Fee Structure

Lisa Rapuano Interview Highlights - Part 2


Part 2 of highlights from an insightful interview with Lisa Rapuano, who worked with Bill Miller for many years, and currently runs Lane Five Capital Management. The interview touches upon a number of relevant portfolio management topics. Rapuano has obviously spent hours reflecting and contemplating these topics. A worthwhile read!

Fee Structure

“…I launched my fund [November 2006] with an innovative fee structure – wait three years and then charge only on the positive return over the market…three-year lock up…given the changes in the marketplace we simply did not think a three-year lock-up was a tenable proposition under any circumstances. So…we had to abandon our three-year free structure as well…What I was extraordinary surprised by however, was how little this mattered to many potential investors. There is an institutional imperative that has evolved in hedge funds that is very similar to that which has evolved in long-only funds. Being different, no matter how right it may be, doesn’t help.”

Given my family office background, the fee structure topic has come up frequently especially as it relates to fundraising. One would think that fee discounts should garner more investor interest. Unfortunately, my advice is the same as Rapuano’s: “being different, no matter how right it may be, doesn’t help.”

The average retail investor is usually not sophisticated enough to care about the difference between 1% (management fee) & 15% (incentive fee) versus 2% & 20%. The average institutional investor is merely going through the motions of checking boxes with a “cover your behind” mentality before presenting to committee. So with the exception of sophisticated investors (fewer in number than the unsophisticated), the fee discount really doesn’t make much difference.

In fact, it could potentially hurt fundraising because it begs the additional question: why are you different? With only 60 minutes or so per meeting, it’s likely best to not waste time having to answer this additional question.

Shorting, Team Management, Exposure

“On the short side, we only short for alpha – we do not use shorts to control exposure explicitly or to hedge or control monthly volatility…This model has been chosen very specifically to suit the skills of me and my team. We think being able to short makes us better analysts, it keeps us more honest.”

“We also like the flexibility to hold a lot of cash or be a bit more short when we think there are no great values lying around…we think eliminating the pressure to stay low-exposure (and to therefore often put on very poor shorts) is a good match for our style…”

Rapuano highlights a very important distinction: shorting for alpha vs. shorting to control exposure. I would add a third category: shorting to justify the incentive fee.

Also, it’s an interesting idea to build an investment process that works with the behavioral tendencies of the investment team. I guess the flip-side is to recruit for talent that fits a specific type of investment process.

Making Mistakes, Process Over Outcome

“Then there are the mistake where you just misjudged the situation in your analysis…I thought something was low probability but then it happens…we analyze these types of mistakes, but it’s not a focus on what happened, but simply to make sure we did all the work we could have been expected to do, our judgments were based on sound analysis, and well, sometimes you’re just wrong. There are other mistakes, however, that you can try to eliminate, or at least not repeat.”

“For me, my worst ones have been when I strayed from either my core values or my process. So, when we’ve done something as a ‘trade’ (it just seemed too easy) and not subjected it to the rigors of the process it usually doesn’t work out.”

Mistakes are not just situations when the outcomes are bad (i.e., ideas don’t work out). Do we make a mistake each time we stray from our investment process?


Buffett Partnership Letters: 1963 Part 1


Continuation in a series on portfolio management and the Buffett Partnership Letters, please see our previous articles for more details. Clients, Leverage, Subscriptions, Redemptions

“We accept advance payments from partners and prospective partners at 6% interest from date of receipt until the end of the year…Similarly, we allow partners to withdraw up to 20% of their partnership account prior to yearend and charge them 6% from date of withdrawal until yearend…Again, it is not intended that partners use us like a bank, but that they use the withdrawal right for unanticipated need for funds.                                     

“Why then the willingness to pay 6% for an advance payment money when we can borrow from commercial banks at substantially lower rates? For example, in the first half we obtained a substantial six-month bank loan at 4%. The answer is that we except on a long-term basis to earn better than 6%...although it is largely a matter of chance whether we achieve the 6% figure in any short period. Moreover, I can adopt a different attitude in the investment of money that can be expected to soon be part of our equity capital than I can on short-term borrowed money.” 

“The advance payments have the added advantage to us of spreading the investment of new money over the year, rather than having it hit us all at once in January.”

Buffett allowed his investors annual windows for subscription and redemption (to add or withdraw capital). However, clients could withdraw capital early at 6% penalty. Clients could also add capital early and receive 6% return.

Paying investors 6% for their advance payments technically constitutes a form of leverage. However, as Buffett points out, not all forms of leverage are created equal. Margin lines are usually short-term with the amount of capital available constantly shifting, tied to value of underlying portfolio holdings which are usually marketable securities. Bank loans have limited duration until the debt must be repaid or terms renegotiated. In contrast to the two previous common forms of leverage, paying investors 6% (or whatever percentage depending on the environment) is most similar to long-term leverage with permanent terms (until the annual subscription window), since the capital will stay, converting from “debt” to an equity investment.

A friend recently relayed a story on Buffett giving advice to an employee departing to start his own fund. Apparently, it was a single piece of information: allow subscriptions and redemptions only one day per year.

The paperwork, etc. aside, I believe the true rationale behind this advice lies in the last quote shown above. Similar to how advance payments allowed Buffett the advantage of “spreading the investment of new money over the year,” having one subscription/redemption date would allow a portfolio manager to offset capital inflows against capital outflows, thereby decreasing the necessity of having to selling positions to raise liquidity for redemptions and scraping around for new ideas to deploy recent subscriptions. In other words, it minimizes the impact of subscriptions and redemptions on the existing portfolio.


Risk Free Rate, Fee Structure, Hurdle Rate

“…6% is more than can be obtained in short-term dollar secure investments by our partners, so I consider it mutually profitable.”

Not only was 6% the rate applicable to early redemptions or subscriptions, 6% was also the incentive fee hurdle rate, such that if the Partnership returned less than 6%, Buffett would not receive his incentive fee.

Based on the quote above, it would seem in 1963, 6% was approximately the risk free rate. Today (Aug 2012), the rate that can be “obtained in short-term dollar secure investments” is 1% at best.

Some funds still have minimum hurdle rate requirements built into incentive structure (I see this most commonly with private equity / long-term-commitment style vehicles). But most liquid vehicles (e.g., hedge funds) don’t have minimum hurdle rates determining whether they collect incentive fees in any given year.

This makes me wonder: why don’t most liquid funds vehicle fee structures have hurdle rates? It doesn’t seem unreasonable to me that, at a minimum, these funds should have an incentive fee hurdle rate equivalent to the risk-free-rate in any given year.



“A tremendous number of fuzzy, confused investment decisions are rationalized through so-called ‘tax considerations.’ My net worth is the market value of holdings less the tax payable upon sale. The liability is just as real as the asset unless the value of the asset declines (ouch), the asset is given away (no comment), or I die with it. The latter course of action would appear to at least border on a Pyrrhic victory. Investment decisions should be made on the basis of the most probably compounding of after-tax net worth with minimum risk.”

Taxes made simple by Warren Buffett.

Sadly, many investment funds today fail to consider tax consequences because the clients who matter (the large pensions and foundations) don’t pay taxes. So their smaller taxable clients suffer the consequences of this disregard.


Buffett Partnership Letters: 1961 Part 1


This post is a continuation in a series on portfolio management and the Buffett Partnership Letters. Please refer to the initial post in this series for more details. During 1961, Buffett started to write semi-annual letters because his clients told him the annual letter was “a long time between drinks.” The summary below is derived from the first of two letters written about the results of 1961.

Separate Accounts, Fee Structure

The business underwent conversion from multiple separately managed accounts to a pooled partnership vehicle. Buffett grappled with housekeeping issues such as proper allocation of “future tax liability due to unrealized gains” during the transition process since all the different partnerships would contribute different tax liabilities to the new pooled vehicle.

More interesting is the fee structure of the Buffett Partnerships. The new pool vehicle would charge 0% management fees, 25% incentive fee above a 6% hurdle, and “any deficiencies in earnings below the 6% would be carried forward against future earnings, but would not be carried back.”

Previously, the multiple partnerships had a number of different fee structures including:

  1. 6% Hurdle, 33.33% incentive fee
  2. 4% Hurdle, 25.00% incentive fee
  3. 0% Hurdle, 16.67% incentive fee

Additionally, Buffett provides his clients with a unique liquidity mechanism to supplement the annual redemption window:

“The right to borrow during the year, up to 20% of the value of your partnership interest, at 6%, such loans to be liquidated at yearend or earlier. This will add a degree of liquidity to an investment which can now only be disposed of at yearend…I expect this to be a relatively unused provision, which is available when something unexpected turns up and a wait until yearend to liquidate part or all of a partner’s interest would cause hardship.”


“Estimated total assets of the partnership will be in the neighborhood of $4 million, which enables us to consider investments such as the one mentioned earlier in this letter, which we would have had to pass several years ago.”

Buffett was cognizant of the relationship between AUM and his fund’s investment strategy. I suspect the investment “mentioned earlier in this letter” was an activist situation which required him owning an influential or controlling stake in the company – therefore requiring a minimum amount of capital commitment, now made possible by the higher total partnership assets of $4 million.

Portfolio managers are not the own ones who should monitor the AUM figure. The relevance of the relationship between AUM and a fund’s investment strategy has wider implications. For example, investors who allocate capital to funds should also be monitoring AUM and asking whether the changes in AUM impact a fund’s ability to generate returns due to sizing, strategy shift / drift, changing opportunity sets, etc.

Expected Return, Catalyst, Risk

“We have also begun open market acquisitions of a potentially major commitment which I, of course, hope does nothing marketwise for at least a year. Such a commitment may be a deterrent to short range performance but it gives strong promise of superior results over a several year period combined with substantial defensive characteristics.

The above quote highlights two important portfolio management topics.

First: the concept of “yield to catalyst.” Similar in concept to yield to call or maturity for bonds, it’s the annualized return between today to until the catalyst or price target occurrence – a sort of expected annualized return figure. In this situation, the price target was high enough that even if the security “does nothing for at least a year,” the “superior results over a several year period” was enough to make the investment worthwhile. For his basket of “work-outs” (see our 1957 Part 1 post for more details on this), the price target was usually lower, but the catalyst was usually not far away, therefore the yield to catalyst was still adequately high to justify an investment.

Second: the concept of risk-adjusted return. This one is slightly more difficult to estimate since “risk” is a squishy term and difficult to quantify. In the quote above, Buffett references the “substantial defensive characteristics” of the investment. This indicates that he is measuring the return against the risk profile. Unfortunately, he does not give any details as to how he defines risk, or does that math.


Fee & Tax Deferral As Free Float


A Reader recently forwarded to me the marketing documents of an open-end investment fund based in London. The fund had an interesting incentive fee arrangement equal to 20% * (Value at Redemption - Value at Subscription), subject to an annual hurdle rate of XYZ Benchmark + 300 basis points. The incentive fee is deferred until the client decides to pull capital from the fund.

This led me to ponder: since the General Partner doesn’t get paid any incentive fees until redemption, are the taxes payable by the General Partner associated with the incentive fee also deferred until redemption?

If so, does this mean that the fee and tax deferral constitutes a form of “free float”? It would seem so since the manager is able to continue to compound the capital that otherwise would have gone to pay incentive fees and associated taxes at the GP level (a la 401Ks or IRAs).

Interestingly, as pointed out by the Reader, perhaps that’s the reason why Berkshire Hathaway has chosen to not sell some of its long-term public holdings. The cost at sale is not only the tax bill (deferred until now), but also the loss of a form of free float, made so much more valuable by the future compounding power of Berkshire.