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Parts of the Phelan family still own 16% of Recipe (Fairfax owns the other 84%). Interesting story / bit of Canadiana...

 

The food fight for Swiss Chalet’s owner is a lesson for all family companies

 

Hopefully the link below works (the article is behind a paywall):

https://www.theglobeandmail.com/gift/ec504d70a4c6763bef7b3e7b87d07bf3bdfd3e8486a41630e08b66b2b94a0e29/UMHHEN6ZJZBDZO5SDLUVLKDVXU/

 

"In the 1990s, the Phelan family ranked among the country’s wealthiest clans.

Their restaurant chains – including Swiss Chalet and Harvey’s – served millions of meals and cranked out millions in profits for parent company Cara Operations Ltd., now known as Recipe Unlimited Corp. Patriarch Paul James Phelan – PJ to those who knew him – wanted the 100-year-old business to remain in family hands for another century. It wasn’t to be.

 

"A bruising, years-long battle for control of the company pitted PJ Phelan and his son against two of his daughters, Gail and Rosemary. It ended in 2003 with the women winning control through a debt-funded buyout, then eventually handing the reins to insurer and asset manager Fairfax Financial Holdings Ltd. 

 

"Author Stephen Kimber captures the bitter fight for Cara in The Phelan Feud, published on Friday. Working with surviving family members – PJ Phelan died in 2002 – and with full access to court documents and private family records, he has written a book filled with intrigue, betrayal and high-living, including family-backed yachts vying for the America’s Cup. It’s a story with poignant lessons for any family, with special relevance to the privately owned businesses that are major contributors to the country’s economy."

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10 hours ago, nwoodman said:

 

@nwoodman , thanks for the info. I was wondering what was spiking the share price of Thomas Cook India higher.

 

Fairfax's stake in Thomas Cook India now has a market value of $868 million. It is up 74% YTD. TCI is now Fairfax's 5th largest equity holdings (after Eurobank, Poseidon, FFH-TRS and Fairfax India). 

 

Excess of market value to carrying value is about $654 million. Fairfax is getting so far offside with this holding (FV is so much higher CV) somebody better let Muddy Waters know because Fairfax is probably doing something terribly wrong with how they are marking this position on their books!

 

Why is Thomas Cook India headed higher? Surpassing CY 2023 domestic travel numbers in the first 6 months of CY 2024. The runway looks very long for this holding.

 

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Edited by Viking
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Yes, it's nice to see a company go from 8 to 19 to 56 to 73b INR, although most of this is a rebound from COVID - it was 68b in 2019-2020, before dropping to 8b. And at 241 INR, the stock price is also just back to where it was 5 years ago. Odd that the share price drop seemed to slightly precede when you might have expected it to happen - it started in June 2019, before anyone had heard of SARS-CoV-2 dropping to 160 in December, and then went as low as 22 INR! Please remind me of this next time the world has a global anxiety attack!

 

 

 

 

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On 6/6/2024 at 12:24 AM, glider3834 said:

 

@glider3834 Thanks for posting this. 

 

On June 6, 2024, Eurobank announced it had received approval from the ECB to pay a dividend equal to 30% of Net Profit for 2023. The final distribution will be approved at Eurobank’s annual meeting on July 23 2024, with the cash likely to be distributed in August. 

 

Fairfax is expected to receive a payment of about $126 million. Because Eurobank is an associate holding the dividend payment will not show up in Fairfax’s reported results in ‘interest and dividend income’ – that bucket is for mark-to-market holdings. 

 

Eurobank paying an annual dividend is another new and meaningful income stream for Fairfax. 

 

For context, in 2023 Fairfax reported total dividends received (on common and preferred stock) of $134 million. Eurobank’s expected dividend payout almost doubles this amount. 

 

image.png.7676a1e1d4f507592127b4dbfa6e57e2.png

 

This is a watershed moment for both Eurobank and Fairfax. For Eurobank, the dividend payout is the final confirmation their turnaround has been successfully completed. Eurobank’s goal is to increase the payout ratio to 40% in 2025 (Net Profit for 2024) and 50% in 2026 (Net Profit for 2025). 

 

For Fairfax, Eurobank is a great example of the significant turnaround that they have been able to execute with their many poorly performing legacy equity holdings from 2014-2017. Hundreds of million is losses every year (write downs, capital infusions etc) from that collection of holdings has now been replaced with hundreds of millions in gains – the ‘swing’ might be as high as $500 million per year. A significant headwind to reported results has now become a significant tailwind. 

 

The turnaround at Eurobank the past 3 years has been epic. And now Fairfax is getting paid. It highlights why Fairfax is such a good partner: patient, demanding, loyal, long term. But this doesn’t mean Fairfax is a push-over… Eurobank had to do its part – its management team has executed exceptionally well, especially over the past 5 years. 

 

Importantly, Eurobank looks exceptionally well positioned with lots of solid opportunities to continue building shareholder value. 

 

Eurobank's Announcement

 

Edited by Viking
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44 minutes ago, Viking said:

 

@glider3834 Thanks for posting this. 

 

On June 6, 2024, Eurobank announced it had received approval from the ECB to pay a dividend equal to 30% of Net Profit for 2023. The final distribution will be approved at Eurobank’s annual meeting on July 23 2024, with the cash likely to be distributed in August. 

 

Fairfax is expected to receive a payment of about $126 million. Because Eurobank is an associate holding the dividend payment will not show up in Fairfax’s reported results in ‘interest and dividend income’ – that bucket is for mark-to-market holdings. 

 

Eurobank paying an annual dividend is another new and meaningful income stream for Fairfax. 

 

For context, in 2023 Fairfax reported total dividends received (on common and preferred stock) of $134 million. Eurobank’s expected dividend payout almost doubles this amount. 

 

image.png.7676a1e1d4f507592127b4dbfa6e57e2.png

 

This is a watershed moment for both Eurobank and Fairfax. For Eurobank, the dividend payout is the final confirmation their turnaround has been successfully completed. Eurobank’s goal is to increase the payout ratio to 40% in 2025 (Net Profit for 2024) and 50% in 2026 (Net Profit for 2025). 

 

For Fairfax, Eurobank is a great example of the significant turnaround that they have been able to execute with their many poorly performing legacy equity holdings from 2014-2017. Hundreds of million is losses every year (write downs, capital infusions etc) from that collection of holdings has now been replaced with hundreds of millions in gains – the ‘swing’ might be as high as $500 million per year. A significant headwind to reported results has now become a significant tailwind. 

 

The turnaround at Eurobank the past 3 years has been epic. And now Fairfax is getting paid. It highlights why Fairfax is such a good partner: patient, demanding, loyal, long term. But this doesn’t mean Fairfax is a push-over… Eurobank had to do its part – its management team has executed exceptionally well, especially over the past 5 years. 

 

Importantly, Eurobank looks exceptionally well positioned with lots of solid opportunities to continue building shareholder value. 

 

Eurobank's Announcement

 

So looks to be about ($126M/25M shares) $5 per share pre-tax.

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On 6/20/2024 at 6:33 PM, Viking said:

[Eurobank's] management team has executed exceptionally well, especially over the past 5 years. 

 

In fairness I think they have been executing exceptionally well for much longer. It's just that the *results* have come through in the last 5 years, partly because 10 years of sorting out the capital base have paid off and partly because higher interest rates boosted revenue.

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34 minutes ago, Dinar said:

Why is Fairfax selling 10% of CSB particularly with the stock down 10%?  (I think this is owned by FIH, but still)

 

One can hope it is connected with a successful deal for IDBI Bank on good terms now that the election is finished

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2 hours ago, Dinar said:

Why is Fairfax selling 10% of CSB particularly with the stock down 10%?  (I think this is owned by FIH, but still)

Is CSB higher then the price they paid in 2018?

 

Quote

In December last year, the promoter received approval from the Reserve Bank of India (RBI) to retain a 26% stake in the bank instead of the 15% previously advised by the central bank. Accordingly, FIH Mauritius Investments must reduce its shareholding to 26% within 15 years from the date of the completion of investments, which was in 2018.

 

Edited by juniorr
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14 hours ago, Dinar said:

Why is Fairfax selling 10% of CSB particularly with the stock down 10%?  (I think this is owned by FIH, but still)

 

They have to get down to 26% within 15 years of having completed their investments. Doubt this is related (too soon) but maybe this just makes them more willing to reduce near IV. 

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10 hours ago, petec said:

 

They have to get down to 26% within 15 years of having completed their investments. Doubt this is related (too soon) but maybe this just makes them more willing to reduce near IV. 

It is too soon, and the stock is down 10%+ this year. 

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They maybe cannot do much market timing because they might be on a periodic "schedule".

 

"As a result of the CSB Bank Sale, Fairfax India’s share ownership in CSB Bank will be reduced to 40% and Fairfax India will be in compliance with the RBI’s dilution schedule."

 

 

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14 hours ago, Dinar said:

It is too soon, and the stock is down 10%+ this year. 

 

Sure, but you can't be cute with the timing of offloading a big stake. That almost never happens at exact peaks.

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Fairfax’s equity portfolio (that I track) increased in value in Q2 by about $562 million (pre-tax) or 2.9%, which is a solid result. It had a total value of about $20 billion at June 30, 2024.

 

image.png.8baa308e9a7d5a3ae9ac133b2f8b99fe.png

 

Notes:

  • Like Q1, my numbers for Fairfax India for Q2 will be off. In my spreadsheet I include the change in Fairfax India’s stock price (which declined $33 million in Q2). In Q4, 2023, Fairfax India sold a chunk of IIFL Finance which dropped its ownership position to 15.1%, which flipped the position from an accounting perspective from an Associates holding to a Mark to Market holding. IIFL Finance's stock had a big sell off in Q1 (a headwind) and it has rebounded nicely in Q2 (a tailwind). Bottom line, for Q2, I would expect Fairfax’s mark to market gains to be a little higher than my numbers driven by the increase IIFL Finance.
  • Another wildcard will be Digit. It completed its IPO in Q2. When Fairfax reports Q2 results we should get an update on exactly how much Fairfax owns and how the position is valued (and it there were any changes). Digit is not an equity holding but depending on how the position is valued it may impact the gains (losses) that Fairfax reports.
  • I include the FFH-TRS position in the mark to market bucket and at its notional value. I also include warrants and debentures that Fairfax holds in the mark to market bucket.

My tracker portfolio is not an exact match to Fairfax’s actual holdings. It is useful only as a tool to understand the rough change in Fairfax’s equity portfolio (and not the precise change).

 

Split of total holdings by accounting treatment

 

About 48% of Fairfax’s equity holdings are mark to market - and will fluctuate each quarter with changes in equity markets. The other 51% are Associates and Consolidated holdings.

 

Over the past couple of years, the share of the mark to market portfolio has been shrinking. This means Fairfax's quarterly results will be less impacted by volatility in equity markets.

 

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Split of total gains by accounting treatment

  • The total change is an increase of about $562 million = $25/share
  • The mark to market change is an increase of $47 million = $2/share. The change in this bucket of holdings will show up in ‘net gains (losses) on investments’ (along with changes in the value of the fixed income portfolio) when Fairfax reports results each quarter. (Note: see my comment on Fairfax India and IIFL Finance earlier in this post).

image.png.1e7493de19f79436be9411ae61e39479.png

 

What were the big movers in the equity portfolio Q1-YTD?

  • Eurobank is up $304 million and it is Fairfax’s largest equity holding at $2.7 billion.
  • Thomas Cook India is up $271 million and is now Fairfax’s 4th largest holding at $871 million.
  • The FFH-TRS is up $111 million and is Fairfax’s second largest holding at $2.2 billion.
  • Quess is up $50 million. Market value is $370 million (carrying value is $432 million).

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Excess of fair value over carrying value (not captured in book value)

 

For Associate and Consolidated holdings, the excess of fair value to carrying value is about $1.677 billion or $75/share (pre-tax). The 'excess' of FV to CV has been materially increasing in recent years. Book value at Fairfax is understated by about this amount.

  • Associates:           $891 million = $40/share
  • Consolidated:       $786 million = $35/share

Equity Tracker Spreadsheet explained:

 

We have separated holdings by accounting treatment: mark to market, associates – equity accounted, consolidated, other Holdings – total return swaps.

 

We come up with the value of each holding by multiplying the share price by the number of shares. Are holdings are tracked in US$, so non-US holdings have their values adjusted for currency.

 

This spreadsheet contains errors. It is updates as new and better information becomes available.

 

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Edited by Viking
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Fairfax's Equity Holdings – Size Ranking at June 30, 2024

 

Fairfax has a total investment portfolio of about $66 billion, with the split roughly as follows:

 

image.png.5359970ab98717ef7e8a6db14711fdb6.png

 

In this post we review the holdings in the equities bucket. To value a holding, we normally use current market value, which is the stock price at June 30, 2024, multiplied by the number of shares Fairfax owns. For private holdings we use Fairfax’s latest reported market/carrying value, which was March 31, 2023. Derivative holdings, like the FFH-TRS, are included at their notional value. 

 

Additional notes:

  • Mytilineos * includes exchangeable bonds
  • John Keells * includes convertible debentures

What holdings are missing from my list below? AGT Food Ingredients and newer purchase Meadow Foods (2023) are two that come to mind. 

 

Ok, let’s get to the fun part of this post.

 

What are some of the key take-aways?

 

1.) Fairfax has a pretty concentrated portfolio

  • The top 3 holdings make up 35% of the total.
  • The top 10 holdings make up 58% of the total.

2.) Steady improvement in quality/earnings power of the top holdings over the past 6 years: 

 

What happened?

  • Since 2018, new money has been invested very well by Fairfax (FFH-TRS, buying more of existing holdings)
  • Some high-quality businesses have continued to execute well (Fairfax India, Stelco)
  • Some businesses, after years of effort, have turned around (Eurobank).
  • Some businesses that were severely affected by Covid have emerged stronger (Thomas Cook India, BIAL)
  • Some businesses were restructured/taken private (Exco, AGT) and are now performing much better.
  • Some low-quality businesses were sold/merged/wound down (Resolute Forest Products, APR, Fairfax Africa).
  • Some low-quality businesses have shrunk in size due to poor results (BlackBerry, Farmers Edge, Boat Rocker).

The important point is the overall quality of Fairfax’s largest holdings have been steadily improving – as a result, after years of effort, their earnings power has increased dramatically. This should result in higher overall returns from the equity portfolio in the coming years.

 

3.) A slow shift away from mark-to-market holdings. Today, less than 50% of the total portfolio is held in the mark-to-market bucket. Back in 2019, my guess is closer to 80% of the total portfolio was held in the mark-to-market bucket.

  • This shift should have the effect of smoothing Fairfax’s reported results moving forward, especially during bear markets. As a reminder, in Q1 of 2020, Fairfax had $1.1 billion in unrealized losses (when the equity portfolio was much smaller). As more holdings shift to the ‘Associates’ and ‘Consolidated’ buckets, it is the trend in underlying earnings at the individual holdings that will matter to Fairfax’s reported results and not a stock price - earnings are much more consistent than a stock price. Lower volatility in reported earnings should help Fairfax’s valuation (as volatility is considered bad by Mr. Market).
  • This shift will also start to create a Berkshire Hathaway problem for Fairfax: over time book value will become an increasingly poor tool to use to value Fairfax. Why? The value of the ‘Associates’ and ‘Consolidated’ companies captured in book value each year will fall short of the increase in their true economic value.
  • Look at Fairfax's top 5 holdings; 4 of them are showing an excess of market value over carrying value of $1.7 billion. Thomas Cook India has a market value of $871 million and a carrying value of only $214 million (excess od MV over CV is $657 million). I wonder when Fairfax will start unlocking some of this significant hidden value.

Bottom line, Fairfax looks very well positioned today. But the story gets better: like the past 6 years, I expect the quality of Fairfax's equity holdings to continue to improve in 2024. That will improve future returns. And, like a virtuous circle, the cash flows will be re-invested growing the companies even more.

 

image.thumb.png.bcd8527bb0ff1805a9d7a96ee7b3a8e6.png

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Viking, your analysis and write-ups are absolutely fantastic. Thanks much for it!

 

I was looking at the annual report of Fairfax financial and it showed 23,182,558 shares outstanding (basic) and 25,006,116 shares outstanding (diluted). Couldn't figure out the numbers from Q1 report but it looks like the diluted shares add another ~9% extra shares as of Q1 2024. 

 

I had two questions for you and the board of experts as I own this stock.

 

(a) Looks like the share awards and diluted shares are going up year on year; should the investments be marked to diluted shares outstanding.

(b) India exposure - is this a risk given the political tensions between Canada and India governments? 

 

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Posted (edited)
2 hours ago, TB said:

Viking, your analysis and write-ups are absolutely fantastic. Thanks much for it!

 

I was looking at the annual report of Fairfax financial and it showed 23,182,558 shares outstanding (basic) and 25,006,116 shares outstanding (diluted). Couldn't figure out the numbers from Q1 report but it looks like the diluted shares add another ~9% extra shares as of Q1 2024. 

 

I had two questions for you and the board of experts as I own this stock.

 

(a) Looks like the share awards and diluted shares are going up year on year; should the investments be marked to diluted shares outstanding.

(b) India exposure - is this a risk given the political tensions between Canada and India governments? 

 

 

@TB Your first question is very timely. But I am going to answer the second question first:

 

"(b) India exposure - is this a risk given the political tensions between Canada and India governments?" Your guess is as good as mine. It didn't seem to affect the Digit IPO. It seems like tensions might be easing. We will have our answer in a couple of years.

 

@TB What do you think? Does it worry you? If so, in what way?

 

Your first question is one I have been thinking more about.

 

"(a) Looks like the share awards and diluted shares are going up year on year; should the investments be marked to diluted shares outstanding."

 

I recently updated my share tracker to better understand what has been happening with the diluted share count (it is attached below). The short answer is, yes, using diluted shares is likely a better way to calculate per share metrics. Minority interests should also likely be included as well - I am pretty sure @glider3834 has pointed this out before.

 

I use 'effective shares outstanding' in pretty much everything I do because that tends to be how Fairfax looks at things (and I have built my models years ago using their stuff as a starting point).

 

Bottom line, investors need to do the analysis (and uses a share amount / minority interest) in a way that works for them.  

 

Dilution really jumped in 2020 and 2021 when Fairfax's stock price went insanely low. Dilution the past 2 years appears to have slowed quite a bit. 

 

@TB What do you think? Should diluted share count be used everywhere?

 

Regarding diluted share count I would also love hearing what other board members think. I am not an accountant. And I have never seen details of how Fairfax's share based compensation program is structured (how the awards are made; what the vesting period is etc). I think it is long term in nature. I think Fairfax also has an employee stock purchase plan - my guess is Fairfax probably has a sweetener kicks - but again, I do not know the details (if there is a sweetener, is there a vesting period etc).  

 

 

image.png

Edited by Viking
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Posted (edited)
1 hour ago, Viking said:

 

@TB Your first question is very timely. But I am going to answer the second question first:

 

"(b) India exposure - is this a risk given the political tensions between Canada and India governments?" Your guess is as good as mine. It didn't seem to affect the Digit IPO. It seems like tensions might be easing. We will have our answer in a couple of years.

 

@TB What do you think? Does it worry you? If so, in what way?

 

Your first question is one I have been thinking more about.

 

"(a) Looks like the share awards and diluted shares are going up year on year; should the investments be marked to diluted shares outstanding."

 

I recently updated my share tracker to better understand what has been happening with the diluted share count (it is attached below). The short answer is, yes, using diluted shares is likely a better way to calculate per share metrics. Minority interests should also likely be included as well - I am pretty sure @glider3834 has pointed this out before.

 

I use 'effective shares outstanding' in pretty much everything I do because that tends to be how Fairfax looks at things (and I have built my models years ago using their stuff as a starting point).

 

Bottom line, investors need to do the analysis (and uses a share amount / minority interest) in a way that works for them.  

 

Dilution really jumped in 2020 and 2021 when Fairfax's stock price went insanely low. Dilution the past 2 years appears to have slowed quite a bit. 

 

@TB What do you think? Should diluted share count be used everywhere?

 

Regarding diluted share count I would also love hearing what other board members think. I am not an accountant. And I have never seen details of how Fairfax's share based compensation program is structured (how the awards are made; what the vesting period is etc). I think it is long term in nature. I think Fairfax also has an employee stock purchase plan - my guess is Fairfax probably has a sweetener kicks - but again, I do not know the details (if there is a sweetener, is there a vesting period etc).  

 

 

image.png

 

Thanks Viking for the detailed response!

 

(a) India exposure - I feel there is a risk, not clear how much of a risk it is. It looks like there is several billion USD investment but I am not able to put down a precise number. Other India/Canada experts in the board may be able to weigh in for a better assessment. This is a good topic for discussion.

 

(b) Diluted shares, thanks for your detailed answer! You have raised some great points for which I have no answers.  In your table it shows 24,352,667 diluted shares on Dec 31 but in the annual report I found 25,006,116.  (page 100 in this report - https://www.fairfax.ca/wp-content/uploads/FFH_Fairfax-Financial-2023-Annual-Report.pdf ) So knowing answers to your questions would help everyone.

 

Edited by TB
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1 hour ago, TB said:

Thanks Viking for the detailed response!

 

(a) India exposure - I feel there is a risk, not clear how much of a risk it is. It looks like there is several billion USD investment but I am not able to put down a precise number. Other India/Canada experts in the board may be able to weigh in for a better assessment. This is a good topic for discussion.

 

(b) Diluted shares, thanks for your detailed answer! You have raised some great points for which I have no answers.  In your table it shows 24,352,667 diluted shares on Dec 31 but in the annual report I found 25,006,116.  (page 100 in this report - https://www.fairfax.ca/wp-content/uploads/FFH_Fairfax-Financial-2023-Annual-Report.pdf ) So knowing answers to your questions would help everyone.

 

@TB Regarding the risks of investing in India, (you point to one) if you are that uncomfortable (you sound quite concerned) then you probably should just stay clear of Fairfax. I try and deal in facts and fundamentals. The successful Digit IPO happening is a fact. That suggests to me that the current tensions between the Canadian and Indian government are not impacting Fairfax. Now if we get new information/facts that suggest otherwise I will update my perspective/view. 

 

But to speculate and then try and layer that speculation onto an investing thesis... well investing is hard enough - good luck with that. Where are interest rates going to go? How bad will hurricane season be? Will a key person at Fairfax get hit by a bus? The things you could worry about is large. But that is true for every investment out there.

 

In terms of diluted shares, your 25 million number is the weighted average for 2023. The 24,352,667 number in my table is my guess of where diluted shares might be at May 10, 2024. I have 2023 year end diluted shares at 24.98 million. But as is the case with everything I share, people need to do their own due diligence - and make sure the numbers are accurate. I am human. (Ask my wife 🙂 )

 

image.thumb.png.a3c8a1a591bf44f4bc564fccb012c7fb.png

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Posted (edited)
6 hours ago, TB said:

(b) India exposure - is this a risk given the political tensions between Canada and India governments?

I think this article helps answer this question of the impact more broadly (my underline below)

 

'In brief, the data show that thus far, economic ties have not been impacted significantly, likely due to two factors: consistency in the supply and demand on both sides, and a lack of signalling by either government that they intend to take steps to hamper business ties.'

 

https://www.asiapacific.ca/publication/despite-diplomatic-strains-canada-and-india-conduct-business

 

 

Edited by glider3834
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