Adam Lashinsky's dispatches on finance from the West Coast
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March 20, 2008, 4:11 pm

On Silicon Valley hubris

Someone I respect a lot thought my article in the current issue of Fortune about Gil Amelio’s latest venture was “a bit heavy-handed and gossipy.” The article, “A SPAC That Went Splat,” is about a special purpose acquisition company, also known as a blank-check company, organized by some prominent Apple (AAPL) alumni from yesteryear, including Amelio, longtime IBMer (IBM) Ellen Hancock and co-founder Steve Wozniak.

You can read my piece and judge for yourself its relative heavy-handedness, which I interpret to mean my having been unkind to Amelio, as well as whether or not the article is merely gossipy, again, which I suppose is a way of saying it is titillating yet trivial or irrelevant.

I’ve already mentioned that I respect my critic quite a bit, so I thought about the criticism. Unsurprisingly, I respectuflly disagree. This story is important because it’s one of managerial hubris and investor naivete. Amelio and his crew spun a tale of newfangled convergence and then went out and bought a plain-vanilla dog of a semiconductor company. Investors, wowed by big names and their association with an unqualified success — that would be Apple — forked over $176 million for Amelio’s SPAC. (It’s worth about $14 million today.) Never mind that Amelio hadn’t been at Apple for 10 years, that Wozniak had been gone longer and that Hancock’s last big effort was a Web hosting company that went kaplooey.

SPAC’s have an alarming level of respectability these days. Yet all they are is a bet on a management team. (My colleague Jennifer Reingold explained last year how they work here.) They’ve been called poor-man’s private equity firms, but even the worst private-equity shop makes numerous bets, not one, as a SPAC does.

Andrew Ross Sorkin recently wrote an entertaining column in the New York Times about one prominent SPAC. He ended with the observation that only one prominent investment bank, Goldman Sachs (GS), so far had stayed away from underwriting SPACs.

Exactly a month later The Wall Street Journal reported that Goldman will enter the field , though with a slight twist. It will allow management to own only 10% of the purchased company, rather than the typical 20%. As if that makes the whole thing virtuous.

Is it heavy-handed and gossipy to expose how management enriches itself, generates fees for investment bankers (including, potentially, the high and mighty Goldman Sachs), and pulls one over on investors?

I think not.

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February 19, 2008, 5:09 pm

HP’s worldview

You can sum up the success of Hewlett-Packard’s (HPQ) solid first-quarter results in one word: Globalization. HP, an iconic Silicon Valley company, long has been a globetrotter. It was early into China, for example, and one reason its painful periods of cost-cutting have been noteable is its sizeable workforce in Europe, where it’s tough to fire people.

Tuesday, though, a big part of HP’s success is the very nature of its non-U.S. sales. The company gets 69% of its sales outside the United States, and it’s reaping the benefits. Revenue grew 13% to $28.5 billion in the quarter that ended in January, an astounding feat for a company that estimates its overall revenues this fiscal year will total as much as $114 billion. Earnings, minus one-time events, grew 31% to $2.8 billion. The company threw off $3.2 billion in cash.

It’s a sign of the times we live in that CEO Mark Hurd is positively giddy about HP’s performance outside the U.S. He told journalists Tuesday afternoon that U.S. revenue growth of 6% wasn’t too shabby but that consumer spending at home isn’t “as robust as we’ve seen in the past.” It’s good news, he said, that HP’s “Americas” business isn’t as big a part of the company’s overall business as it used to be. In a sense, he echoed comments Goldman Sachs (GS) CEO Lloyd Blankfein made at a Fortune conference last October, noting that Goldman has to go where the capital is. HP, in turn, goes where the tech buyers are.

Giddy, by the way, is a good word to describe Hurd Tuesday afternoon. Anyone who knows the HP chief executive knows that he’s about as no-nonsense as they come. That hasn’t changed. But he’s clearly charged up. He rifled through his talking points with reporters — cost cutting, adding sales people (2,000 new ones last year alone), and a diverse product base are the three legs of his operational stool — and then good-naturedly answered quesitons for 15 minutes.

Hurd, who tends to run from the limelight, and, by extension, from journalists, almost seemed to be enjoying himself. Who can blame him?

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June 28, 2007, 9:33 am

Dot-com deja vu in the subprime mess

I shuddered when I read the Wall Street Journal’s backward-looking but fascinating look at Lehman Brothers’ (LEH) role in the subprime mortgage debacle on Wednesday. Here’s a snippet:

Critics say Wall Street firms helped create the mess by throwing so much money at the market that lenders had a growing incentive to push through shaky loans and mislead borrowers.

It reminded me EXACTLY of what happened in Silicon Valley in the late 1990s. When I got here, a decade ago this month, I met all the bankers, who told me all about their high standards. If Goldman Sachs (GS) (or insert your other bulge-bracket investment bank here) was going to take a company public, you better believe it would be a high-quality, thoroughly vetted company, they said. Then, when their lesser competitors started taking companies public that the biggies previously wouldn’t have touched, Goldman and Morgan Stanley (MS) and Deutsche Bank and yes, Lehman, jumped right into the game. Standards? Hah. There was money to be made off commissions on IPOs. Reputation? Did I mention there was money to be made?

You get that same feeling reading the Journal’s piece on Lehman, which included, by the way, vigorous defenses by Lehman of its behavior. Fees were fat from assembling packages of subprime loans, and if the loans went bad it was going to be someone else’s problem. The fact that that someone else is the client of the investment bank doesn’t seem to have registered.

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June 13, 2007, 9:43 am

Picking on Goldman Sachs

It’s tough to be the top dog. Goldman Sachs (GS) probably will learn this over and over. Far and away the leader of the new investment banking/private equity/hedge fund hybrid category, Goldman is an easy mark for anyone who wants to criticize any of the above sub-species of financial animals. I’ve taken my shots, highlighting Goldman’s multiple roles in a entry called No conflict, no interest.

Now short-seller superstar James Chanos has slammed the whole firm with a dig at Goldman over a dispute he’s having with one managing director, Marc Spilker. Chanos is mad at Spilker over some allegedly despoiled shrubbery between their vacation homes in East Hampton, N.Y. Basically accusing Spilker of playing fast and loose with the rules, Chanos wrote in an email published by Conde Nast Portfolio.com: “I hope this is not a harbinger of how other Goldman senior executives may act when the markets become ‘just not lucrative enough for us!’” Ouch. Another account appears in today’s New York Post.

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May 31, 2007, 9:49 am

Kinder Morgan seals the deal

The management buyout of Kinder Morgan (KMI) finally closed Wednesday, almost exactly one year after CEO Rich Kinder announced the deal to the public. Kinder and his partners at Goldman Sachs (GS) have had a year to think about their plans. It will be extremely interesting to watch what actions they take now to recoup their massive investment of equity — nearly $8 billion in cash and the existing stakes of management — and giant borrowing: $7 billion in new debt. If you want to read up on this transaction, here’s a good place to start.

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May 24, 2007, 6:27 pm

Kinder Morgan gets the go-ahead

The California Public Utilities Comission today issued an order that allows the $15.2 billion management buyout of pipeline operator Kinder Morgan (KMI) to proceed. Kinder Morgan didn’t get everything it wanted in the ruling, which resulted from an ongoing fight it is having with several big oil companies, including ExxonMobil (XOM) and Valero (VLO). But it does mean it can now complete a deal whose existence was first announced almost exactly one year ago. The state regulator’s approval was the last of many hurdles the deal needed to close.

When the deal was announced last year, it was the second-largest private equity deal in history. Some shareholders have complained about the seemingly conflicting roles played by Goldman Sachs (GS); you can read a fuller account of the deal’s twists and turns here.

Kinder Morgan has yet to announce the California ruling. Its spokesman, who gave a comment this afternoon to Reuters, says the deal is still scheduled to close “in the second quarter.”

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May 23, 2007, 1:11 pm

No conflict, no interest

That’s the joke, anyway, among firms and people with built-in conflicts of interest in their jobs. Lawyers, for example, who know everybody in town — and represent most of them. Labor organizers who have relationships with governors. And investment bankers whose own firms have buyout arms.

As I reported my recent article on Kinder Morgan (KMI), I asked numerous buyout investors not involved in the deal if they were bothered by the role Goldman Sachs (GS) played as advisor, investor and debt financier. The typical response was that there was enough work going around and so it wasn’t such a problem. That may be about to change. A handful of private-equity firms, including Blackstone, Providence, KKR and Carlyle, are complaining that they weren’t treated fairly in the sort-of auction for Alltel (AT) claimed by …. TPG and Goldman Sachs. Goldman’s investment banking unit is advising the buyers in this deal.

It’s a complex deal - aren’t they all? - and some good explanatory stuff can be found in this Wall Street Journal Deal Journal entry as well as in reporting by Andrew Ross Sorkin in The New York Times. (Note Sorkin’s fascinating tidbit about how the winning group exceeded debt-to-equity levels set out by management in the bidding process. Also note the WSJ’s contention that Alltel management wanted to end the process quickly because it was concerned someone else would launch a lowball bid. That doesn’t make a helluva lot of sense.)

The point here is that what passes as business as usual in good times starts to get new scrutiny as deal conditions become stricter and fears begin to rise that we’re seeing a top in the buyout boom.

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May 16, 2007, 9:30 am

Kinder Morgan: a window onto private equity

I have an article in the current issue of Fortune (the full text is here) about the $15.2-billion deal to take private Kinder Morgan Inc., (KMI) a natural-gas pipeline company in Houston. We put it online today. This story has lots of big names on Wall Street: Goldman Sachs (GS), which is the deal’s investment banker, lead investor and debt-syndicate leader; Carlyle Group, another major investor; Blackstone Group and Morgan Stanley (MS), who advised the company’s board of directors; and CEO Richard Kinder himself, a former president of Enron and one of the most brilliant operators and financial engineers in the energy business.

It’s a complex  story because it’s a complex deal. But through this one company you can understand all the cross-currents at play in the world of private equity today. Here’s a snippet:

It’s not just the war chests that are bigger this time; the potential conflicts of interest are too. Wall Street investment banks have plunged full force into the private-equity business, further clouding their already compromised judgment as corporate advisors. “Hostile” takeover bids by buyout firms have become far less common, as corporate managers have learned to share in the lucrative paydays that PE firms promise.

And the temptations have only become greater with the proliferation of so-called club deals, in which multiple private-equity firms team up to make bigger and bigger offers, which typically go unchallenged, for companies previously considered too large to devour. In October the Justice Department said it was beginning a preliminary investigation into potentially anticompetitive behavior by private-equity firms in club deals.

Since we went to press there’s been another interesting development in the story, one that Kinder Morgan hasn’t bothered disclosing yet to shareholders. In late April the California Public Utility Commission issued a preliminary ruling that would allow the deal to move forward by late May. The California regulator is involved because a group of oil companies  –Valero (VLO), Ultramar, BP (BP), ExxonMobil (XOM) and Chevron (CVX) – opposed the merger as part of a longstanding business dispute having to do with rates Kinder Morgan charges to transport oil on its pipelines. This week the oil companies asked the commission to delay its final ruling pending Kinder Morgan’s adherence to certain conditions requested by the oil companies. If the CPUC rules against Kinder Morgan, this deal could get delayed as late as September. If the commission rejects the request, Rich Kinder could get his company by Memorial Day.

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May 2, 2007, 8:04 am

A financial IPO that’s no Blackstone

JMP Group, the eight-year-old niche investment bank in San Francisco, recently set the terms of its upcoming IPO. At an offering range of $10.50 to $12.50, JMP values itself at about $200 million. In other words, JMP is no Goldman Sachs (GS), which has a market cap of $89 billion. It’s also no Blackstone, which also plans to go public soon.

But the firm founded by refugees from the old Montgomery Securities is going public for same exact reason Goldman (as well as Thomas Weisel (TWPG), Lazard (LAZ), Cowen (COWN) and others), did: to get liquidity for its employees. Along with the 6 million shares JMP will offer to the public – with its own JMP Securities unit as lead underwriter – firm insiders are selling 1.92 million shares. First, it always says something about a company’s staying power when insiders sell in the IPO. It also shows how lucrative the securities business is, even for bit players like JMP. At the low end of its intended range insiders will sell $20 million worth of stock, or nearly six times what JMP earned in 2006.

If JMP pulls off the IPO, it will demonstrate that a mid-market firm doesn’t even need to be all that successful for its partners to make money. JMP’s fund-management business saw assets plummet from nearly $600 million at the end of 2005 to about $200 million at the end of last year due to “unsatisfactory performance,” according to the firm’s SEC filings. So its hedge funds were sliced by two thirds because they couldn’t keep up with the market and investors yanked their money. Yet JMP makes its money selling financial advice to others. Go figure.

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May 1, 2007, 12:44 pm

Why journalists (and shareholders) should cheer Murdoch

I interviewed Rupert Murdoch a couple years ago in his expansive West Coast office on the historic Fox lot in Los Angeles for an article about his Internet ambitions. This was after the MySpace acquisition but before the rest of the world realized that Murdoch has gotten it right this time. As we wrapped up the interview — Murdoch graciously apologized for cutting things off, but he had to scoot for his regular physical at UCLA’s hospital — he stood to shake my hand and said, “Hope you got some good copy.”

Right there I was reminded why journalists are so smitten with Murdoch, even the ones who disagree passionately with his politics. The guy loves journalism. I mean, he really loves the give and take, the analysis, the insight, the nasty fights and so on. The same stuff journalists love. He’s also passionate about business, which is why he never has made a secret about coveting The Wall Street Journal, in his — and everyone else’s view — the class act of daily business journalism in the English language. He has watched the Journal maintain its greatness, even as it demeans itself with a smaller size and endless lifestyle stories. Not that Murdoch judges. His papers publish the lowest of the low and the highest of the high. The Journal would find its place at the top of the News Corp. (NWS) heap. (My bias should be noted. I write day and night for Fortune Magazine, but I’m also a regular commentator on the Fox News Channel, a News Corp. property.)

Will the Bancroft family sell? The market has an opinion on the answer to that question. It bid up shares of Dow Jones (DJ) by 57% moments after Dow Jones disclosed Murdoch’s offer. Who else might jump in? When one of the greatest properties around is up for grabs, everyone needs to look. That will include the Washington Post Company (WPO), Gannett (GCI) and Pearson (PSO). Goldman Sachs (GS) just raised a new $20 billion investment fund. Who knows? Maybe Goldman dreams of better coverage in the Wall Street Journal.

A final note. Shares of News Corp. have been on fire for a while now. Since the acquisition of MySpace parent Intermix, actually. And the market approves of its bold move today, initially sending the shares down less than 3%. People forget, however, that for years Wall Street punished News Corp. with a “Murdoch discount.” Investors worried about the downside of a long-term-focused chief executive who periodically makes giant bets that don’t always pay off. An example: The Wall Street Journal recently highlighted the bizarre story (subscription required) of Gemstar (GMST) CEO Henry Yuen, in which News Corp. invested and ended up taking $6 billion in writedowns. The Journal called that move “a low point in Mr. Murdoch’s career as an investor.”

I’m guessing the Journal’s reporters and editors — and investors — won’t view Murdoch’s latest gambit as a low point of any kind.

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Adam LashinskyWall Street watchers think of capital markets and financial players out west as being on the "other" coast. That's not how it's viewed in the Pacific time zone. From the venture capitalists of Sand Hill Road to the bond kingpins of Orange County to the corporate finance department at a certain software company in Redmond, Wash., there's plenty going on "out there." Adam Lashinsky should know. A native of Chicago, he has covered West Coast finance for a decade, with an emphasis on money matters in Silicon Valley. If it involves money and it's happening west of the Mississippi, look for it in Go West.
Never mind the rocky market. Mutual fund manager Ken Heebner is putting up the best numbers of his career.
Never mind the rocky market. Mutual fund manager Ken Heebner is putting up the best numbers of his career.
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