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How to Make Money from Mergers (Merger Arbitrage) from Morningstar

A Look at Merger-Arbitrage ETPs
By Robert Goldsborough | 06-17-15 | 06:00 AM |  

Global merger and acquisition activity has continued unabated, and as 2015's first half comes to a close, the year looks to be the busiest year for M&A activity since before the financial crisis. With record-low interest rates and uncertainty regarding just when the U.S. Federal Reserve will raise interest rates, deals have continued, both by financial buyers and by strategic acquisitors.
Among the big M&A deals announced this year have been Berkshire Hathaway's H.J. Heinz unit's acquisition of  Kraft Foods (KRFT), Charter Communications'(CHTR) bid for  Time Warner Cable (TWC), Avago Technologies' (AVGO) plans to acquire  Broadcom (BRCM), and  AbbVie's (ABBV) recently closed deal to purchase Pharmacyclics. While the biggest headwind to further deals may be rich stock market valuations at present for potential acquisition targets, historically low debt costs are continuing to create favorable conditions for more deals. Also, corporate balance sheets remain flush with cash. Even private-equity deals are starting to pick up. Although recent deals that have been announced are nowhere near the size of the flurry of buyouts that occurred in the 2005-08 time frame, the recent LBO of  Informatica (INFA) suggests that larger private-equity deals could be on the horizon.
One way that investors can capitalize on heated deal activity is to seek to benefit from merger-arbitrage strategies, which involve exploiting the gap between the proposed purchase price for an acquisition target and the price at which it is trading after the deal's announcement but before its closing. A growing number of exchange-traded products have come to market in recent years to offer exposure to merger-arbitrage strategies. Merger-arbitrage strategies historically have offered attractive risk-adjusted returns, although there is risk associated with them, as there is no free lunch in the market. M&A-oriented products can offer bondlike returns that are typically uncorrelated with equity or bond market performance. And investors can expect better performance from merger-arbitrage funds in an environment of heightened deal activity because it offers index providers and managers more deals to invest in. Without a reasonable number of deals, the products would end up holding more cash.
Given the blizzard of recent M&A activity, it's a good time to take a look at the different strategies that have been packaged in the ETP wrapper and to see how they have done.
Under the HoodMerger-arbitrage strategies provide exposure to deal risk--the risk that an announced deal might fall through. In general, deal risk lessens in an improving macroeconomic environment--when there is less uncertainty. Although institutional investors have used merger-arbitrage strategies for many years, passively managed merger-arbitrage strategies have been rolled out in the ETP wrapper only in the past several years. The strategies fit into one of two buckets. Either a product will track an index that takes long positions in a takeover target and shorts the acquiring company or it will track an index that takes long positions in deal targets and then broadly shorts the global equity markets as a partial equity market hedge.
The largest U.S. merger-arbitrage ETP is IQ Merger Arbitrage ETF (MNA), an exchange-traded product that launched in 2009 and tracks a benchmark that IndexIQ manages of announced takeover targets. The index also shorts the global market. Unlike other ETPs, MNA also includes global deals, which is why the fund holds a company like British soda can maker Rexam PLC, which is the subject of a pending acquisition from  Ball Corp (BLL). MNA charges 0.76%.
Another option is an exchange-traded note issued by  Credit Suisse (CS). Credit Suisse Merger Arbitrage Index ETN (CSMA) delivers the total return of a Credit Suisse-managed index that takes long positions in targets and short positions in acquisitors. Only deals within the United States, Canada, and Western Europe are represented. CSMA launched in October 2010 and charges 1.05%--a 0.55% investor fee plus another 0.50% index calculation fee.
Still another option is ProShares Merger Arbitrage ETF (MRGR), which tracks an S&P-managed index of deal targets and their acquisitors. MRGR's strategy is similar to that of the Credit Suisse ETN, except that MRGR takes actual long positions in acquisition targets and actual short positions in acquisitors (in stock-for-stock deals). MRGR's index is devoted to developed-markets deals and effectively equal-weights its long positions, initiating weights of target companies at 3%. The initial weight in short positions is between 0% and 3%, depending on the terms of the deal. MRGR charges 0.75%.
PerformanceLike many market-neutral strategies, a merger-arbitrage strategy should not be compared with broad market returns. Instead, a better way to think about a merger-arbitrage strategy is to compare it with the returns of cash (three-month T-bills) in the same period and to view it as a "cash-plus" strategy. Historically, as interest rates fall (rise), merger-arbitrage returns drop (increase). With interest rates near zero but expected to rise, a merger-arbitrage strategy that generates returns in excess of cash and fees could appeal to investors with heavy bond allocations.
Relative to cash, MNA has posted decent performance since inception, returning mid-single-digit returns over the trailing one-, three-, and five-year periods. CSMA has performed poorly, delivering negative returns in trailing one- and three-year periods and posting positive performance only this year. MRGR still is fairly new, but its returns have been in the middle of the other two offerings.
An Actively Managed OptionOne obvious alternative to the three ETPs is  Merger (MERFX), an actively managed, open-end mutual fund that launched in 1989 and was the first mutual fund to employ a merger strategy. It has a Morningstar Analyst Rating of Silver. Merger Fund buys the stock of the acquisition target and then shorts the acquisitor's stock. In a cash deal, the fund's managers use options to hedge. One major difference between the $5.3 billion Merger Fund, which charges 1.23%, and the three merger-arbitrage ETPs discussed above is that Merger Fund is actively managed. As a result, while the three ETPs can be expected to hold all deals that fit their indexes' mandates--irrespective of the likelihood of them closing and the broader macroeconomic environment--the managers of Merger Fund have the freedom to pick and choose. Comanagers Roy Behren and Michael Shannon have put together an impressive record selecting the most attractive pending deals based on expected risk-adjusted return. They are unconstrained by position or sector limits (although individual deal exposures seldom exceed 5% of net assets) and have done an outstanding job delivering solid returns with minimal volatility (for example, Merger slid only 5.0% during the financial crisis, during the same period (Oct. 9, 2007, to March 9, 2009) that the S&P 500 cratered 54.9%.
 

Robert Goldsborough is an analyst covering equity strategies on Morningstar’s manager research team.

What is a ROTH 401k? (Businessweek)


Are You Missing Out on the Roth 401(k)?

Few workers use the retirement plan despite its advantages and growing availability

More and more workers have a choice in their retirement plan—to put their savings in a traditional 401(k) or a Roth 401(k) . 
The problem: Many people don’t know they have this option, and those who do often don't have any idea which to pick. As a result, few workers are choosing the Roth 401(k), even though many could benefit from it. 
Of the 1,900 employers offering 401(k) plans through Vanguard Group, 56 percent give employees access to a Roth 401(k), up from 42 percent in 2010. Large companies are likeliest to offer Roths, so more than 2.3 million workers in Vanguard plans, almost two-thirds of the total, have access to Roth 401(k)s. But new Vanguard data show just 14 percent of them are using a Roth, a number that has slowly risen from 9 percent in 2010. 
With a traditional 401(k), you pay no taxes on contributions. Instead, you pay taxes when you withdraw the money in retirement. A Roth reverses that: There’s no tax break on contributions, but all withdrawals—including any investment gains—are tax-free.
Deciding between a Roth and a traditional 401(k) isn’t easy, and even experts disagree on how helpful Roths are. “Situations vary so much that it’s hard to make blanket statements,” says James Choi, a finance professor at the Yale School of Management. 
Still, a Roth plan offers advantages for many retirement savers. It’s generally a more flexible tool than a traditional 401(k), for example. And for many younger and lower-paid workers, a Roth plan is a no-brainer.
“More people should be using it,” Vanguard senior research analyst Jean Young said.
That’s why, since a 2006 law allowed the creation of Roth 401(k)s, more employers have been offering them. Workers have been signing up, but quite slowly. Most people are confused by Roth plans, says Chad Parks, chief executive officer of Ubiquity Retirement and Savings, a 401(k) provider for small businesses. “It’s not an easy thing to grasp.”
Here are some pros and cons of Roth 401(k) plans.

Pro: A tax break for the young and poorly paid

With a Roth, workers trade some upfront pain for a long-term gain. They pay taxes on their retirement savings now so they don’t have to pay taxes on withdrawals in retirement. The young benefit most from this strategy, because they have more time to let their money grow tax-free. Also, any worker with low to moderate income should use Roths if she expects to earn significantly more later in her career. She's in a low tax bracket now, which minimizes the upfront pain of a Roth. The Roth will then help her avoid taxes in retirement, when she's in a higher tax bracket. 

Con: The tax benefits can backfire

A Roth makes little sense for certain higher-paid, older workers. They're paying high tax rates now, and a traditional 401(k) gives them a break. A Roth also doesn't work well for workers who didn't plan well for retirement. If you'll be poorer in retirement, your taxes will be low then anyway. While you're still working, you might as well take the traditional 401(k)'s tax break and save as much as you can in it. 

Pro: Flexibility in retirement

The wealthy can still benefit from a Roth 401(k), because of the flexibility it offers. For example, a retired couple wants to splurge on a $40,000 round-the-world cruise. If they take that money from a traditional retirement account, they’ll need to pay taxes on it. That one-time expense may bump them up to a higher tax bracket. But any withdrawals from a Roth 401(k) are tax-free, so retirees can cover big expenses without worrying about the tax consequences. 
Another way Roth accounts are more flexible than traditional ones: By law, retirees must make regular withdrawals—“required minimum distributions”—from their traditional retirement accounts after age 70 and a half. But retirees can leave assets in a Roth account for as long as they want. That can keep investments growing tax-free well into retirement.

Con: The rigors of tax prognostication

No one knows for sure what the U.S. tax system will look like in five years. Predicting tax rates in 30 or 40 years is just about impossible. Roth plans could end up being a bad deal if lawmakers eventually lower income tax rates and replace them with value-added or sales taxes. Roths would become a better deal, though, if the income tax burden on seniors goes up. The higher that income taxes are on retirees, the more benefit a Roth account provides; the lower they are, the more a traditional plan makes sense. 
Of course, the uncertainty about future tax rates is also a good argument for hedging your bets by using a mix of both Roth and traditional accounts 

Pro: Flexibility before retirement

If you withdraw money from a traditional 401(k) plan before you turn 59 and a half, you pay both taxes and a 10 percent penalty. There’s no penalty for withdrawals from a Roth 401(k), as long as you take back only the amount of your original contribution and leave any earnings in the 401(k). That can make a Roth account valuable in emergencies or if you retire early.
Then again, for savers without much willpower, Roths can make it tempting to blow through retirement money too early.

Con: Tax credits and the AMT

If you’re poor enough, a traditional 401(k) can lower your taxable income and may help you qualify for benefits like the Earned Income Tax Credit. If you’re wealthy, the choice between Roth and traditional plans can affect whether you’re subject to the alternative minimum tax, or AMT. The AMT is an alternative tax system that limits the deductions wealthier taxpayers can take. Because the AMT is extraordinarily complex, a Roth can either trigger the AMT or help taxpayers avoid it, depending on their circumstances. If an AMT is a possibility for you, a tax accountant may be able to tell you which retirement plan to choose. 

Pro: A higher savings limit

Workers under age 50 can save up to $18,000 in a 401(k) account every year. Past age 50, they can save an extra $6,000. 
Those limits are the same for Roth and traditional accounts, but any after-tax dollars put in a Roth go farther, because you still owe taxes on any money put in a traditional account. That makes Roth plans a nice option for workers who want to put as much money in their retirement accounts as possible.

Con: Employer match formulas

Companies match their employees' contributions to retirement plans in dozens of different ways. But generally, the more an employee contributes, the more an employer kicks in. And, because it’s easier to save in pretax dollars than in post-tax dollars, it may be possible to get more matching dollars out of your employer with a traditional account.