usage dropped   off and anyone who read into the jump and  sales that earned during the pandemic too   much would have overestimated the company's  results in the uing Years I'll read another   passage from Whitman's book which again I  think is really interesting the aggressive   conservative investor to further illustrate why (14:22) Whitman is so weary of mainstream   Accounting in valuation metrics I'll read it  here in full it goes quote the achievement   of earnings as defined by generally accepted  accounting principles does not even necessarily   contribute to solvency for example in the early  1950s a cigarette called Parliament the original   filter cigarette was introduced by Benson and  hedges then a very small cigarette company   parlaments were inordinately successful  and Benson and hedges expanded by Leaps   and Bounds unfortunately for Benson and hedges (14:52) working capital requirements ballooned   since in its industry it was and is necessary that  cigarette tobacco be aged for for an average of 3   years the faster the business expanded the more  difficult it was to finance its requirements for   larger inventories the more binson and hedges  expanded as a small independent company the   greater its accounting earnings were and  the closer the company came to insolvency   Vincent and hedge's earnings were not real they  could be made real only by selling out to an   entity that could Finance parliament's (15:23) expansion eventually binon and   hedges merged into Philip Morris for whom  parliament's earnings were of course completely   real because Philip Morris had sufficient  Financial Resources to benefit fully from   the expansion that was taking place that was  a decent bit of information to digest but the   overly simplified version is that sometimes  what looks good on paper and in accounting   statements not only doesn't reflect reality but  can actually lead a company toward insolvency the   small cigarette company could not afford to (15:52) finance its inventory as its product   surged in popularity since its tobacco had  to be aged for 3 years before being sold as   the company tried to scale up its operations  and invest more in tobacco that' be sitting   around idly for years to make its products  it was actually putting the company on worse   and worse Financial footing until it was saved by  Philip Morris who could actually afford to finance   its popular Parliament cigarettes as Whitman  continues in his writings to shareholders the   mark of a good long-term investor is not one who (16:20) fixates on short-term changes in market   prices or just top down analysis based only on  the income statement instead a good long-term   investor is one who even if they own just a  single share in a company tends to think like   they own the entire company or like Venture  capitalists actively investing in a private   business diversification is only a substitute  for intimate knowledge about a company and a   quote damn poor one according to Whitman  the adds quote R Us markets are taken as   given something investors take advantage of (16:50) because they understand a business   in Whitman's view diversification is far less  necessary despite the teachings of mainstream   Business Schools when someone is truly an  expert on company and has learned to think   as if they own the entire business while  that has become something of a cliche it   really is a profound point the vast majority  of investors do not think about their stocks   as companies that they literally own we've all  seen the way local business owners pour love   sweat and tears into their businesses and a good (17:17) long-term stock investor does the same   thing with the fractional shares of ownership they  hold imagine if you woke up every day and treated   your Stak in Microsoft the same way that some  local entrepreneur treats their bakery business   you'd be constantly thinking about what the  competition is doing trying to understand what you   do well what customers think and how your products  could be improved among dozens of other things   you'd probably be thinking about as an owner I'm  confident that anyone who brings that type of  (17:43) mindset and passion to owning shares and  publicly traded companies will have a superior   understanding of a Stock's value than anyone  on Wall Street since Wall Street analysts are   ultimately just paid to research a company  they're not truly behaving as owners in it   Whitman takes this view even further  by suggesting that at any given moment   it doesn't put a lot of weight into market prices  in fact the more one deeply and meaningfully   understands a company the less inclined one should  be to look to fluctuations and market prices as a  (18:09) guide to how well their investment has  performed in Whitman's words only those with a   superficial understanding of a business judge its  Performance Based on short to intermediate term   swings and its share prices he writes quote market  performance is a gauge of how an investor is doing   deserves 100% weight when the particular investor  does not know anything about the company in which   is investing other than the most superficial stock  market statistics such as market price history   recent earnings dividend rate stock ticker symbol (18:37) alleged sponsors and the latest popular   story about the company this can be a dangerous  mindset to have because I've seen plenty of   investors who thought they understood a company  better than the market did so they rationalized   ad nauseum why the stock share price continued  to underperform and they ended up spending years   longer than they should have betting on  an inferior company so it cuts both ways   the most brilliant and enlightened investors  Among Us are unfaced by whether the market   agrees with their assessment of a (19:05) company over narrow periods   of time maybe a few months or even years but  eventually when their thesis plays out they   look like Geniuses yet I'd say it's far likelier  typically that an investor doesn't have some   Superior understanding and are instead trapped  by confirmation bias which leaves them holding   the bag indefinitely I can still appreciate  though the unique perspective that Whitman   brings here related Pitfall is trying to wait for  the perfect moment to buy a stock either through   some form of technical analysis or Market timing (19:34) using macroeconomic indicators this is a   pitfall because as Whitman writes as an  investor the goal is to concentrate on   acquiring reasonable values rather than  on getting the best possible values the   dreams of the roulette player the horse  player and the technical Market analyst   are all variants of the same belief that just  by studying the previous spin of the wheel the   form sheet or the action of the market a magic  mathematical formula will enable the marketplace   to use a scientific system to beat the game (20:02) in other words not getting the best   price is okay because a good enough price will  be more than good in the long term and the act   of trying to wait for the perfect price is  a problematic premise unto itself another   topic that I enjoyed from reading through  Whitman's books and shareholder letters   is that investing requires both quantitative  and qualitative considerations quantitatively   we obviously want to judge companies by their  returns and the health of their balance sheet   but we also want to judge the management teams (20:31) running the company on behalf of   shareholders this is much more subjective but  Whitman offers three factors to consider as   shareholders and long-term investors intending  to think like owners of the companies we invest   in we should evaluate management based on  their ability to act as operators investors   and financiers that is to say not only must  management teams be operationally excellent   in terms of managing Logistics efficiently  and managing employees well with a healthy   corporate culture but they also must be (20:59) investors determining the best   ways to allocate corporate resources to  create value for shareholders as well   as Finance years determining when and how to  raise funds to support the business plenty of   executive teams excel in one or two of these  areas but being able to do all three well on   behalf of shareholders is rare if you've read  the book The Outsiders you'll know this well   but most people really think of management  as only being there to oversee the daily   operations and strategy of a company not to act as (21:27) investors or finan years but in ability   to wear all three hats is a Telltale sign of a  wonderful management team that investors should   want to invest in Buy Low sell High Buy Low sell  high it's a simple concept but not necessarily an   easy concept right now High interest rates  have crushed the real estate market prices   are falling and properties are available at  a discount which means fundrise believes now   is the time to expand the fundrise flagship  funds billion dollar real estate portfolio   you can add the fundrise flagship fund to (22:02) your portfolio in minutes by visiting   fundrise.com Millennial that's f n d r i.com  Millennial carefully consider the investment   objectives risks charges and expenses of the  fundrise flagship fund before investing this   and other information can be found in the funds  perspectus at fundrise.com slf Flagship this is   a paid advertisement all these takeaways so  far have been pretty high level so let's get   in the weeds a bit and actually look over  some of Whitman's letters to investors   and his funds through Third Avenue let's (22:38) begin with his 1989 letter despite   his later warnings on the importance of  creditworthiness Whitman wrote much of   his 1989 letter to shareholders focused on the  opposite in discussing opportunities in troubled   companies that have either already defaulted  or seem likely to soon and this is of course   where he gets his reputation for being a vulture  investor which mentioned earlier he clarifies   that he doesn't do this though as an equity  investor but instead as a creditor buying up the   company's Bonds on the cheap this was certainly (23:07) truer than it is today but he says that   there wasn't much competition in making these  types of Investments leaving his team able to   earn returns that averaged 20% per year in  part that may have been because investing   in the Securities of bankrupt companies was  an even more Niche domain in the 80s than it   is today where investors tended to be more  concerned with defensively buying stocks and   bonds of companies that were unlikely to ever go  into bankruptcy rather than trying to anticipate   what would happen if and when a company came (23:34) out on the other side of a bankruptcy   restructuring doing this well obviously takes not  only investing expertise but also considerable   familiarity with bankruptcy law much of what  Whitman was doing at this time was intensive   and expensive ranging from working with lawyers to  unified creditors and negotiating restructurings   in bankruptcy court to Consulting with investment  bankers and accountants so it's not particularly   replicable for everyday investors but it is is an  illustration of the links to which some on Wall  (24:01) Street go to earn above average returns  you can imagine just how dense a lot of the legal   paperwork is that they would be scouring through  to try and figure out if they could buy a bankrupt   company's bonds for 25 cents on the dollar and get  repaid 40 cents on the dollar from the liquidation   of the company's assets that example paying 25  cents to get repaid 40 cents is a 60% return even   though the company is not repaying more than  half the debt they owe but bankruptcy can be   extremely messy and complicated and you can just (24:28) as easily lose nearly everything plenty   of investors would rather be done with it and  maybe willing to sell their bankruptcy claims   at Ste discounts just to get some cash back  so as I said certain investment firms May own   bonds that entitle them to be repaid say  $1,000 per Bond and they might be trying   to just take their losses and move on in doing  so they'd sell their distressed bonds for $250   to someone like Martin Whitman who would write  out the pains and uncertainty of the bankruptcy   process and earn considerable returns (24:56) even just half the Bond's value is   recouped I want to reiterate again that this is a  form of bond investing not Stock Investing in the   same letter Whitman notes that when investing  in equity as a shareholder he only considers   companies in extremely strong financial positions  with effective or at least honest management and   where the price of the stock is available at a  discount to its intrinsic value I takeaway from   this 1989 letter is that there are of course  a variety of different ways to make money as   an investor and even as what you might call (25:26) a value investor and depending on what   type of assets you're investing in you would  prioritize very different things investing   in distress bonds as Whitman has is just as  valid a strategy as investing in the stocks   of well-run companies though the time frames and  criteria you use are very different Whitman uses   vastly different Frameworks depending on what  are essentially the legal protections afforded   to him as a senior creditor he not only gets  paid back in bankruptcy before shareholders   but also before other types of lenders (25:55) so Whitman has a substantial   degree of legal protection that gives them the  confidence to buy up the debt Securities of even   bankrupt companies because he knows that if he  can buy them for cheap enough he can still earn a   handsome profit once the messy bankruptcy process  has been completed this just takes a ton of leg   work since you're quite literally estimating  what a company can sell its assets for with   a retailer like say JC Penney you'd be trying to  figure out after selling its inventory of clothes   and properties how much money is left (26:21) over to repay outstanding debts   and if there's not enough how much different  groups of creditors are likely to recover so   it's just a tough game to play however as a  stock investor his risk tolerance is completely   different because his legal protections are far  less shareholders own everything that's left   over in a company after all debts have been  repaid that's why as a stock investor it's   so important to focus on a business's Financial  Health because the risk that you'll incur a 100%   loss is possible in a way that would be very (26:50) unlikely for creditors creditors are   likely to at least get back pennies on the dollar  as Whitman puts it separately in the aggressive   conservative investor quote the biggest  misconception is that the company will go   out of business that is typically not the case  companies survive bankruptcy stockholders very   often don't another great misconception is that  companies are too big to fail that is the wrong   way to analyze these problems the right question  to ask is whether companies have become too big   not to be reorganized failure can be (27:20) defined as what happened in   the cases of AIG and lman brothers when the  common stockholders got wiped out but these   companies survived and their assets were put  to other uses or other ownership this just   hammers in the message that Bond investing  and Stock Investing are very different and   those differences become particularly apparent  in bankruptcy yet what's unique about Whitman is   that he brings a bond Investor's perspective  to Stock Investing here's another passage   from him quote it has been our observation (27:46) that the most successful activists   have had much the same approach to investing  that the most sophisticated creditors have had   toward lending essentially these people approach a  transaction with two attitudes the first having to   do with their order of priorities in looking  at a transaction the single most important   question seems to be what have I got to lose  only when it seems that risk can be controlled   or minimized does a second question come up  how much can I make he adds the second attitude   has to do with a basic feeling that risk how (28:14) much one can lose is essentially measured   internally not externally the possibilities of  unsatisfactory results from an investment or loan   are to be found internally in the performance of  the underlying business and the resources in the   business not externally in market prices at which  a company's Securities might trade successful   activists and creditors while not unmindful  of the value messages that are delivered by   markets tend not to be overly influenced  by such messages as far as my objectives   are concerned I know much more about the (28:46) situations in which I invest or   in which I lend than the stock market does  so Whitman categorizes to stress investing   as a form of what he refers to as performance  investing where you're looking for a defined   catalyst like the end of bankruptcy to drive  price appreciation in the short term he writes   quote I'm not against performance investing but  it tends to be a lot harder to do successfully   than value investing he continues by  saying quote value investing has its   problems the biggest single one seems to be that (29:15) companies invested in frequently are run   by conservative deeply entrenched managements  who care a lot less than shareholders do about   when good stock market price performance will  occur even given this he says I believe that a   portfolio of well elected value stocks ought  to earn reasonably satisfactory returns and   ought to entail reasonably small investment  risks so in 1989 Whitman saw opportunities   and the distressed debt of companies in  or near bankruptcy that he couldn't pass   up because he could purchase bonds and earn (29:44) 20% returns or more by holding them   through the bankruptcy process yet even with  those sorts of attractive opportunities he   remained partial to Classic Buy and Hold  Stock Investing particularly when he could   take advantage of Mr Market's mood swings  to buy up shares at a hey discount still he   didn't have any Illusions about what it means to  be a shareholder and a public company throughout   his writings you'll see the acronym opmi which  stands for outside passive minority interest that   is to say when you buy a stock in your brokerage (30:14) account you do own shares in the company   but unless you're a high-ranking employee who  can make key business decisions then you're an   outsider and without being a management Insider  or wielding a large enough stake to affect sholder   votes your relationship with a company is more  passive than active outside minority shareholders   ride the bus while insiders or investors with  controlling Stakes Drive it having an owner's   mindset will help an opmi investor tremendously in  deciding what companies to invest in and at what  (30:43) prices this shouldn't be confused with  opmi investors actually having sway over their   portfolio companies and while I know that many  of the listeners of the show are not the types   of people who are engaging in short-term highly  speculative trading the reality is that most opmi   investors are Whitman argues that Regulators  like the Securities and Exchange Commission   and Industry groups like the financial accounting  standards boards which set the generally accepted   accounting principles also known as Gap  that public companies in the US adhere  (31:10) to pressure companies to tailor their  disclosures to opmi investors which drives them   to focus more on short-term developments  in his View financial statements should be   created narrowly with creditors in mind not  the sort of financial speculators who are   likely to buy shares on an opmi basis based  on for for example whether the company Beat   earnings projections in a given quarter this has  led to Infamous examples of companies creating   their own non-gaap adjusted measurements of  performance that served only to misinform and  (31:39) exploit opmi investors eitaa has become  one such metric that is particularly mainstream   but there are far more egregious examples where  companies disregard costs associated with stock   based compensation depreciation or Capital  expenditures to create an adjusted measure   of profitability for their industry that makes  their business look artificially better than   it is Whitman writes quote the goal of reality for  all through dap is a mirage corporate life is too   complicated to expect any system of measurement to (32:07) reflect more than a few pertinent   objective benchmarks it cannot accurately  that is realistically report on all events   and positions especially since what is realistic  frequently depends on subjective interpretation   the determination being that when statements  catered to opmi stock investors the focus is   on pitching them some optimistic version of the  company creditors however do not care about the   optimistic Visions for the future because they  do not stand a benefit from them all they need   is for the company to be able to repay its (32:37) debts so creditors tend to be far   more conservative in their assumptions there was  no upside for them in buying into the hype only   downside if it works out poorly when lending  to companies creditors are more inclined to   consider everything that could go wrong rather  than to dream about what might go right again   in Whitman's view this conservatism from  companies and their statements and disclosure   where they try to be as modest as possible about  the future and honestly communicate the risks   they're facing would be far better for financial (33:05) markets than allowing company secured to   equity investors who inherently are telling an  optimistic story about the company where its   share price appreciates and value for the record  I do not necessarily agree or disagree with this   view but I can at least appreciate the argument  he's making I can also see the value in bringing   this conservative creditor mindset to making  stock Investments too on top of this Whitman   discusses in his various writings that valuation  depends on perspective how the government values a  (33:31) company and determines its tax  liabilities differs from Gap accounting and   how companies report their financial results  to the public or how different stakeholders   might focus on different things one company  looking to acquire another might focus on in   the weeds details like balance sheet assets and  liabilities tax loss carry forwards access to   financing and how asset values are carried on  the target's balance sheet which are relevant   to how a merger would directly affect their  own Financial standing whereas typical Wall  (33:58) Street analyst is looking at a company in  a vacuum and valuing it primarily off its earnings   results valuation then is somewhat a question of  what angle you're coming at an investment from   whether as the management of a competitor company  as the government as an Institutional Investor in   Wall Street or as a retail investor I'm going  to go on a brief tangent here but related   to this which I'll link to in the show notes  is Whitman's thoughts on whether markets are   efficient and reflect all available information (34:28) in an article for the Yale School of   Management he discusses how markets made up  of different types of participants will Trend   more or less toward efficiency similar to how  approaches to valuation can differ depending   on who you are the same is essentially true for  market efficiency not all markets are equally   efficient and participants in different markets  will face different degrees of efficiency in   public stock markets with opmi investors as he  calls them where barriers to participation are   low and there's a lack of control over the (34:58) company as well as a lack of inside   information among those who are trading back  and forth then there will be a trend toward   efficiency and more as of T markets like the  market for distressed bonds of companies going   through bankruptcy where complexity rules the day  the market is less likely to be efficient meaning   there are opportunities for abnormal profits to be  earned by skilled investors it is also a question   of time Horizon too the investor trading  on very short time Horizons is likely going   against a highly efficient market where there's (35:28) little opportunity to reliably exploit   edges for profit on longer time Horizons there  are just fewer people with that kind of patients   to compete against so a long-term focused  investor will go up against less efficient   markets to their potential advantage and  lastly he uses the term external forces   to describe the effects of competition and  regulation on market efficiency a market   where there is a central exchange where a great  number of people can express their opinion on a   price like the New York Stock Exchange (35:58) leads to more efficiency while   less centralized and transparent markets tend  to be less efficient real estate for example   is generally far less efficient than the stock  market there are only a few people bidding on   the price of any one house up for sale and  there are intermediaries in the way and as   a result you're far likelier to find a mispriced  house at a discount to its value than you are to   find a mispriced stock Regulators that work  to Define and enforce the rules of a market   like punishing insider trading help ensure (36:25) that the market is more efficient   a country with weak regulatory institutions or a  weak legal system is more likely to also have an   inefficient stock market that Mis prices assets so  when discussing efficiency and the corresponding   opportunities to reliably earn Market beting  profits you have to consider the type of Market   you're talking about the time Horizon how strong  the external forces are and the complexity of the   market all around us there are markets defined  by these factors with different degrees of  (36:52) efficiency ranging from the market for  sports betting to real estate to the stock market   credit markets and the market for companies to  acquire competitors coming back from that tangent   on market efficiency I want to discuss further  Whitman's issues with gap accounting particularly   for the income statement he uses some very  technical examples to showcase the shortcomings   of Gap accounting but in short the lesson is that  accountants are often forced to make trade-offs   that really should be left to investors to (37:19) make in one example in the 1980s he talks   about how rampant inflation was making everything  more expensive including the barriers to entry to   compete in certain indust indries whereas a  factory might have cost $10 million to build   before as cost for all the equipment and labor  needed rows building a factory from scratch might   have risen to cost $15 million companies faced  offsetting effects from this on the one hand if   they built a factory when it only cost $1 million  to do so the depreciation charges on their income  (37:47) statements would not properly reflect the  fact that now it's considerably more expensive   to build that same Factory which is a cost they  would eventually have to incur as they maintain   and replace facilities yet on the other hand these  higher costs make it harder for new competition   to build factories too which is an advantage for  companies that had made these investments before   surge in inflation deciding how to account for the  net effects of rampant inflation then in Whitman's   opinion was better left for financial analysts and (38:15) investors to determine not accountants   preparing audited financial statements who try to  make what's known as current value supplements to   reflect the current market value of company assets  after a bout of inflation it is more technical   than this but for the sake of brevity I just  wanted to make that very simple outline of   Whitman's issues with relying too heavily on  Accounting Standards to accurately reflect the   realities businesses are facing studying  Whitman closely is interesting in part   because he really does embrace thinking like a (38:43) creditor to an extent that he disagrees   with great investors like Warren Buffett you can  say pretty safely that Buffett is a master of   thinking like a shareholder and their an owner  in the business and finding companies that run   themselves accordingly to invest in one example of  that is avoiding companies that abuse stock based   compensation programs and excessively issue stock  options to their management teams that's because   issuing stock in this way increases the number  of shares outstanding for a company which dilutes  (39:09) existing shareholders ownership stake in  the company which reduces the returns they earn   over time you're splitting up the same pie more  ways and everyone gets a smaller slice to make way   for those who receive the stock options looking at  this issue from the perspective of a shareholder   Buffet concludes that stock options are very  much a real expense that must be accountable   for since they reduce the wealth of existing  shareholders who own the company yet stock options   are not a cost paid in cash and Whitman like any (39:35) true creditor prioritizes cash flows in   and out over anything else in his q30 2004  letter to shareholders Whitman rails against   accounting roles moving toward counting stock  based compensation as a real cost he writes   quote there seems no rationale whatsoever  for equating the value of a non-cash benefit   to a recipient from an executive receiving a  stock option to the real cost of the company   to bestow that benefit it seems doubtful that  the real cost to the company for issuing the   stock option benefit is measurable while (40:04) the value of the benefit to the   recipient of the benefit seems measurable  for the record that is a very very wordy way   of saying if a company issues stock options to  Executives it gets the benefit of compensating   Executives for the work they perform while  not actually having to pay them in cash and   since cash is the lifeblood of any business  he takes that to be a good thing he even   suggests that from a creditor's perspective  any cash payouts to shareholders either via   dividends or share BuyBacks are essentially a (40:32) negative because they reduce the   company's cash balance which effectively  makes the company more leveraged I can   definitely appreciate this perspective if one  were to only invest in corporate bonds but I   really don't agree with this thinking at all  on stock-based compensation at least from the   perspective of equity investors it's similar to  how depreciation is a non-cash item in accounting   but still a real cost to account for over  time car owners will certainly understand   this since they have to pay over time to (40:58) service their vehicles to keep them   operating that wear and tear on a vehicle  is a real cost because relative to a new   car an older car requires much more maintenance  like depreciation stock based compensation is a   real cost to shareholders even if that cost  doesn't show up as cash leaving the business   today it is a longer term and more indirect  form of cost to wrap things up today I'll say   that as we've covered Whitman's investment  philosophy is centered on the belief that   a company's True Value lies in its balance sheet (41:28) its collection of assets and liabilities   by capitalizing as many aspects of a company's  activities as possible including assured   earnings and fixed expenses Whitman sought  to identify Investments that were safe and   cheap in his words which traded at a discount  to their intrinsic value but for him safety   took priority over cheapness and safety meant  that an investment was one where a long-term   investor was unlikely to suffer a permanent loss  of course to an extent the two are interrelated   and cheapness does afford some safety Whitman (41:59) emphasized the importance of assessing   intrinsic value through the balance sheet  over popular metrics like sales or earnings   ratios arguing that the ability to generate  corporate wealth with wealth being defined   as the difference between assets and liabilities  is more important than simply generating Revenue   as the investor Hunter hopcraft puts it  today Whitman is rarely mentioned among   the great investors of the past but those  of a certain disposition will find his   work instantly edifying as a reasonable and (42:26) rational approach to public Equity   investing Whitman understands that as a common  shareholder you're buying a levered instrument   typically in a non-controlling position viewing  that investment from the seat of a creditor and   justifying the risk in those terms is the  Hallmark of the aggressive conservative   investor in 2015 one of wiman's colleagues  Peter lupoff told the Wall Street Journal   that quote Marty was an academic at heart who  approached every day as if the workplace were   a laboratory to Test's theory of deep (42:53) value investing while there   are aspects of Whitman's career and philosophy  that are repelling his downfall has undoubtedly   affected his legacy from December 2007 through  2015 Whitman's Flagship fund fell from managing   almost 11 billion to less than $2 billion as  investors pulled their money while Third Avenue   delivered poultry returns intellectually it's  not controversial to say that Whitman really did   contribute to the investing World whether you  think he is a great investor in his own right   though is more up for debate on the one (43:22) hand he pioneered novel forms of   investing especially in buying up the Securities  of bankrupt companies yet his ethos of buying   safe and cheap companies which was meant to  protect him from worst case scenarios fa to   hold up during the 2008 financial crisis while  many well-regarded investors were caught up in   the once in a generation type of Crisis that  2008 was due to his age Whitman was unable   to find redemption in the same way that other  investors like Bill Miller have Whitman's balance   sheet Focus flavor of investing has gone out (43:50) of SLE too as tech companies have come   to increasingly dominate financial markets  where their assets are primarily intangible   and much harder to quantify I found his approach  interesting but I can also see why it may have   been best suited for a period of time like the  1980s and 1990s and hasn't aged well as the   structure of the economy and financial system  have changed so I'd venture to say we can all   learn a thing or two from thinking like an  aggressive conservative investor on that   note I'll leave you all with one last quote from (44:20) Martin Whitman to wrap things up today   quote most people who trade Common Stocks as  opposed to those who hold Common Stocks seem   to be more interested in the near-term Outlook  than in anything else they will not purchase   the security if the near-term Outlook looks  bad or uncertain regardless of the price at   which it is selling an investor who is able to  take positions based on other factors increases   his chances of finding outstanding long-term  Bargains since there is a relative lack of   competition in the market in which he's buying I (44:49) hope then as Whitman tells us we can   all turn our Focus to the longer term where  markets are less efficient and offer better   bargains that's all for today's episode and I  hope to see you again next week hey guys this   is your Millennial investing host Shan Ali when I  first started learning as a value investor I had   no idea what direction to go in there's just  so much to try and wrap your head around but   it's never too late to get smarter about Stock  Investing from the ground up after spending   years interviewing and studying the best stock (45:20) investors as a company at the investors   podcast Network I've worked to distill those  learnings into a simple course for you why   did I do that so I can help you master the  principles of excellent lifelong investing   I was a fan of the investors podcast for years  before I joined the team and I always wanted a   course that broke down the most important  insights from a decade of interviews with   leading investors the course is great for  both beginners and pros from studying what   the Legends actually do to small practical ways to (45:49) build your wealth over time I'll take you   through 10 different sections covering the  basics of what a stock actually is and how   stock markets work to strategies to optimize your  retirement savings picking great companies what   to look for in ETFs how much you should invest  and how to monitor your Investments plus so much   more by the time you're done you'll be ready to  invest in the stock market learning plenty of   tricks from the pros along the way to access the  course and begin learning how to invest like the  (46:17) Legends just visit the investors  podcast.com get started with stocks that's   the investors podcast.com getstarted with stocks  and for a limited time you can use code mi15 for a   15% discount at checkout that's MI5 when checking  out as Soros writes quote the main difference   between me and the markets is that markets seem to  engage in a process of trial and error without the   participants fully understanding what is going on  while I do it consciously presumably that is why   I can do better than the market he adds quote (46:53) treating the market as a mechanism for   testing hypotheses seems to be an effective  hypothesis it produces results that are better   than a random walk soros's thinking is unique  to say the least when determining what made   someone successful it's hard to pinpoint  it down to any single thing and I'm even   at times skeptical of someone's rationalization  of their own success I think it's more likely   that the type of person who can bring such  a creative and philosophical framework for   understanding markets is likely to be (47:21) successful because they're   just wired differently from everyone else