The N.A. Stewart Capital Management LLC Small Cap Strategy …Is an actively managed portfolio of 12-25 businesses that form a unique subset of the small cap stock universe. The strategy looks not just for outstanding economics (as defined by free cash flow, return on invested capital (ROIC), hidden assets, and a sustainable competitive niche, but also for the “owner operator” management model. By this I mean companies where the CEO is often a founder and/or the management team is major shareholder in the business. I believe that owner-operator CEOs bring a passion to their businesses and an alignment of interest with other shareholders that is seldom matched by employee CEOs. Stocks selected for the portfolio will generally fit the following profile: A Market capitalization of between $100 Million and $2 Billion dollars (The average market cap as of 4/20/2015 is approximately $440 Million) An “owner-operator” management model – The CEO is a large shareholder, or even the founder and controlling shareholder Strong gross margins and operating margins Strong return on invested capital (ROIC) Prudent capital allocation policies – our companies often pay special dividends or buy back their own shares when they are undervalued. They are opportunistic in their financial decisions. For example, you can expect many of these companies to pay a large special dividend if there is a future tax increase on dividend income. A stable business model with reliable, recurring revenue A durable competitive position or market niche A lack of mainstream coverage or understanding Less liquid trading volume and a relatively small float (shares that can be purchased by outside investors), which discourages institutional participation These companies are usually in “non-glamor” industries that don’t attract much in the way of media headlines or accolades The strategy prefers steady, persistent growers and free cash flow to volatile “shooting stars” and “media darlings” Most holdings have below average sensitivity to the overall stock market (called beta) – these stocks “march to their own drum” much more often than the average stock Occasionally: The GAAP (Generally Accepted Accounting Principles) balance sheet accounting hides undervalued or irreplaceable assets that create the prospect of future gains if and when monetized. An example of this would be real estate assets whose value is not correctly reflected on the balance sheet. The strategy might invest in smaller or larger capitalization “owner-operator” businesses that I view as exceptional and which otherwise fit our criteria When it comes to selecting individual securities, I assess: 1. The business’s underlying quality 2. My estimate of the business’s fair valuation 3. The CEO’s track record and incentives Business economics matter – but so do people While valuation and “the numbers” are critical, this strategy focuses heavily on management incentives and stock ownership. The ideal situation is to find a business with great economics that is being managed by what I call a “wealth creating” CEO. Allow me to explain that last statement. In studying various small capitalization companies, I have noticed that some leaders persistently create wealth for shareholders, while others move from blunder to blunder or absorb all of the positive economics of even a very good business for themselves (via stock-based compensation or other measures). We want to invest with the first group, the wealth creators, while staying as far away from the second group as possible. Bottom line: we want to invest with leaders who get rich with shareholders – not at the expense of shareholders. Value is good – yet good businesses are great When it comes to value, “undervalued” is ideal, however fair value is often an excellent purchase price for a good business. Good companies with great leaders are usually not undervalued, except in rare circumstances. Waiting for “great value” on a wealth-compounding stock could mean sitting out and missing many years of gains. Who should invest? This strategy is intended for sophisticated investors who would like to make a long-term investment in a concentrated portfolio of small-capitalization businesses. This strategy requires a long-term perspective for a number of critical reasons. First, I want our results to reflect the success of the underlying businesses over time – and this process itself takes time. Second, these stocks usually have lower liquidity relative to other common stocks. This means that they are more expensive to trade – to offset this, we must have a longer-term holding period. My way of thinking about it is that we are buying a partial share in a private business that “just happens” (fortunately for us) to be publicly traded. The portfolio manager believes that potential investors should plan to invest in the strategy for at least five years, and preferably longer. Investors should consider this investment as a long-term allocation within a larger portfolio similar to the endowment model that is utilized by institutional investors. My philosophy on investing client capital The number one focus of N.A. Stewart Capital Management LLC is on achieving strong results for existing clients – not the maximization of assets under management or the number of client relationships. Capital contribution to this small-cap strategy will be capped at $40 million. After this point, all potential gains in assets under management will come from returns generated in the market – in other words, asset growth will reflect gains made by investors. Niche strategies (such as focused small-cap) are destroyed by continuous fund-raising The problem with “raising money” is that in niche strategies, capital raised beyond a certain point dilutes the return of existing investors – much like a corporation can dilute shareholders by issuing stock. This is because the best ideas must be split between more investors, which prevents an ideal allocation of each new idea to each specific investor. I am determined to take a different path. My business goal for this strategy is to get assets under management to the 40 million dollar figure as quickly as possible, after which point I will be 100% focused on the investment process - following events at portfolio companies, making decisions as to how or when to add companies to the portfolio, and correcting mistakes (which are inevitable, unfortunately) as they reveal themselves. Tax efficiency will always be considered The portfolio will utilize tax minimization strategies if and when possible. An example of this would be selling and reallocating any investments presently trading at a loss relative to our purchase price if and when large gains are taken in a different holding, as part of the loss taken can be used to offset the taxable gain. This strategy is particularly likely to occur if I believe that a different stock that the strategy is not presently invested in offers an equal or greater opportunity relative to the position(s) being sold. Why is this a niche strategy relative to other small-cap approaches? For a few very important reasons. This strategy often invests in securities that have a large or majority shareholder and/or a relatively small number of shares outstanding. This means that the “float” (number of shares available to be purchased by the public) is not large. There are simply not enough shares for everyone who might like to invest (such as large funds) in many of these companies. Combine the above with our philosophy of focusing the portfolio in a relatively small number of investments, and the capacity constraint becomes an issue that can’t prudently be ignored. As a result of this philosophy, it is important for investors be are a good “fit” with the program and its objectives. Suitability will be critical to the success of each investor and to the investment program itself. Conclusion: My firmly held belief is that by investing in small, first class businesses with great leaders, investors will be rewarded (over time) with an above-average return relative to the risk taken. If you have any questions about this strategy or its potential suitability to your investment objectives, please do not hesitate to contact me. Nathanael Stewart, CFA N.A. Stewart Capital Management LLC 909 West Washington Boulevard Unit 604 Chicago, IL 60607 312‐343‐3842 www.nastewart.com
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