In what is likely to be a bit of a blockbuster, SEC Chairman Christopher Cox sent a letter to Swiss regulators indicating the Bear Stearns (NYSE: BSC) did not have to go the way of all flesh. According toThe New York Post "the 'fate of Bear Stearns was a lack of confidence, not a lack of capital,' Cox, the head of the Securities and Exchange Commission, wrote in a five-page letter sent to a Swiss regulator."
That letter will lead angry Bear Stearns sharedholders, who watched the stock fall from over $30 near $2, to question why JP Morgan (NYSE: JPM) was able buy the brokerage at a deep discount with help from the Federal Reserve. The missive may encourage Congress and regulators to question whether the takeover of BSC involved foul play.
First and foremost, calling this JP Morgan Chase (NYSE: JPM) $236 million purchase of Bear Stearns (NYSE: BSC) an acquisition is a stretch beyond what words can say. The $2.00 per share offer is perhaps the biggest fleecing of a deal ever. You probably heard takeover rumors on Friday regarding Bear Stearns. Well, this weekend it's true. The exception is that this is a take-under of the largest magnitude seen in the industry over at least the last two decades.
Frankly, the office building in New York alone is worth more than that. Add on the prime brokerage business. Then add on its equity underwriting business. The problem is all of its counter-party and derivative operations where the liabilities can theoretically never end on the fixed income side.
Back in January when the bad financial institution situation went from bad to worse, I noted that financial mergers may be mandated rather than preferred. Do the math. The Fed is providing financing for up to $30 Billion of Bear's less liquid assets, and close to $20 billion appears to be for mortgage related assets. Jamie Dimon and friends are stepping in for a fraction of what this used to be. $2.00 today, $30 on Friday, more than $60.00 a week ago and over $150.00 a year ago.
Many will try comparing this to Drexel Burnham Lambert implosion. That company wasn't public. That company was more of a junk bond player that didn't create as much of a systemic failure risk compared to this. You can't blame Jamie Dimon for being opportunistic like this, but the management team at Bear Stearns just got scarred for life.
Bear Stearns at first wasn't able to stop this run on the bank that happened last week and shortly before. But the firm put itself in this position over time with all of its leverage and there is ultimately no one to blame here but Bear Stearns itself, and its management that allowed this.
If you think the mortgage and financial meltdown will kill all rumor in the financial sector, think again. Bear Stearns (NYSE: BSC) shares are trading up today and even the stock options are active on the Friday Rumor Mill that the troubled brokerage firm could be for sale or have an expanded stake from China's CITIC.
Today is also options expiration date, so we looked further out the expiration calendar beyond February. Options are active in March from the $85 to $105 strike prices on call options. April is actually quiet. Specifically these March $85 call options. The July $75 and $100 strike prices each saw over 1,000 contracts trade.
What is interesting is that there is another report here that noted that Bear Stearns and CITIC may modify their terms. This may or may not be the case. Most sovereign funds so far are having to stick to original terms. It wasn't that long ago that they were criticized for taking large stakes in critical US companies. These funds may just have to take their deals as is if they want to keep buying up properties.
Bear Stearns has been the perpetual merger rumor target in the rumor mill for literally over 10-years now that I am aware of personally. When I was a bond broker in the early and mid-1990's, that was a typical "FRIDAY RUMOR" and then since switching to the equity side of the equation after the mid-1990's this "FRIDAY RUMOR" persisted one and off numerous times each and every years since then. Even Warren Buffett has been noted as a rumored buyer before. It appears that even the CDO and mortgage meltdown doesn't kill some rumors.
Who knows for sure.... Some time you might expect the merger to actually happen.
Bear Stearns stock is up today while many competing investment banks are not so lucky. Shares were up over 5% in afternoon trading to over $83.00 on nearly double average volume. It appears that a recent pullback is being attributed to David Faber reporting on CNBC that these rumors are not likely true.
BusinessWeek reports that The Bear Stearns Companies (NYSE: BSC), which reported earnings today, is behind $10 billion worth of Collateralized Debt Obligations (CDOs) at Citigroup Inc. (NYSE: C) and Bank of America (NYSE: BAC). It all comes down to yet another new word to add to your financial vocabulary -- Klio Funding -- a brand of CDO that enabled Bear to sell to the $2 trillion money market fund industry.
What is Klio Funding and how did it cause all this damage? Klio Funding is "an entity" that sells Commercial Paper (CP) -- short-term loans -- and uses it to buy higher-yielding long term investments. Since Citigroup had agreed to refund investors' initial stakes plus interest -- through liquidity puts -- money market funds that bought Klios thought they would get higher yields at low risk.
Meanwhile, Ralph Cioffi -- who headed up three Bear hedge funds which eventually folded -- used money raised from the Klios to buy CDOs and to lock in year-long financing for his hedge funds. This is significant because hedge funds typically can only borrow money for weeks at a time due to their risk. Cioffi's CDOs were popular, raising $100 billion.
When the Titanic was sinking, some of the members of the crew jumped into the lifeboats -- ahead of women and children.
According to a breaking story from BusinessWeek, something similar may have happened with Bear Stearns' (NYSE: BSC) two hedge funds which collapsed during the summer. It looks like some of the firm's insiders were able to jump ship before the clients could get out.
BusinessWeek says that the SEC and the U.S. Attorney's office in Brooklyn are looking into the matter.
No doubt, the clients are likely to cooperate with the authorities. Keep in mind that the financial loss was about $1.6 billion as the two funds filed for bankruptcy in July.
However, this is not to say that insider redemptions are wrong. After all, such things are common. But if investigators can show that the insiders knew things were going off the cliff yet continued to say rosy things to clients or blocked redemptions, then Bear Stearns could be in trouble.
Last week, Citadel Investment Group, a Chicago hedge fund, bought E*Trade Financial (NASDAQ: ETFC)'s collateralized debt obligation (CDO) portfolio for 27 cents on the dollar according to The Wall Street Journal [subscription]. If this price was applied to the Level 3 assets of nine of the largest banks, it would wipe out the capital of three of them.
It's important to point out, before presenting this analysis, that the 27 cents on the dollar price that Citadel paid applied only to E-Trade's CDOs. It may represent a worst case scenario price for these banks. Furthermore, the Level 3 assets of these nine banks include other illiquid securities besides their CDOs. Finally, the calculations I'll show are based on the most recent Level 3 assets and equity of these banks as of last month.
Having said that, here are the three banks whose capital would be wiped out if that 27 cents on the dollar valuation was applied to their Level 3 assets and written off from their most recent capital levels:
Chinese investors feel that they got burned when they took a stake in big private equity firm Blackstone (NYSE: BX). That IPO did not do well, so the disappointment is understandable.
But, the Chinese may be back. According to a report in the FT, the China Social Security fund, which manages over $62 billion in assets, has its eyes on KKR, Carlyle, and TPG. The fund is interested in a stake of 9.9% in at least one of the companies. The British newspaper quoted one analyst on the potential investment: "'China's interest in buying into overseas financial intermediaries is clearly part of a deliberate strategy,' said Isaac Meng, an analyst with BNP Paribas in Beijing. 'The government is hoping to do a better job in exporting its capital than the Japanese did in the 1980s.'"
That may all be well and good, but members of the US Congress are already concerned about the investment of China's Citic Securities in Bear Stearns (NYSE: BSC). It is unclear how such an investment would compromise US interests, but Congress could try to block these deals on the grounds that large investment and LBO firms control a huge portion of the investment capital in the US. They would not want any Chinese influence in the process.
The Congressional posturing on the matter is a red herring, but meddling by the federal government could simply make the Chinese wary of moving capital into the US. But, if Congress leaves the matter along, Wall Street firms are likely to have Chinese shareholders.
Douglas A. McIntyre is an editor at 247wallst.com.
Warren Buffett is considering the purchase of a substantial minority share of Bear Stearns Companies (NYSE: BSC), according to The New York Times. Bear Stearns is holding talks that could result in the sale of 20% of the company. Other potential investors include Bank of America (NYSE: BAC) and the China Construction Bank.
Bear Stearns has been hit hard by the mortgage crisis and problems in the credit markets over the last few months. From early April to mid-August, Bear Stearns stock lost nearly a third of its value, falling from over $157 to $103 per share. In June, two Bear Stearns funds that made big bets on mortgage-backed securities were closed after suffering heavy losses.
Bear Stearns' CEO, James E. Cayne, reportedly demands a high premium for outside investors, as much as 40% above the public share price. But given the problems the company has been having, and the doubts that exist about its viability, Cayne would be wise to sell to Buffett at the market price. He may even want to give him a discount, given that a Buffett stake would send a very strong signal that Bear Stearns is here to stay.
Not surprisingly, Bear Stearns shares are up sharply on the news, closing at $123, up $8.76 or 7%.
Reuters is reporting this morning that British billionaire investor Joseph C. Lewis has been buying large amounts of Bear Stearns Companies (NYSE: BSC) stock. In the last few weeks, Lewis has taken a 7% stake in Bear Stearns, at a cost of $860 million. The purchases -- which were made through were made through Lewis-controlled investment entities named Aquarian, Cambria, Darcin, Mandarin and Nivon -- were disclosed today in a filing with the U.S. Securities and Exchange Commission. As of 9:55 this morning, Bear Stearns shares are up $1.90 to $107.27.
According to Forbes, Joseph C. Lewis is the 486th richest person in the world, and the 17th richest person in the United Kingdom. His main investment company is the Tavistock Group, which invests in a little bit of everything, including real estate, manufacturing, financial services and sports clubs -- Lewis owns the famous Premier League soccer club Tottenham Hotspur. Lewis started his financial empire by expanding his family's catering business, then moving into tourism and eventually currency trading.
Bear Stearns has been hit hard by the subprime mortgage fiasco, and its share price has fallen by a third from $150 just a few months ago. While Lewis has made no statements about his investment, it's safe to say that he thinks the shares are now oversold and due for a boost.
The Wall Street Journal is reporting that the sale of $12 billion in debt related to the Cerberus Capital purchase of Chrysler Group from DaimlerChrysler (NYSE: DCX) has been postponed. Apparently the debt underwriters -- including J.P. Morgan Chase (NYSE: JPM), Citigroup (NYSE: C), Goldman Sachs Group (NYSE: GS), Bear Stearns (NYSE: BSC) and Morgan Stanley (NYSE: MS) -- have been unable to find buyers for the debt, which is part of a $20 billion loan package planned for Chrysler. The money will be used in Chrysler's production and finance operations.
This setback for the debt sale offers further evidence that liquidity is drying up and deals are becoming more expensive. Interest rates on these debt-fueled loans have been climbing rapidly, and are now headed toward 10% and higher. However, even at these rates, Cerberus's bankers had trouble finding buyers. As a result, the bankers will provide $10 billion in loans from their own pockets, with plans to sell the debt to the public at a later date. Cerberus and Daimler will kick in another $2 billion.
Cerberus and its bankers have stated that this financing problem will not delay the closing of the deal, which is scheduled for August 3.
According to Hennessee Group, the hedge fund industry had a good June. The average hedge fund posted a 0.88% return. This compares to the S&P's -1.8% performance for the same period.
So far for this year, the average hedge fund has returned 8.7%. How about the S&P? It has clocked about 6%.
While interest rates have been an issue, the fact is that the buyout boom has been extremely helpful for equities. And as seen with the IPO filing of KKR and mega deals like the buyout of Hilton Hotels Corp. (NYSE: HLT), there still appears to be momentum with M&A and private equity.
It's also encouraging that hedge funds have been able to deal with the subprime meltdown. Interestingly enough, it looks like some hedge funds aggressively shorted subprime vehicles. Paulson & Co., for example, posted a 40% return in June because of its bearish bets (there's an excellent story on this on Bloomberg.com).
With credit agencies like S&P and Moody's reducing their ratings of subprime mortgage backed securities, there may be more shorting opportunities for hedge funds. There is also likely to be more pain for firms like Bear Stearns (NYSE: BSC), which have been on the wrong side of the subprime market.
Tom Taulli is the author of various books, including the Complete M&A Handbook and the EDGAR-Online Guide to Decoding Financial Statements.
In the wake of the collapse of two Bear Stearns (NYSE: BSC) hedge funds generating massive losses, some on Wall Street are wondering if the miscue could lead to the sale of the company. According to the New York Times DealBook, "CNBC's Charles Gasparino says it could. He reported Monday that if Bear's stock continues to fall - losing an additional $10 or more - the firm "clearly could be bought by a bigger player," he said." By the way, pick up a copy of Gasparino's Blood on the Street if you haven't already.
But the piece also quotes Portfolio.com's Felix Salmon, who wrote that "A $10 drop from current levels would take the stock all the way down to - oh, where it was back in September."
But my favorite quote of all comes from Bear's CEO James E. Cayne, who dismissed the takeover rumors as "old and repetitive."
Oh, I'm sorry Mr. Cayne: Are we boring you? But I suppose that the takeover rumors are boring, especially when compared with the collapses of the hedge funds that shook market confidence.
Bear Stearns does look cheap compared to the other investment banks, and maybe it will become a takeover target. But even if it doesn't, its low valuation might make it a good alternative for investors to competitors like Goldman Sachs (NYSE: GS).
Yesterday's New York Times [registration required] discusses the pending initial public offering (IPO) of Kohlberg Kravis Roberts & Co. (KKR). In so doing, it glosses over the role of its founding partner, Jerome Kohlberg. But just because The Times ignores him, that's no reason for you to.
That's because I interviewed him three years ago for the Swarthmore College Bulletin. So without further ado, here's my interview with him:
"Kohlberg was co-founder of the leveraged buyout specialist KKR and is now special limited principal of Kohlberg & Co. His business success began with the simple yet powerful notion that it was better to risk one's own capital than to be an intermediary. "One of my friend's fathers was a merchant banker,' he recalls. "He didn't act for commissions. He stood and fell on his own investments, which he put beside those of other clients. I realized that being a principal was what I wanted.""
Not that long ago, a deal from private equity firm The Carlyle Group would be a no-brainer. But things can change fast in high finance.
Carlyle is in the process of taking a mortgage bond fund public in Europe. But, as seen with the troubles with The Bear Stearns Companies, Inc. (NYSE: BSC), investors are getting skittish when it comes to mortgages. Another complication is the rise in interest rates.
For a firm that is known for timing, it looks like Carlyle has flubbed the deal. Instead of raising $400 million, Carlyle will have to settle for about $300 million. This is according to Bloomberg.
In light of the recent volatility, it is still impressive that Carlyle can get this deal done at all. And, with better pricing, it looks like investors may actually get a good deal on this one. Tom Taulli is the author of various books, including the Complete M&A Handbook and the EDGAR-Online Guide to Decoding Financial Statements.
Over the past week, I've talked to a variety of reporters about the implosion in private equity. The problem? There has been no implosion.
Interestingly enough, they point to several articles in The Wall Street Journal on the matter. There was even a big piece on Blackstone Group (NYSE: BX) for the sister publication, Barron's.
Well, yes, the WSJ has another story on the topic today. As should be no surprise, it's negative and it's on the front page.
Basically, the negative view is that lenders are getting cold feet. After all, there are some danger signs. They include: rising interest rates, Bear Stearns' (NYSE: BSC) bailout of a biggie hedge fund, debt terms have been loosey goosey, and there funky investment vehicles like "payment-in-kind" notes.
As a result, lenders are pushing back on some deals. An example is US Foodservice's $3.6 billion transaction, which canceled its debt offering.
Basically, we are seeing mostly a readjustment in the marketplace, not an implosion (at least not yet). So deals should still get done. But, unlike the frothy past couple years, the costs will start to rev up for the private equity folks. Tom Taulli is the author of various books, including the Complete M&A Handbook and the EDGAR-Online Guide to Decoding Financial Statements.
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