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ROSCOs - How do train orders work in practice?

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Malderon

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I was wondering how ROSCO financing works in detail, specifically.

What guarantees are there in a train order?
If as a ROSCO you end up with duds like a Class 180 or Class 460 is the government meeting the finance costs when there aren't any TOCs that want the units? I've seen something about "Section 54 Undertakings" but can't really drill down in the details

I'm not sure of the way that ROSCOs actually operate is commercially sensitive or what but I have found it very difficult to find out any details of what a deal actually looks like.

I had envisioned a ROSCO as something similar to a Sale and Leaseback property transaction (when they were initially set up), and in a similar way effectively although it is classified as leasing it is much more like an Income Strip or Finance Lease in that at the end of the lease the asset isn't expected to have much value. I am also interested in how transfer of franchises works with transferring the trains to the new franchise holder.


Bit of a boring topic - but I work in Fixed Income investments so I was thinking about it and Google wasn't able to turn up anything!
 
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Wath Yard

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If you've got a few days off over Christmas there's always the 199 page Competition Commission report into ROSCOs, which provides some details about how they work:

http://www.competition-commission.o...tigation/final-report-and-appendices-glossary

That was produced in 2009 and things have changed a bit since then, most notably the DfT specifying and directly ordering most new stock, so that may have had some effect on the relationship between ROSCOs, TOCs and the DfT.
 

68000

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Generally the ROSCO has a captive market so even if you have a few duds, you will able to lease them and make money off them
 

Goatboy

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'Giving' a bunch of banks, sorry ROSCO's, a bunch of fully ammortised assets which the taxpayer had purchased and allowing them to then lease them out at huge rates for the next 15 years is probably one of the worst aspects of the privatisation process IMHO.
 
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There are a number of different models that are used by ROSCOs in structuring deals with TOCs / FOCs.

These range from straight "dry" leasing, where the original purchase cost is amortised over the expected (remaining) life of the train, and a rental produced that reflects the period of use relative to that life.
A "soggy" lease, where in addition to the purchase price, a cost is added to reflect large maintenance required during the train life (eg major overhauls / refurbishments/modifications, and the rental reflects the relevent portion of the purchase price and a contribution towards the maintenance events)
A "wet" lease is a package of train supply covering the full purchase and maintenance of the trains and the provison of guarantees of a certain train provision each day to cover set diagrams.

Effectively, you can also have any shade in between - e.g a "dry" lease, but could add some specific modifications into the lease that an opeartor requires. As the OP surmises, there have also been sale and leaseback deals, primarily with freight operators, that work just as he imagines.

On all leases, there is a cost of finance (interest) just as there is in any commercial deal in any sector of business. When ROSCOs have been owned by banks, they are likely to access lower finance costs.

All specific deals are commercially confidential, which is why you will not find too much detail on the internet, but Roger Ford in Modern Railways has, over the yerars, provided good detail on ROSCO principles, and worked mathematical models that are not a million miles from reality.

A ROSCO will always price over the expected life of the train, therefore taking a "residual" risk beyond the end of the current signed lease. A Section 54 provision is given (by DfT) to cover uncertainty in some cases where an initial lease is unlikely to be long enough to permit funders to take the residual risk at a sensible cost. It is NOT available on any of the original BR rolling stock and does not apply to all new stock (eg Chiltern 168s will not have had a Section 54, and a section 54 never normally covers more than half the expected life of a train. Therefore, a ROSCO will take considerable risk if a train turns out to be poor, or DfT policy leaves them with no use. That will be why Porterbrook will have gone to such extreme lengths to adapt the Gatwick Expresses, and Angel will have spent large sums trying to make 180s work.

Despite Goatboy's comment, BR stock was purchased off the Governement at a price, and the initial leases reflected a mixture of the value paid and the remaining life of those vehicles. Added to that will have been significant maintenance costs as all initial leases were "soggy" with the ROSCOs being responsible for all heavy maintenance. Had the "buy" price been higher, then so would the rentals. The rentals were also based on an "indifference pricing" model devised by the Government which was designed to ensure that TOCs were not disadvantaged by either having to have old or having to have new stock in the early years. It worked during that period very successfully.

Goatboy - An asset always has a value - high when new, reduced to the point of scrap value at the end of life, but you simply don't get given, or are able to rent a house for free, just because it is 80 years old, and the same applies to trains.

Unfortunately, because a few individuals made money out of ROSCOs, many people do have a very blinkered view of ROSCOs, missing the fact that there was no better way at the time to manage the existing fleets, and missing some of the excellent engineering development work done to the train fleets by ROSCOs over the years. Additionally in the first ten years, the investment in new trains by ROSCOs exceeded the income made by them from the lease costs of the existing trains, meaning as a financing vehicle, the principle was working well. The cost of buying a new train for a ROSCO was relatively low, as they were not bound by EC Procurement Rules, and could effectively negotaite and put a deal to bed in about nine months. I'm sure there are examples of where the ROSCOs weren't always effective, but as Roger Ford has said, they were the one true success of privatisation.

After that, DfT decided that it was jealous of the money made in the early years by some of the ROSCOs and hounded them for "repayment". When that didn't work, they sought external audits, reviews and competition committee enquiries to try to illustrate that the ROSCOs were making too much money. Each time they were rebuffed with independent evidence that the ROSCOs were NOT making unreasonable returns on their investments. Upset with this outcome, DfT effectively took procurement of rolling stock away from ROSCOs by setting up their own procurement operation with trains to be financed after procurement, and there we have IEP, Thameslink and others. Over £100,000,000 has been spent by DfT on train procurements that have dragged on for years, without so much a vehicle being built, and have produced deals that threaten to cripple the railways for years. Value for money? Not in my mind.

I leave forum members to decide which methodology they think best, and whether or not they think ROSCOs to be the ogre so many paint.
 

Goatboy

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Goatboy - An asset always has a value - high when new, reduced to the point of scrap value at the end of life, but you simply don't get given, or are able to rent a house for free, just because it is 80 years old, and the same applies to trains.

True but a house pretty much never reaches end of life therefore it's age is less relevent whereas of course a machine does reach end of life. Scrap value is, realistically, negligable when compared to the original purchase cost.

Your post is interesting and it's useful to have some clarity from somebody who clearly knows a lot about the subject - so I'll take your points onboard as you are obviously far more educated in this matter than I am.

That said, it surely remains the fact that the lease cost of, say, a Class 313 is hardly a bargain given the asset has depreciated away to almost nothing and owes the ROSCO very little. Now from a commercial viewpoint there is nothing wrong with this. Infact it makes perfect business sense to continue to lease something you can get an income from even after it's residual value has fallen away to almost nothing. You cannot and should blame a ROSCO - they are a private organisation operating to maximise shareholder value after all!

The bigger issue is whether the railways should be a vehicle for maxmising shareholder value or a vehicle for providing mass-transport for the citizens of the country with the economic and social benefits this provides. I'm not really sure it can ever be both as there is a conflict of interest. Whats best for business isn't always best for customer and whats best for customer is often not best for business!
 

LNW-GW Joint

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The bigger issue is whether the railways should be a vehicle for maxmising shareholder value or a vehicle for providing mass-transport for the citizens of the country with the economic and social benefits this provides. I'm not really sure it can ever be both as there is a conflict of interest. Whats best for business isn't always best for customer and whats best for customer is often not best for business!

If you want the cost of train fleets to be borne by the Government, there will be a price to be paid (dept, interest, credit rating etc).
Currently the ROSCOs and TOCs pay for the trains, so they are off the Government books.

Even the IEP, Thameslink and Crossrail fleets will be owned by financiers earning a return from leases (though guaranteed by HMG).
The Government generally doesn't own commercial planes, ferries etc.
Though I think it still owns the UK share of the Eurostar/class 92 fleet (because it is unsaleable).
 

Goatboy

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Planes are not the same as very few air services are opreated with any public support whatsoever. They are entirely commercial operations. Mostly because air travel is largely a luxury.
 
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That said, it surely remains the fact that the lease cost of, say, a Class 313 is hardly a bargain given the asset has depreciated away to almost nothing and owes the ROSCO very little. Now from a commercial viewpoint there is nothing wrong with this. Infact it makes perfect business sense to continue to lease something you can get an income from even after it's residual value has fallen away to almost nothing. You cannot and should blame a ROSCO - they are a private organisation operating to maximise shareholder value after all!

The bigger issue is whether the railways should be a vehicle for maxmising shareholder value or a vehicle for providing mass-transport for the citizens of the country with the economic and social benefits this provides. I'm not really sure it can ever be both as there is a conflict of interest. Whats best for business isn't always best for customer and whats best for customer is often not best for business!

Don't disagree with you there Goatboy - current set up is as a commercial operation with minimum levels of operation. We don't have to like it, but that's the way it is. Re your point about 313s etc., when a lease is established there will be a value assigned to those vehicles that either assumes nil cost (scrap) at the end, or a remaining figure. The starting point may be low, but if there is residual maintenance not yet paid off, that can increase the rental (eg fitting of mandatory systems like TPWS/Data Recorders/refreshes, or as stated before heavy maintenance provisions to ensure they can be leased at all). Some of the ex BR vehicles are on very low base rental just to ensure they stay in traffic and earn something, as something, even for a ROSCO, is better than nothing!
 

Malderon

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Thanks all for the feedback, I work for an annuity provider and I was interested in how the train deals compare to property leasing deals that we are increasingly using to back our annuity portfolio.

It always struck me that if we were assuming a 20-30 year life of a train, even with zero residual value, that's approaching the perfect length for an annuity, (ie buy at 65, die at 85, but of course the suitability would depend alot on what we could assume for transfer of franchising, likelihood of there being no tenant for the asset, government guarantees etc

For new trains at least it seems the ROSCOs are just off book borrowing in all but name, therefore I wouldn't expect them to be making profits over the financing costs.
 

Tiny Tim

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Thankyou, Derbyshire Gra, for your excellent summation of how ROSCOs work. I've not read anything as clear on the subject anywhere.

I don't blame the ROSCOs for taking a profit, that's what they're in business for. If pricing is based on a formula, where is the element of competition that was supposed to be the benefit of privatisation? The ROSCOs seem to take little risk, or take part in any competitive pricing. Short supply of rolling stock keeps choice limited and prices unassailably stable. The use of ROSCOs doesn't seem to have fulfilled it's potential. I know that having large surpluses of rolling stock isn't sensible, but the present situation isn't marvellous either. The supply of new rolling stock is now largely in the hands of government. Even BR got to order their own trains, not to mention design and build them. I suppose what I'm saying is that the railways should have been privatised vertically, along the lines of the Big Four, as suggested by John Major.
 

Malderon

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If the deals are as profitable as people say then I don't understand how there can also be no competition.

I know that for instance when we are bidding on an SLB transaction we will make a bid for the leasing costs and we are usually going against other pension funds or annuity providers and are very annoyed when we miss out because we want to do the deal as they don't come along too often.

Unless its a proper cartel and they are literally taking it in turns then I don't see how there can't be at least limited competition. Also I don't think the market is closed to new entrants therefore again you would say if there was really no competition and ROSCOs were absolutely taking everyone for a ride then someone would come in to grab a piece of it and drive things down.
 

Goatboy

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You can have a profitable market that also has very high barriers to entry which prevents new competition. I'd imagine the barriers to entry for a ROSCO are significant.
 
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