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In reply to the discussion: Dan Quayle ruins World Airways and loots it. [View all]JHB
(38,168 posts)38. Structuring buy-outs so the company is on he hook, paying big dividends to investors, buying...
...other companies to create a shiny well-publicized "package" for resale, selling it to other PE firms because there's a tax advantage to do so, etc. The goal of the PE firms is to maximize their own returns. They have no long-term interest in the companies they take over, so debt is just a tool for "forcing efficiencies" or to leave someone else holding the bag when it goes south.
In 2012 Matt Taibbi gave a general outline of how Bain Capital did it
Here's how Romney would go about "liberating" a company: A private equity firm like Bain typically seeks out floundering businesses with good cash flows. It then puts down a relatively small amount of its own money and runs to a big bank like Goldman Sachs or Citigroup for the rest of the financing. (Most leveraged buyouts are financed with 60 to 90 percent borrowed cash.) The takeover firm then uses that borrowed money to buy a controlling stake in the target company, either with or without its consent. When an LBO is done without the consent of the target, it's called a hostile takeover; such thrilling acts of corporate piracy were made legend in the Eighties, most notably the 1988 attack by notorious corporate raiders Kohlberg Kravis Roberts against RJR Nabisco, a deal memorialized in the book Barbarians at the Gate.
***
But here's the catch. When Bain borrows all of that money from the bank, it's the target company that ends up on the hook for all of the debt. Now your troubled firm let's say you make tricycles in Alabama has been taken over by a bunch of slick Wall Street dudes who kicked in as little as five percent as a down payment. So in addition to whatever problems you had before, Tricycle Inc. now owes Goldman or Citigroup $350 million. With all that new debt service to pay, the company's bottom line is suddenly untenable: You almost have to start firing people immediately just to get your costs down to a manageable level.
***
Fortunately, the geniuses at Bain who now run the place are there to help tell you whom to fire. And for the service it performs cutting your company's costs to help you pay off the massive debt that it, Bain, saddled your company with in the first place, Bain naturally charges a management fee, typically millions of dollars a year. So Tricycle Inc. now has two gigantic new burdens it never had before Bain Capital stepped into the picture: tens of millions in annual debt service, and millions more in "management fees." Since the initial acquisition of Tricycle Inc. was probably greased by promising the company's upper management lucrative bonuses, all that pain inevitably comes out of just one place: the benefits and payroll of the hourly workforce.
Once all that debt is added, one of two things can happen. The company can fire workers and slash benefits to pay off all its new obligations to Goldman Sachs and Bain, leaving it ripe to be resold by Bain at a huge profit. Or it can go bankrupt this happens after about seven percent of all private equity buyouts leaving behind one or more shuttered factory towns. Either way, Bain wins. By power-sucking cash value from even the most rapidly dying firms, private equity raiders like Bain almost always get their cash out before a target goes belly up.
http://www.rollingstone.com/politics/news/greed-and-debt-the-true-story-of-mitt-romney-and-bain-capital-20120829
***
But here's the catch. When Bain borrows all of that money from the bank, it's the target company that ends up on the hook for all of the debt. Now your troubled firm let's say you make tricycles in Alabama has been taken over by a bunch of slick Wall Street dudes who kicked in as little as five percent as a down payment. So in addition to whatever problems you had before, Tricycle Inc. now owes Goldman or Citigroup $350 million. With all that new debt service to pay, the company's bottom line is suddenly untenable: You almost have to start firing people immediately just to get your costs down to a manageable level.
***
Fortunately, the geniuses at Bain who now run the place are there to help tell you whom to fire. And for the service it performs cutting your company's costs to help you pay off the massive debt that it, Bain, saddled your company with in the first place, Bain naturally charges a management fee, typically millions of dollars a year. So Tricycle Inc. now has two gigantic new burdens it never had before Bain Capital stepped into the picture: tens of millions in annual debt service, and millions more in "management fees." Since the initial acquisition of Tricycle Inc. was probably greased by promising the company's upper management lucrative bonuses, all that pain inevitably comes out of just one place: the benefits and payroll of the hourly workforce.
Once all that debt is added, one of two things can happen. The company can fire workers and slash benefits to pay off all its new obligations to Goldman Sachs and Bain, leaving it ripe to be resold by Bain at a huge profit. Or it can go bankrupt this happens after about seven percent of all private equity buyouts leaving behind one or more shuttered factory towns. Either way, Bain wins. By power-sucking cash value from even the most rapidly dying firms, private equity raiders like Bain almost always get their cash out before a target goes belly up.
By the way, when they talk of "troubled" companies, sometimes that simply means they are "underperforming" by Wall Street view of things, i.e. "could be sending more money skyward, but it's not".
Donald Barlett and James Steele have been chronicling this sort of thing since their 1991 Philadelphia Inquirer series and 1992 book "America: What Went Wrong".
http://www.amazon.com/America-Wrong-Donald-L-Barlett/dp/0836270010
http://www.politicalindex.com/wrong1.htm <-- first chapter available for free. It has some examples, but the sorts of details you're looking for are in later chapters.
http://americawhatwentwrong.org/
This has been going on for decades, aided and abetted by deregulation and tax laws that enhance the advantages of doing business this way.
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