Get this - a scandalous discovery was made through a bunch of legal cases held in Delaware Chancery Court. High-brow private equity firms Apollo and Carlyle, thought to be top-of-the-line, were exposed practicing a rather unsettling trick. They sneakily altered the terms within their executive contracts for quite a self-serving purpose: to bolster their own pockets. By doing such a contrivance, huge amounts in cash and tax-free shares fell right into the lap of the executives. The bad news? Shareholders and their companies got a slap on the wrist and borne the brunt of this financial skullduggery.
Here's where the real advocates step in. A shout-out goes to our labor unions, academics, and pension funds, who've shed light on the dire impact private equity firms can have on workers, customers, and retirees. They've been in the thick of this mess, extracting the facts and helping us understand the damaging ripples these firms can cause on the weakest links of the corporate chain.
Ready for this? A proposed legislation aimed at shackling the abuses of these private equity firms has met a wall of resistance. The 'Stop Wall Street Looting Act' brought forward in 2021 put forth an encouraging attempt to curb all this madness. Its goal? Upping the legal liability for equity funds, giving worker compensation top billing in bankruptcies, and sealing the carried interest tax loophole. However, it hit an iron wall of lobbying pressure from these very same private equity industry titans, who managed to leave the bills stranded in the dust of Congressional halls.
In 1982, the Watsons, a family from Phoenix, Arizona, got an insurance settlement following a case of medical malpractice, leaving their toddler, Katie Watson, with life-long brain damage. They invested this in a contract with Executive Life Insurance Company, expecting a regular income for Katie's care. Alas, the company collapsed in 1991, and Leon Black, co-founder of Apollo Global Management, swooped in to acquire its assets at a significantly lower price.
The Executive Life transaction marked the inception of Black's illustrious wealth. It also shed light on the shrouded dealings of private equity, including conflicts of interest and prioritization of investors over policyholders and workers. Black's rising fortunes over the years, however, did not remain untainted, with unsettling associations with Jeffrey Epstein and dubious payments for tax advice marring his reputation.
Black and his partners famously profited billions from the Executive Life transaction. On the flip side, the deal cost retiree pensioners, and those with disabilities their promised benefits, exposing the hidden architecture of the financially privileged. Regulatory bodies were conspicuous by their complacence, underpinning the societal costs of enriching the affluent few.
In the wake of an insider trading scandal at Drexel Burnham Lambert, Leon Black swiftly rebounded, initiating his venture, Lion Advisors. This was subsequently rechristened Apollo. Black expertly leveraged the financial distress of companies swamped with debt, notably those with previous engagements with Drexel.
Executive Life Insurance Company’s precarious junk bond portfolio served as Apollo’s first significant venture.
Leveraging his alliance with a French bank, Black assured substantial returns on investment. This lucrative arrangement secured management fees, annual profits, and a sizeable chunk of assets. The collaboration significantly profited the financiers while insurer's policyholders, blind to undisclosed trades and connections, bore the costs.
During this period, the American middle class experienced a significant drop in wealth. Simultaneously, the wealth of the hyper-rich ballooned. This disparity in wealth accumulation resulted from diminished worker pensions, increased debt burdens, and a decline in the influence of labor unions.
Despite existing concerns regarding corporate takeovers and their detrimental effects, regulatory intervention was limited. While legislators proposed bills to address these issues, none gained traction. Regulatory bodies like SEC and the Justice Department were under-resourced, largely ineffectual in overseeing these financial dealings.
In 1990, the corporate debt market sank into depression, resulting from the recession and Drexel Burnham's collapse. Yet in this dire scenario, Leon Black, a discerning investor, identified a golden opportunity. He had his eyes on First Executive Corp., a life insurance holding firm carrying a whopping $6 billion in junk bonds, which was pushing it towards an existential crisis.
Executive Life, owned by First Executive Corp., had been an enormous Drexel client, buying high-risk, high-return bonds. However, following Drexel's downfall, this strategy veered towards extreme risk, leading policyholders to prematurely cash in their contracts. Adding to the problem was the company's political implications due to its connection with Drexel.
Undeterred by these challenges, Black aimed to purchase Executive Life's junk bond portfolio. However, CEO Carr had a different conviction, believing that the assets would soon rebound, and had no intention of selling. This forced Black to rethink his strategy and employ different tactics to achieve his goal.
In the intriguing world of high-stakes business, Leon Black and Apollo set the stage for a consequential takeover of Executive Life. Unfortunately, this plan prominently favored Black and Apollo while neglecting Executive Life's policyholders. This was due to the insistence of the Insurance Commissioner on a comprehensive solution, an approach that placed the policyholders' interests in the backseat.
The plot thickens as the Federal Reserve postpones approval of the partnership due to French connections, adding excitement to these corporate dealings. The ripples of uncertainty are heightened further by whispers of the notorious Mike Milken's involvement, causing unease for Black and his allies.
In the midst of these corporate maneuvers, Maureen Marr enters the scene, an activist championing for the rights of Executive Life policyholders. Yet, she grows increasingly skeptical of the Insurance Commissioner's loyalties and his commitment to the stakeholders, leading to an engaging power dynamics in the convoluted world of business takeovers.
Ever wondered why some seemingly beneficial economic shifts don't benefit everyone? Take the rise of the junk bond market in 1991. It looked like a golden opportunity for policyholders of Executive Life, but instead, they missed out on profits. Here's why - a crucial mistake was made - not determining the actual worth of the bond portfolio. Translation: a chance to ride the wave of increasing asset values was lost.
In a strange twist of fate, the valuation date of the bond portfolio was strangely set for April 11, 1991 - not mid-1992 when the market rebounded. This led to a surprising outcome: Apollo and Altus Finance raked in lucrative profits, leaving policyholders out in the cold. A classic case of timing being everything in the world of financial markets.
Adding to the drama, Garamendi's decision to sell the junk bond portfolio to Apollo and Altus ruffled feathers among other bidders who proposed more policyholder-friendly options. Amidst all the back and forth, the deal passed, sealing a profit-filled fate for Apollo and Altus, at the expense of the policyholders. It's a stark reminder of the power of decision making in finance.
Leon Black, together with his partners at Apollo, tapped into a multitude of income streams that others didn't consider. They extracted hefty management fees from thriving companies, such as Vail Resorts, turning such collaborations into lucrative ventures. Taking seats on various boards of directors, they further expanded their inflowing wealth.
The notorious Executive Life deal resulted in a stellar investment record for Apollo, boasting an impressive 40% annual gain. This drew the attention of new investors eager to partake in these high returns. However, while Apollo profited extravagantly, policyholders saw their benefits significantly reduced, a cost they had to bear for Apollo's gain.
Despite questionable business practices, Apollo remained an attractive investment target. It hooked the California's public workers' pension fund, CalPERS, gaining more funds and, importantly, legitimacy in the eyes of institutional investors. In this masterful balance of risk and reward, wealth generation was not limited just to the investors but spilled generously into Apollo's coffers as well.
Unpacking the story of passionate advocate Maureen Marr, we learn about her relentless fight to stand for the rights of the Executive Life policyholders amid the ANVEL deal. She undertook great lengths to keep them informed, from attending court hearings to putting together newsletters, even initiating an audit of the insurance department. Yet, she was met with stark resistance from John Garamendi, who opted to back the buyers of Executive Life, and shut down requests for crucial information.
What was a civil fight for policyholders' rights eventually transpired into something more despairing: the approval of the Aurora deal. Marr saw through the ploy to dampen her influence and declined joining the Aurora board as a policyholders' representative. As the deal was rubber-stamped, significant losses befell the policyholders, leaving an indelible impact on their lives and highlighting the fallout of resistance and contentious deals in the realm of insurance.
Once an acclaimed luggage manufacturer, Samsonite transformed from being a thriving business in the early 1900s to a struggle for survival in the 90s. This shift was caused by a particular set of marauders that bled the company of its valuable assets, leading to an all too familiar narrative seen in many top-performing businesses.
These narratives often share a common villain: private equity firms. Their modus operandi involves loading companies with unbearable debt, conducting rampant sell-offs of assets, implementing drastic job cuts, and eventually leaving the companies in a perilous state. Unsurprisingly, research reveals a strong correlation between private equity buyouts and rampant bankruptcies and job losses.
The plundering incident with Samsonite is merely one illustration of the larger issue. The picture becomes grimmer when factors such as rare prosecutions for financial fraud and diminished regulations come to light. An environment allowing fiscal predators to prosper breeds instances like Samsonite's, and shakes the very foundation of a company's chances of success.
In the small town of New Madrid, Missouri, Apollo's purchase of the substantial aluminum smelter, Noranda Aluminum, shook the local economy. Rather astoundingly, Apollo's investment of $1.2 billion was majorly made by raising debt rather than with their own financial assets. When they swiftly recovered their investment through dividend recapitalization, Noranda found itself buried under a daunting volume of debt.
As Apollo continued to drain Noranda for dividends and fees, the company was driven to desperate measures. Reducing employee count, negotiating for cheaper electricity, eventually plunging into bankruptcy. Despite this turmoil, Apollo thrived, garnering over $400 million in profits, thus achieving a more than 300 percent return on their initial investment.
The early 2000's saw Apollo and similar firms target and acquire multiple retail chains, with many later falling into bankruptcy. Accusations of collusion to suppress takeover prices led to a $590 million settlement, however without individual responsibility or repercussions. While facing scrutiny after an unsuccessful IPO and share value drop, the local impact from Noranda's bankruptcy was stark, including job loss, unpaid taxes and an education system in strife.
Ultimately, the aftermath of Noranda's collapse, doomed pensions taken over by the Pension Benefit Guaranty Corporation and taxpayers saddled with financial burden, hit the residents of New Madrid hard. The remaining assets sold for a sum dwarfed by the payouts Apollo extracted, resulting in significant job losses, financial instability, and a community mourning the loss of its bustling days.
The domination of the profitable healthcare industry by private equity firms has led to worrisome outcomes. Driven by rapid profit-making ambitions, these firms resort to cost-cutting and price inflation, compromising patient safety. By purchasing hospitals, nursing homes, and doctoring groups, they extract value from healthcare operations, often leading to patient exploitation, staff downsizing, and imposition of substantial management fees.
Apart from direct healthcare service exploitation, private equity firms capitalize on real estate assets of the health institutions they acquire. They redesign the company structure to sidestep potential legal responsibilities. The devastating consequences of such a business model are starkly represented by Carlyle Group’s purchase of HCR ManorCare, where fraudulent billing was rampant, leading to a lawsuit, albeit later dismissed by the Department of Justice.
A disconcerting study by the National Bureau of Economic Research corroborates the detrimental effects of private equity's encroachment into healthcare. Their analysis revealed higher mortality rates in nursing homes owned by private equity firms than their counterparts, attributing the disparity to under-staffing and neglect of care standards. In essence, this worrying trend underscores the urgent need for scrutinizing and controlling private equity’s involvement in healthcare.
The early 2000s saw a strategic move by private equity firms towards the healthcare sector - an eventual 2020 reality check. Despite repeated warnings by the Congressional Budget Office (CBO) in 2006 on pandemic preparedness, deep-seated issues were inadequately addressed. Giants of the sector, including Apollo, Blackstone, and Carlyle Group, eyed notable healthcare shares, doing what they do best: asset exploitation and cost cutting.
Unsurprisingly, savvy players artfully navigated around state laws designed to stop the corporate practice of medicine. Using professional associations as a cloak, they concealed their true identity - owners of multiple physician practices. This unchecked and increasing control by corporate giants was an ominous sign of what was to come.
Among the severely damaged sectors, emergency medicine was hit hardest, with firms like Blackstone and KKR running more than a third of national emergency rooms. Disguised under streamlined arrangements with physician figureheads, the control shifted to corporate hands. Questions on violating state laws, patient care decisions, and accusations against firms like Envision and TeamHealth surfaced, revealing a disturbing reality.
The issue exploded with the shocking revelations of price gouging, surprise medical billing, and unnecessary hospital admissions. Despite these controversies, state attorneys general failed to shut down inappropriate practices, and settlements barely scratched the surface of wrongdoing. The rising wave of criticism, legal scrutiny, and backlash may well be an ominous sign for private equity's shaky reign over healthcare.
The narrative starts with an intriguing turn for Jazz Pharmaceuticals, a struggling biotech outfit. Thanks to a cash infusion from private equity company KKR, they not only gained a much-needed financial boost but also a significant stakeholder in their board. The money was put to good use, fetching them Orphan Medical, creators of the drug Xyrem. Despite its unsavory reputation as a date-rape drug, Jazz managed to effectively broaden its application and amplifying its price fourfold.
The financial crisis of 2008 had exposed the dubious practices of major financial players, nonetheless, private equity powerhouses like Apollo and Blackstone miraculously rebounded faster than others. Attesting to this, KKR profited substantially by selling their shares in Jazz, though an unfortunate side-effect was u skyrocketing drug prices for patients and taxpayers.
The critique against this system heightens as we explore the controversy surrounding tax rules and America's elites. Taking center stage in the outcry is Blackstone's Steve Schwarzman, whose comparison of tax hikes to Hitler's Poland invasion sparked controversies. Adding fuel to the fire, wealthy firms, including Apollo, were granted exemptions from stringent SEC regulations. This raised suspicions about the enforcement of security laws and continues to influence the public's perception of these financial titans.
The tale of Taminco Global Chemical Corp. unravels with a tangle of shady business practices. This heavyweight in the realm of alkylamines production – an essential component for many products we use daily – fell under the banner of different private equity firms during its lifespan. Amidst these power transitions, it disastrously stumbled, supplying Mexican drug cartels with a notorious chemical.
During its incumbency under CVC Capital, Taminco boldly crossed federal narcotics laws. The firm became notorious for dispersing monomethylamine, notoriously used in making meth. It brazenly overlooked its obligatory responsibilities to verify the legitimacy of clients or address any suspicious product losses – abetting its supplies to cascade into the wrong hands.
Switching hands, Apollo took charge, skilfully extracting monetary benefits. It raked in fees through consulting, legalities, acquisitions, and curiously, a hefty $35 million contract. This was supposedly for future monitoring and oversight - a responsibility Apollo conveniently sidestepped. Although Taminco faced hefty fines for its missteps, Apollo managed to steer clear of retribution, while consistently benefiting from Taminco's falterings.
Imagine the torment of a community faced with a sudden rise in water bills. That's what happened to the folks in Bayonne, NJ, thanks to the privatization of their water and sewage operation. This unpalatable move largely attributed to KKR, a private equity firm, left the local residents grappling with exorbitant rates.
Ever wondered what's behind the downfall of some giant companies? Look no further than Toys 'R' Us. After KKR's financial involvement, the company skidded off the path to bankruptcy, sadly extinguishing thousands of jobs. Just like that, a once-thriving enterprise was swept off the stage.
While KKR projects an environmentally-friendly image, actions speak louder than words. A sharp contradiction arises from the firm's hefty investments in fossil fuel assets. This move poses an inescapable question: Can a firm truly champion sustainable energy while filling their pockets from fossil fuels?
No one says it better than the indigenous communities living under the shadow of KKR's investment decisions. On their lands lies the Coastal Gaslink pipeline - another KKR venture. They face a daily threat to their land rights, water sources, and their traditional lifestyle.
In the world of private equity firms, actions and words often go separate paths. KKR's detrimental impact on communities, workers, and the environment overshadows their claims of social responsibility. The irony deepens as they continue to attract investments, including from public pension funds, despite their record.
Did you know that nursing homes owned by private equity firms are more likely to have high COVID-19 death rates? It appears that profit often takes precedence over patient care in such dire circumstances. Disturbingly, budgetary constraints often result in reduced staffing levels and the neglect of crucial building maintenance, leaving these facilities ill-equipped to handle the pressures of a pandemic.
What's the effect of these cost-cutting measures? Well, family members of nursing home residents have expressed deep anxiety about the financial decisions made, seemingly prioritizing profit over safety. Research supports these concerns, indicating higher death rates, lower staffing ratios, and escalated Medicare costs in private equity-owned nursing homes, compared to their non-private equity-owned counterparts.
The story doesn't end with nursing homes, private equity firms have also been implicated in staff pay cuts and benefits reduction within for-profit hospitals during the pandemic. It seems the relentless drive for profit fails to consider the welfare of dedicated healthcare workers.
Shifting focus to the home healthcare equipment industry, the tale of Apria Healthcare owned by Blackstone Group paints a bleak picture. The company honoured a legal settlement over fraudulent billings, despite this, Blackstone managed to secure enormous profits from the sale of Apria stock and other fees. Such revelation highlights the concerning powers of private equity firms within our healthcare system.
Apollo rebounded from the Executive Life Insurance Company debacle by jumping back into insurance with a fresh alias, Athene. Athene mirrored its failed predecessor by dealing in annuities and absorbing pension obligations. This new venture pumped millions into Apollo's account and provided an avenue to sink investments into their private equity funds.
While Apollo basked in the financial boom from Athene, the policyholders were left juggling grenades. They bore the brunt of Apollo's risky assets, mimicking the unfortunate fate of Executive Life's policyholders. Athene also uncannyly emulated Executive Life by engaging aggressive reinsurers and utilizing offshore locations.
Red flags were hoisted by regulators and industry pundits over the unsettling marriage of insurance to short-term profit-driven private equity firms. Athene's 2016 public debut laid bare its over-reliance on volatile and intricate investments. Insiders shared dire predictions that private equity firms were not the ideal suitors for insurance and were more engrossed in quick profits.
Retirees bought into a perilous game when their pensions were handed over to Athene, especially given the absence of government bailout safety nets. The insurer was rocked by regulatory hitches and fines due to mismanaged annuity contracts and breaches of state laws. The retiree policyholders' plight with Athene mirrored the unfortunate situation of those who had retirement plans with the ill-fated Executive Life.
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The former President's policies and deregulation were generally favored by private equity firms, primarily because these changes eased restrictions, paving the way for more investment opportunities. Well-known firms, such as Blackstone and Apollo, displayed their gratitude by making generous donations to Trump and the Republican Party, and even by taking on advisory roles.
In an eyebrow-raising move, the Trump administration altered the rules to permit private equity investments in individual retirement accounts. While on the surface, this may seem like an opportunity to diversify and increase your assets, it doesn't come without risks – since private equity is typically not suitable for these types of investors. This raises serious concerns about the potential exploitation of unsophisticated investors and potential scams.
The Nine West bankruptcy case is groundbreaking, holding the company's directors liable for encouraging a takeover laden with excessive debt. This ruling challenges the widely-held belief that directors' only responsibility is to negotiate the best price in a sale. It hints at a wide-ranging reassessment of the implications of takeovers on creditors, employees, and the broader financial system.
The private equity industry is increasingly facing challenges from labor organizers and regulators. Their focal point is to safeguard the rights of workers, patients, and the economy as a whole. The appointment of new leaders at the SEC and FTC heralds a shift in regulatory approach, with a strong push towards enhanced transparency, disclosure norms, and scrutiny of private equity practices.
Unsurprisingly, private equity firms have ramped up their lobbying efforts in response to criticism and proposals for regulatory reforms. They argue that these changes could potentially hinder the growth and effectiveness of their business.
In mentioning the potentially hazardous effects of Leveraged Buyouts (LBOs), this piece underlines the influence of private equity companies on sectors such as healthcare and real estate. It touches on the power of these firms on government policy and how they often prioritize immediate profit over long-term stability of industries and communities.
The harms of LBOs are described through examples and case studies. The manipulation of the healthcare system resulting in increased costs and reduced quality of patient care is a recurring issue. Particularly, nursing homes and hospitals under private equity ownership have led to perceptions of lowered patient care standards and increased financial strain on patients.
The narrative delves into the political leverage of these firms, uncovering how they lobby against regulations that could obstruct their activities. A worrying influence of these firms on the real estate market raises concerns about affordable housing. Moreover, criticisms about the compensation and tax practices of private equity firms hint at a potential ethical dilemma.
The controversies surrounding private equity-owned companies, such as Toys "R" Us and Athene, are discussed. They have been accused of fraudulent billing practices, aggressive billing, service cutbacks, and risky practices that adversely impact policyholders and employees. High profile cases like that of Apollo co-founder Leon Black also paint a murky picture of the industry.
The material ends with the SEC proposing new rules to improve transparency and accountability in the private equity industry. Amidst rising concerns about unethical practices and exploitation of companies, both the Senate and the House of Representatives have shown an inclination to regulate hedge funds and private equity firms. Cases of anti-competitive practices, false claims, and kickback allegations further highlight the call for regulation and oversight in this sector.
In the late 20th century, widespread leveraged buyouts considerably increased wealth for financiers, yet severely damaged employee livelihoods and eradicated company pensions. Private equity firms such as Apollo Global Management and Blackstone enjoyed significant power surges, despite the negative consequences of their practices. Their financial exploits led to job eliminations, increased service charges, reduced pension funds, and even bankruptcies.
Regrettably, private equity companies often operate in secrecy, consciously sidestepping any responsibility for the detrimental impact of their actions. Their predatory methodology is contributing heavily to income disparity and the gradual evisceration of America's middle class. Moreover, through some twisted turn of events, these firms often receive government bailouts and support, even while continually exploiting the system and growing remarkably wealthier.
The federal government, through regulatory relaxations and passivity, has played a notable role in facilitating the ascent of these private equity firms. These firms fortify their interests—with the backing of financial powerhouses—via aggressive lobbying and political campaign contributions. As we face a global pandemic, the severe repercussions of private equity on workers, customers, and taxpayers have become glaringly apparent, as they continue their unrelenting focus on profits.
Morgenson's work brings to light how corporations and certain individuals manipulate the political and economic landscape for self-serving purposes. Each case explored presents a different facet of this widespread misuse of power.
Morgenson hopes that by unravelling these instances of abuse, readers will feel compelled to act, disrupting the status quo.
Morgenson navigates themes such as the pillage of the American middle class, the radical impact of corporate avarice on healthcare, and the unfortunate decimation of wetlands. These are but a few instances of exploitation at the expense of the common good.
The narrative calls for accountability and stricter rules to curb these infractions. Societal stand takes prominence in calling out the plundering corporates.
Morgenson draws attention to how this misuse of power escalates the wealth divide and inflicts harm on low-income communities. This distressing trend is a part of a larger pattern of corruption flourishing within corporate America.
The book concludes with a stirring call for collective action, urging readers to step up and put an end to these abuses.
Demystifying the Tactics of Private Equity Firms
Unveiling Private Equity's Hidden World
Ever wondered how private equity firms function? Much like pirates, they loot businesses armed to the teeth with finance tools and lawyers. They cleverly navigate legal boundaries while exponentially growing their wealth. These firms are virtually unanswerable to any higher authority due to their obscured operations.
Accountability and Public Corporations
Here's an interesting contrast! While public companies strive to meet shareholder expectations and endure public scrutiny, private equity firms comfortably avoid accountability. Their distinctive model - purchasing companies, burdening them with debt, and subsequently selling them for profit - although lucrative, entails destructive short-term implications.
The Veiled Damage of Private Equity Deals
Fact check! Not all private equity deals wreak havoc, yet a significant number lead to stakeholder harm. The firms justify their activities by flaunting the investment returns but conveniently overlook the ensuing damage. Interestingly, they claim to help pensioners secure their retirements, but data reveal their returns equate to low-cost index funds' efficiency. Clever, isn't it?
Private Equity Power Play
Here's the twist! Private equity firms employ their amassed billions to influence outcomes and sway public opinion. They generate positive press coverage, thereby camouflaging their less favorable activities from public criticism. Disconcerting, right? Be wise, be informed, and understand the game of private equity firms!