(FINANCE) leveraged buy-out; when a takeover artist like Kohlberg Kravis Roberts & Co (KKR) arranges to borrow huge amounts of money at high interest, buy a controlling interest in a corporation, and then replace the management so its more profitable. The new profits then pay off the cost of buying the company.
Usually a takeover artist requires a vehicle corporation to carry out an LBO. For example, T. Boone Pickens used Mesa Petroleum against Union Oil in the 1980's.
by Sorry, the good guys lost September 02, 2010
(BUSINESS) Wichita, Kansas-based conglomerate; pronounced "coke." A closely held corporation; owns Flint Hills Resources, a major refinery operator.
One of the most secretive business enterprises in the Western world. The financial press is not allowed to publish any financial statistics on the firm whatever (unlike, say, Bechtel or Fidelity Investments, whose financials appear in Hoovers listings). Basically, it converts oil wealth into political influene through a huge web of "foundations."
Koch Industries operates enormous oil refineries in Alaska, Minnesota, and Texas; owns 4000 miles of pipeline; Brawny paper towels, Dixie cups, Georgia-Pacific lumber, Stainmaster carpet, and Lycra (fiber used to make Spandex).
Koch Family Foundations funnel immense amount of money to climate change denial groups, although they manage to remain secretive about that also. Both David and Charles Koch have assets easily in excess of $8 billion, and they are the largest political donors of the oil and gas industry. Mostly their "charitable foundations" promote far-right propaganda.
One of the most secretive business enterprises in the Western world. The financial press is not allowed to publish any financial statistics on the firm whatever (unlike, say, Bechtel or Fidelity Investments, whose financials appear in Hoovers listings). Basically, it converts oil wealth into political influene through a huge web of "foundations."
Koch Industries operates enormous oil refineries in Alaska, Minnesota, and Texas; owns 4000 miles of pipeline; Brawny paper towels, Dixie cups, Georgia-Pacific lumber, Stainmaster carpet, and Lycra (fiber used to make Spandex).
Koch Family Foundations funnel immense amount of money to climate change denial groups, although they manage to remain secretive about that also. Both David and Charles Koch have assets easily in excess of $8 billion, and they are the largest political donors of the oil and gas industry. Mostly their "charitable foundations" promote far-right propaganda.
In the spring of 2010, University of Massachusetts at Amherst’s Political Economy Research Institute named Koch Industries one of the top ten air polluters in the United States.
The Americans for Prosperity Foundation (formerly Citizens for a Sound Economy) and the Cato Institute are creations of the Koch Family Foundations.
The Americans for Prosperity Foundation (formerly Citizens for a Sound Economy) and the Cato Institute are creations of the Koch Family Foundations.
by Sorry, the good guys lost September 03, 2010
(FINANCE) an initial public offering of stock in a company by a private equity fund that already owns it.
ILLUSTRATION
Suppose we have a company, HCA, that currently a publicly traded corporation. Now, some people with a lot of money arrange to borrow even more money, buy ALL the stock in HCA, and then turn it into a private corporation. All of the shares of stock are withdrawn and the company no longer has to publish its financial data with the SEC.
In theory, the new ownership can totally restructure the management; invest in new assets; divest old assets; retrain staff; or otherwise refurbish HCA so it does its job better and more cheaply. After doing this, it sells the new HCA to the public for much more than it paid for it, and everyone comes out a winner.
In practice, PE fund raids HCA to the tune of $2.5 billion and saddles it with the gigantic finance costs of its own LBO. Investors think they're buying a set percentage of HCA when they buy shares, but they're really just extending the process of vacuuming cash from the pockets of investors.
ILLUSTRATION
Suppose we have a company, HCA, that currently a publicly traded corporation. Now, some people with a lot of money arrange to borrow even more money, buy ALL the stock in HCA, and then turn it into a private corporation. All of the shares of stock are withdrawn and the company no longer has to publish its financial data with the SEC.
In theory, the new ownership can totally restructure the management; invest in new assets; divest old assets; retrain staff; or otherwise refurbish HCA so it does its job better and more cheaply. After doing this, it sells the new HCA to the public for much more than it paid for it, and everyone comes out a winner.
In practice, PE fund raids HCA to the tune of $2.5 billion and saddles it with the gigantic finance costs of its own LBO. Investors think they're buying a set percentage of HCA when they buy shares, but they're really just extending the process of vacuuming cash from the pockets of investors.
MIKE: So I hear that KKR and Bain Capital are selling HCA back to the public. A new IPO, huh?
MARGARET: Avoid it. Ordinary IPO's by companies going public for the first time are doing much better.
MIKE: But that's crazy! It's a sponsored IPO! By KKR and Bain Capital! It's got to be good! They'll still own most of HCA afterward, so they'll do what it takes to make sure the price stays high.
MARGARET: No, they don't care what the share price does so long as they get your money out of you. In the meantime, they've looted the company in the most inefficient way possible: using an LBO financed with junk bonds.
MIKE: Ouch, I guess my head is glad I talked to you about it but my heart is a greasy stain in the pavement.
MARGARET: Avoid it. Ordinary IPO's by companies going public for the first time are doing much better.
MIKE: But that's crazy! It's a sponsored IPO! By KKR and Bain Capital! It's got to be good! They'll still own most of HCA afterward, so they'll do what it takes to make sure the price stays high.
MARGARET: No, they don't care what the share price does so long as they get your money out of you. In the meantime, they've looted the company in the most inefficient way possible: using an LBO financed with junk bonds.
MIKE: Ouch, I guess my head is glad I talked to you about it but my heart is a greasy stain in the pavement.
by Sorry, the good guys lost September 02, 2010
(FINANCE) someone like Carl Icahn or Victor Posner; a manager of a PE fund or takeover vehicle (e.g., T. Boone Pickens with Mesa Petroleum) who organizes hostile takeovers of undervalued corporations.
WHY THEY'RE BAD
Corporate raiders insist they're looking out for the shareholder by forcing the managers to focus on increasing the value of the firm. If a company's share prices are high, it supposedly reflects well on the management of the firm; if the prices are low, the shareholders presumably would benefit from the takeover battle and subsequent change of management.
The flaw in this argument is (a) shareholders are not the only stakeholders in the corporation; workers, neighbors, and consumers also have interests that deserve protection; and (b), the impact of the corporate raider on FUTURE shareholders is inherently damaging over the long run because the targeted corporation's share prices are driven to a higher baseline anyway. After the takever battle between the raider and management, FUTURE buyers of the stock pay a higher price but are stuck with stagnant share prices because further increases don't make economic sense.
If the leveraged buyout succeeds, the company is saddled with debt in excess of its book value, which imposes an extreme burden; if it fails (greenmail), then company is still saddled with immense debt.
WHY THEY'RE BAD
Corporate raiders insist they're looking out for the shareholder by forcing the managers to focus on increasing the value of the firm. If a company's share prices are high, it supposedly reflects well on the management of the firm; if the prices are low, the shareholders presumably would benefit from the takeover battle and subsequent change of management.
The flaw in this argument is (a) shareholders are not the only stakeholders in the corporation; workers, neighbors, and consumers also have interests that deserve protection; and (b), the impact of the corporate raider on FUTURE shareholders is inherently damaging over the long run because the targeted corporation's share prices are driven to a higher baseline anyway. After the takever battle between the raider and management, FUTURE buyers of the stock pay a higher price but are stuck with stagnant share prices because further increases don't make economic sense.
If the leveraged buyout succeeds, the company is saddled with debt in excess of its book value, which imposes an extreme burden; if it fails (greenmail), then company is still saddled with immense debt.
Usually a corporate raider makes his killing by risking (and mostly losing) the money of other people.
He usually quotes Ayn Rand bromides about his adversaries being moochers and wreckers, but he destroys the livelihood of thousands, and he makes his fortune through ambush.
He usually quotes Ayn Rand bromides about his adversaries being moochers and wreckers, but he destroys the livelihood of thousands, and he makes his fortune through ambush.
by Sorry, the good guys lost September 04, 2010
(US LAW) tax-exempt nonprofit as defined under Treasury Code section 503(c)(4). Very similar to a 501(c)(3), but while a 501(c)(3) is more completely exempt from taxes, a 501(c)(4) has more leeway in what sorts of political activities it may engage in.
For example, a 501(c)(4) organization may explicitly endorse a ballot position or candidate, whereas a 501(c)(3) may not.
For example, a 501(c)(4) organization may explicitly endorse a ballot position or candidate, whereas a 501(c)(3) may not.
There are many examples of 501(c)(3) organizations paired with 501(c)(4) organizations. This arrangement is known as the "Sibling Option" and is used by the Koch Family Foundations for funding Tea Bag political associations.
by Sorry, the good guys lost September 10, 2010
(US LAW) nonprofit corporation; legal status permitted to certain types of organizations under Treasury Regulations section 501(c)(3) that exempts it from taxation.
The 501(c)(3) is quite easy to organize, especially if one wants to funnel money from donors to some form of activism. It was first made available in 1934 but has become extremely common since 1986 because successive rulings greatly loosened restrictions on electioneering for 501(c)(3) entities.
Often 501(c)(3) entities engaged in politics are affiliated with an almost-identical 501(c)(4) entity, which has EVEN WEAKER limitations on electioneering.
The 501(c)(3) is quite easy to organize, especially if one wants to funnel money from donors to some form of activism. It was first made available in 1934 but has become extremely common since 1986 because successive rulings greatly loosened restrictions on electioneering for 501(c)(3) entities.
Often 501(c)(3) entities engaged in politics are affiliated with an almost-identical 501(c)(4) entity, which has EVEN WEAKER limitations on electioneering.
The 501(c)(3) clause in the IRS code is practically an invitation by the government to launder corporate profits into lobbying.
by Sorry, the good guys lost September 10, 2010
(FINANCE) when a corporate raider initiates a hostile takeover of an undervalued corporation with the intent of forcing the management to buy him off.
HOW IT WORKS
A corporate raider engaged in greenmail requires a takeover vehicle to launch a hostile takeover. The takeover vehicle is usually another corporation controlled by the raider, although in recent years ESOPs have been used (e.g., Tribune Corp., 2007). The vehicle buys up a lot of shares of the target company's stock on the market, then announces it wants to acquire a controlling interest.
Management opposes the takeover bid. It can (a) challenge the legality of the takeover, (b) adopt a charter that makes it hard for the takeover vehicle to run the company it's proposing to buy (a poison pill), (c) seek another buyer that is more favorable (a white knight), or (d) borrow a ton of money and buy so many shares that the stock price goes up.
The raider makes a tender offer for the shares he doesn't own. If the target picks (c) or (d), then the raider will probably make a huge amount of money when he suddenly dumps all his shares on the market. His tender offer probably started a bidding war with management, driving share prices to something very high.
WHAT CAN GO WRONG
The management can use (a) or (b) successfully, or it can use (e), viz., launch a hostile takeover bid of the target vehicle. The raider can lose of lot of money if a lot of shareholders have accepted his tender offer.
HOW IT WORKS
A corporate raider engaged in greenmail requires a takeover vehicle to launch a hostile takeover. The takeover vehicle is usually another corporation controlled by the raider, although in recent years ESOPs have been used (e.g., Tribune Corp., 2007). The vehicle buys up a lot of shares of the target company's stock on the market, then announces it wants to acquire a controlling interest.
Management opposes the takeover bid. It can (a) challenge the legality of the takeover, (b) adopt a charter that makes it hard for the takeover vehicle to run the company it's proposing to buy (a poison pill), (c) seek another buyer that is more favorable (a white knight), or (d) borrow a ton of money and buy so many shares that the stock price goes up.
The raider makes a tender offer for the shares he doesn't own. If the target picks (c) or (d), then the raider will probably make a huge amount of money when he suddenly dumps all his shares on the market. His tender offer probably started a bidding war with management, driving share prices to something very high.
WHAT CAN GO WRONG
The management can use (a) or (b) successfully, or it can use (e), viz., launch a hostile takeover bid of the target vehicle. The raider can lose of lot of money if a lot of shareholders have accepted his tender offer.
The most successful greenmail practitioner was T. Boone Pickens, who used Mesa Petroleum (now Pioneer Oil) to greenmail six companies. Eventually he was ousted from his own company.
by Sorry, the good guys lost September 04, 2010