It seems Porsche is executing the biggest short squeeze in history in VW. You think regulators would shut this sort of behavior down, but politically that may now be hard to do in Germany. Litigating this after the fact isn't going to save the funds this wipes out and is going to push firms out of the market (which may be the intent) and tp me it isn't clear what German law/regulations this violates (in the US 'market manipulation' is prohibited and this would count as such since it is a short squeeze by a dominant equity investor, though there may be some safe harbors). (FTD, FAZ) I've seen guesses that fund managers have been taken for around $15 billion, but that could go higher. Not clear if Porsche can pocket all the money, or who else is free riding on Porsche's move.
Like financial markets didn't have enough troubles right now.
Update #1: the FT writes up the state of play as of yesterday. Note that this behavior by Porsche is implied by the FT to be illegal due to a reform coming into force next Spring, not clear what the reform is though. Ah, it appears to be a reg on disclosure of cash settled option. So what Porsche has been doing here is buying lots of undislosed options to buy VW from banks, which then go out and buy VW stock to hedge the option they've written, and then lend the stock out to short sellers. Porsche then calls the option, the banks recall the stock from the short sellers, and sell it to Porsche, which pays by calling the option.
Taking the concept of excellent cornering to a new level, Porsche
casually announced at the weekend that it had amassed a holding of 74.1
per cent in that other piece of German financial engineering,
Volkswagen.
Held in the form of a 42.6 per cent holding in shares and then a
further 31.5 per cent in so-called “cash settled options,” Porsche said
it was making the disclosure “due to the dramatic distortions on the
financial markets.” According to official records - last updated on
August 5 - Porsche’s previous holding amounted to just 30.29 per cent.
Net result on Monday? The most dramatic market distortion of a
leading European company we have seen in some time as shares in
Volkswagen were catapulted 85 per cent higher to €391.
This has nothing to do with the fundamental value attached to
Porsche seemingly being close to its stated goal of achieving of
“domination of the Volkswagen group by Porsche.”
It is about squeezing the hedge funds that had sold VW short in the
understandable belief that the shares were comically over-priced. Note
this sneering paragraph in the Porsche release:
Porsche has decided to make this
announcement after it became clear that there are by far more short
positions in the market than expected. The disclosure should give so
called short sellers — meaning financial institutions which have betted
or are still betting on a falling share price in Volkswagen — the
opportunity to settle their relevant positions without rush and without
facing major risks.
Max Warburton, the Sanford Bernstein analyst who undoubtedly hurried
the Porsche disclosure, points out that in shorting VW stock over
recently months, hedge funds must have been borrowing shares
(indirectly and unknowingly) from Porsche itself. After all, aside from
the Porsche holding, almost 20 per cent of VW is held by the Lower
Saxony state, leaving a “free float” of less than 6 per cent.
Here’s the summary of a new Bernstein note sent to clients on Monday:
• So was it more than a “fairytale”?
Porsche announced on Sunday 26th that it controls 74.1% of VW’s Ord
shares — 42.6% directly and 31.5% via cash-settled options. This
announcement is overdue in our view and appears to support many of the
ideas we put forward in our recent report, “Porsche: The Fruit
Machine? A Possible Explanation for VW’s Inexorable Rise” — that
Porsche was near 75%, that the daily volume seen in VW could likely
only be short selling, that only Porsche or its banks could be
providing the supply of stock and that Porsche was likely profiting
from these transactions. Last week, Porsche described our report as a
“fairytale” to the press.
• Shutting down the Fruit Machine.
Porsche’s disclosure effectively shuts down The Fruit Machine — a
potentially money making situation that only worked when Porsche owned
more of VW than the market realised, and when there was a ready supply
of hedge funds willing to put money into the slot, in the hope of a
payout if the freefloat eventually traded on fundamentals. Now it is
confirmed that there is no significant freefloat, and no payout, there
will be no more players willing to feed the Fruit Machine.
• Disclosure at last.
Porsche states that it “has decided to make this announcement after it
became clear that there are by far more short positions in the market
than expected”. We find it surprising that Porsche can claim there
were more shorts than expected given Porsche and its counterparties own
nearly all the stock, so only they can have supplied stock for lending
(aside from Lower Saxony), so they should have been reasonably aware
of short positions. Information on short interest is also available
publicly.
• Short squeeze to infinity?
Porsche also states that “the disclosure should give the so called
short sellers…the opportunity to settle their relevant positions
without rush”. This is surely an ironic statement: we think it is
likely there will be a stampede to close shorts. From whom will the
hedge funds repurchase stock if Porsche and its counterparties own all
but 5.9% of the freefloat? Do other funds (temporarily) hold VW shares
that are ultimately already owned by Porsche? Did Porsche buy the
shares from the short sellers for a second time? At what price will
these other funds — or Porsche and its counterparties — sell VW shares
back to the hedge funds? At a “nice” price to defuse the situation? Or
at €300? €400? €500? Infinity?
• One last jackpot for Porsche?
The consequences of this disclosure are complex for the share prices
of VW Ords, VW Prefs and Porsche. We discuss potential outcomes in
this note but in simple terms we believe we will see a massive short
squeeze on VW Ords, a further fall in VW Prefs (short term — but not
long-term — might Porsche now eventually have to bid?) and probably
some upside in Porsche. In theory, we believe that Porsche (if it so
chooses) can make one last big profit from VW as the shorts are
settled. Porsche also clearly believes it can soon get its hands on
VW’s cash pile.
Porsche appears to have made many billions of euros employing this fruit machine.
On one level, the hedge funds playing VW deserve everything they
have got. The market was clearly “false” - if only in the sense that
VW’s valuation and daily price moves did not in any way tally with
economic reality. And the dim-witted nature of Germany’s financial
regulators has been known for some time.
But such activity, had it had occurred in the UK, would have caused
investors to reach for their lawyers and/or call the financial police.
In Germany, the relevant legislation does not come into force until
next Spring.
In the meantime, Porsche has brought the German equity market into
disrepute - albeit in spirit rather than the letter of outdated laws.
This episode suggests that allowing naked shorts, properly collateralized, is important for markets to function.