"An Unfair Advantage"? Combining Banking with Private Equity Investing

"Does the combination of banking and private equity investing endow banks with superior information that allows them to identify good prospects and garner superior returns?" asks Lily Fang, Victoria Ivashina, and Josh Lerner from HBR. "Or does the combination bestow banks with an unfair ability to expand their balance sheets, capturing benefits within the bank at the expense of the overall market and ultimately the taxpayers?"
When I first went to meet with all of Canada's Private Equity players, I quickly learned that Canada's banks had tried doing private equity, but have exited this industry. The main reason is that the Bank culture is very different from Private Equity. Banking is about managing risk, while private equity culture requires embracing higher risk than most could stomach.
It reminds me of General Stanley McChrystal's situation who was reported in Rolling Stone to have made insubordinate comments about the USA government. Many of these comments, such as "Bite Me", I have heard a million times from very senior men during my career in finance. 
Many have condemned the General for being light with his criticisms of the top leadership of the USA in front of a reporter. Yet, they would probably mostly agree that McChrystal is very smart and good at his work -cutting edge, in fact. Those criticizing McChrystal would probably even agree that his innovations have reinvented the US military. That is quite an accomplishment for a man who has now been fired for criticizing his boss in the media.
If you did a quick survey, I predict that those who think McChrystal should be fired for his insubordinate (and foolish) remarks are usually working for big companies. They can not fathom making such comments to any media, even a music magazine. I suspect that McChrystal probably thought Rolling Stone would be empathetic to his coolness and repaint the military as a hip place to be, after the Bush years of ridicule. 
Business owners and private equity would be more likely to say McChrystal should have been reined in, but certainly not have lost his job. Private equity and entrepreneurs look past these terse, sarcastic jokes and appreciate if the job is being done very well. Private equity would first ask and look for the answer "yes" to every question:

• Is this warrior of top value to building the military of the future?
• Is this person an innovator? 
• Is he bringing more to the bottom line even as he grates? 
• Does this person challenge authority, but is there value in what he is saying? 
• Could we bring him in and coach him more on how to keep the team working together, and encourage a little less of the Clint Eastwood shots from the corner of the room? 

OK then. You have a good person here, but with a badly misguided PR problem. 
General McChrystal is operating in a very different world than most corporate people. His world requires entrepreneurial thinking and attitude to challenge sacred cows. I can guarantee that corporate behaviour is not going to save lives and it is why the US military has been spinning its wheels because they stifle their true warriors. 
McChrystal's brashness  is his value. His riskier behaviour is change agent behaviour. When the leadership takes out their innovators, a bad message goes out to the rest of the military strategists. Think, but do not speak your mind. It is why innovation does not happen in big corporates. the rest of the people will not stand for it. They stamp it out viciously. 
General McChrystal demonstrates private equity behaviour. His boss, General David Petraeus, is steady at the wheel type of fellow, who tows the line, illustrates more bank relevant culture. And that - in a military story - is why banks should not do private equity.

Read more: 

  Read more at Harvard's excellent article on this: 

INSEAD's Lily Fang and Harvard Business School professors Victoria Ivashina and Josh Lerner examined nearly 8,000 unique private equity transactions between 1978 and 2009, looking in depth at the nature of the private equity investors, the structure of the investments, and the performance of the firms. Collectively, findings suggest that there are risks in combining banking and private equity investing. The results are consistent with many of the worries about these transactions articulated by policymakers. Key concepts include:

• The cyclicality of bank-affiliated transactions, the time-varying pattern of the financing benefit enjoyed by affiliated deals, and the generally worse outcomes of these deals done at market peaks raise questions about the desirability of combining banking with private equity investing.
• These investments seem to exacerbate the amplitude of waves in the private equity market, leading to more transactions at precisely the times when the private and social returns are likely to be the lowest.
• Investments involving both affiliated and nonaffiliated firms appear particularly vulnerable to downturns.
• Some information-related synergies, however, are captured internally by the banks. But banks' involvement poses significant issues as well.
• The share of banks in the private equity market is substantial. Between 1983 and 2009, over one-quarter of all private equity investments involved bank-affiliated private equity groups.

Read more at the National Post 

Canada has a productivity problem

Canada's disturbing productivity performance is getting highlighted out by one of Canada's leading economists, Sherry Cooper. According to Cooper,

" Our banks were the only ones, worldwide, that never took a single dollar of government money." 

Yet our productivity is shamefully low, a fact I learned while doing my MBA outside of Canada, many years ago. Sherry says, "Our rate of return is not as high as in other countries, and the gap has widened to the highest level in history."
Sherry pointed out another fact that disgusted my MBA professor teaching unionism - America had a very low union rate. As Peter Drucker pointed out frequently, Marxism and Unionism was built on the back of the unhappy, poor, overworked Proletarian worker. Well, in the USA, with a high school education, you could earn a huge salary in manufacturing and mining. That's when the unions and Marxism lost its force because well paid workers would rather go home and watch the World Cup soccer with a cold one than fight what exactly.
Canada does have a higher unionization rate, which made my professor happier. I was startled when a visiting productivity expert told my MBA class that the laziest workers he had seen were in Canada and worked for a union.
There are three elements of productivity growth according to the Bank of Montreal report:

1. investment in machinery and equipment, 
2. human capital development and 
3. openness to trade and investment.

All three points are debated constantly by business owners, government and interest groups but I thought that the great success story, Open Text's Tom Jenkins summed up the issue for the politicians. Waterloo region has lost thousands of jobs, yet Tom says there are over 2,000 jobs unfilled in the tech industry.

"We're a tale of two cities, in some ways. Parts have the highest unemployment rates in the country, and yet in other parts, we can't find enough people to fill the jobs."

Here is where Sherry Cooper does lay out the ugly truth to Canadians and I have to agree with this unpopular view: In the future, Canadians will have to look to new markets. One of the things that make us lazy is that we live next to the largest market in the world, but its not a growth area. We are limited by our ambition and drive."
I agree with the lid on ambition. It has something that has taken me a long time to understand but I can see the reasoning. Canada has a high percentage of family owned businesses which are quite distinct from professional corporations. The thinking of a family business owner goes along the lines of, "I have a nice lifestyle. In a family business, I can work with my kids. How great is that? Why change?" Well, unfortunately, change is usually forced upon us and I have seen too many businesses decide too late that now would be the time to take on a private equity partner.
Besides, it would be good for your son or daughter to be exposed to the best in the world and have the family business protected. Sherry Cooper would probably agree.

Integrity is the safest way to make money, it’s terribly important

When I worked for the fastest growing bank in Africa, the CEO would often go on about how much he hated derivatives that were just beginning to emerge into the market place. He said if he could not understand it, he did not want it in his bank - it was making money like a casino not through good, rigourous banking. Michael Graham picks up this theme:

Berkshire is especially pumped about their $26 billion cash and stock purchase of the 78% of the Burlington, Northern Santa Fe Corporation (BNSF) they didn’t own. An extensively rebuilt and wisely regulated American railroad system is ushering in a whole new (green) era of national and international importance for the railroads. BNSF was described as their all-in wager on the economic future of America. It’s Berkshire’s biggest purchase ever.

Attendees and questioners from all over the U.S. also bore witness to the wealth their investments in Berkshire Hathaway has brought them. One elderly gentleman we met from Wichita Falls, Texas had come all the way to Omaha just to say thank you.

Munger’s comment that “Integrity is the safest way to make money, it’s terribly important” drew loud applause. So did his thoughts that there’s nothing wrong in “celebrating wealth when it’s fairly won and wisely used”.

There was laughter of a different kind when much of the blame for today’s turmoil was laid at the doorstep of Washington where “those who take the high road are seldom bothered by heavy traffic”.

Trust! Buffett has been criticized for his view that Goldman did nothing illegal in helping craft a between-professionals subprime mortgage deal which the seller wanted to decline, whereas the European institutional buyers of “Abacus” calculatingly took the opposite view. Munger agreed with Buffett, though musing about the ethics of such transactions. In his view derivatives play a useful role in genuine commodity and trade transactions, but when they are nothing but synthetic, casino-like bets (often also dreamed-up by academics) they should be “got rid of from the face of the earth” (loud applause).

 Trust, the plain-vanilla (“Dairy Queen”) way, couldn’t have come through more loudly or clearly. It’s a cornerstone of investing and of the Berkshire approach.

How much longer – the question of succession comes up with an increasing frequency at these annual gatherings? We were reassured that a short list of successors has been chosen, that the board knows who they are, and that the Berkshire and Buffett-Munger culture will live on.

At the same time the Qwest Center has been booked for 2011 and 2012!

By then there could also well be clearer answers to Buffet and Munger’s biggest worry; namely, how much longer Berkshire can keep building wealth for its shareholders at a rate superior to the growth in its benchmark S&P 500 index, as it has done for 38 of the past 45 years. We were told how a compound annual gain in its per share book value of 20.3% is going to be next to impossible to sustain. What should be done when Berkshire can no longer beat the S&P because of its sheer size? The question was posed rhetorically. A dividend perhaps? Knowing them, you can bet that whatever is done will be different?

There can be no question that these one-of-a-kind annual meetings and Berkshire itself will be different when its two great champions are gone. In the meanwhile, is Berkshire Hathaway a jumble of diverse parts, or an undervalued work of art like no other? I’m in the latter camp, also believing it deserving of a place in most, if not all, investment portfolios.

Private equity-backed M&A deals remain far short of the boom times

More private equity deals in Q2

Business owners will get more phone calls to partner with private equity fund managers but these good times will come to an end as money flows more to growing markets like India and China. In the meantime, Reuters tells us Buyout funds are making a comeback, scouring deals from Australia to America after nearly two years of virtual shutdown, but private equity-backed M&A volumes remain far short of the boom times.

Bankers say that while a return to the mega-deals of 2006/07 is still some time away, there is now a steady flow of transactions, with private equity activity picking up in the second quarter.As of June 22, private equity-backed mergers and acquisitions in the second quarter were up 125 percent from a year earlier to $40 billion, and were up by a third from the first quarter, Thomson Reuters data showed. For the year, such deal totaled $70 billion, more than double a year earlier. The general stock market recovery early this year encouraged PE funds to push through listing plans, while a freeing up of debt markets opened up markets for secondary sales to other buyout funds. But with the European debt crisis denting the stock rally, there are concerns about whether PE activity can keep up the recent momentum.

"M&A markets are fragile. There was a slight loss of momentum in the second quarter. Coming off year-end into Q1, momentum was good," said Jeffrey Kaplan, global head of mergers and acquisitions at Bank of America Merrill Lynch.

"There was strong strategic activity and active PE bidding, much of which slowed down. EMEA has seen the biggest slowdown," he added, referring to Europe, the Middle East and Africa.The $70 billion of PE-backed deals this year through June 22 compares with the record $542 billion in the first half of 2007.Availability of easy credit is the key for a pickup in PE buying, and bankers say the U.S. market has seen the most dramatic improvement in financing, driven by large financial institutions.Europe has lagged in its ability to leverage because it is more of a bank-funded market. Overall, choppy equity markets and the rising cost of debt funding will make private equity dealmaking more of a challenge, though bankers say the market for mid-sized deals should open up.

"It will be a while before we get back to mega-deals," said Mike Netterfield, head of financial investor coverage for Asia at RBS.

"We're seeing some larger deals, but it'll be a while before we see the days of the TXU, HCA kind of deals," he said, referring to big U.S. private equity deals involving the likes of TXU, now Energy Future Holdings, and hospital operator HCA Inc.

"The liquidity isn't quite there just yet for mega-deals."

How Private Capital Helps Entrepreneurs and Family Businesses Grow

Private capital can assist owner managed or family businesses realize their liquidity or growth capital needs through flexible structuring. The deal structure is customized to the timing needs of the business owner. At the onset of the investment from the PE fund, the company is valued at fair market price. The business owner is able to cash in on this fair value to diversify the family’s financial holdings or for estate planning purposes. The “second bite of the apple” occurs upon exit of the PE fund when the total value is received exceeds the full sale now.

Private capital provides a tool to solve common family company issues such as succession planning, while also putting the company on a growth path.