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Pass the Hat
Posted by Tim Reason | CFO.com | US
July 29, 2007 3:34 PM ET

I like Portfolio blogger Felix Salmon. Unlike others enthralled by its magic, he doesn't start his defense of securitization by suggesting that, well, maybe I just don't quite understand how it works. On the contrary, he kindly says that I am "no rube," thanks to my past acknowledgment of some pro-securitization arguments.

After that, though, he reverts to the familiar "here's-how-it-works" mantra, using an appropriately complex analogy about a money-catching hat to celebrate the conversion of an illiquid asset into ready cash.

OK, I get it, it's cool. But simply reiterating how clever the whole idea is ignores the tortured accounting, the questionable residual estimates, the badly conflicted "true-sale" charade by lawyers and credit rating agencies, the subversion of the bankruptcy code, and the powerful banking lobbies that are needed to prop the whole business up.

Salmon also says "it's really no big deal" that Aspen Technology had to restate several years of financials after accidentally regaining control of securitized receivables. After all, he says, there was no net economic effect. Aspen simply moved some fungible amounts around on its financial statements.

In the finance world I write about, that's bad enough. I haven't researched the impact Aspen's error had on the holders of its receivables-backed securities. But in theory, the rating — and therefore, the value — of those bonds should have dropped when Aspen regained control. That's a real economic loss for investors. And what if Aspen goes bankrupt and lays claim to its receivables, as LTV Steel did seven years ago?

I typically cover corporate securitizations, not mortgages, but I did a double-take when I read Salmon's last line. Securitization, he says, is "a way of lowering borrowing costs for companies with bad credit. Which has got to be a good thing."

It can be a good thing. But if a company has bad credit, its borrowing costs ought to reflect that risk. Sure, there are clever ways around that, but doesn't that sound like the scenario that caused the whole subprime mess in the first place?

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If the caption of this discussion was ? is the present method of securitization accounting good, the debate would have certainly carried more relevance. I would quickly add here that the FASB itself is presently arguing this, and may be the present subprime crisis would accelerate the decision making

However, the question being argued here is ? is securitization good? One may extend this into a more basic question - is secured lending good? After all, the essential purpose of secured lending is the same as that of securitization. It tries to give to a section of lenders a preference over others, in relation to a specific asset. In many countries, secured lending itself is bankruptcy-remote; in the US, due to automatic stay provisions of the bankruptcy code, the true-sale method had to be brought in to give bankruptcy-protected rights to a certain section of creditors.

Creating sections of creditors or claimants, that is, differentiation, is all that the world of finance is concerned about. Centuries ago, we created equity and preference ? that is a case of classes. Hence, there is no doubting Galbraith?s comments that all financial innovation is all about creating leverage. The creation of classes itself leads to leverage ? one has better rights over the other; the one with lesser rights reaps residual profits, and that is what we call leverage.

I think the debate may be redirected to the more fundamental question of ? if bankruptcy remote funding is all that we are looking at, can we not have it without true sale? After all, true sale has been responsible for the gain-on-sale accounting, which believes that if something has been sold, there must be a profit on its sale. On the other hand, Europe achieves bankruptcy remote funding by special law on covered bonds. If bankruptcy remote funding could be possible on the balance sheet, without a sale, we would not need SPVs, true sale and hence gain-on-sale. I made this point few years ago, after Enron.
Posted by vinod kothari | July 31, 2007 01:36am

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