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- 14 Jun 95 8:13 EDT
- Received: by delta.eecs.nwu.edu (8.6.12/8.6.12) id BAA01413 for telecomlist-outbound; Wed, 14 Jun 1995 01:45:07 -0500
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- Date: Wed, 14 Jun 1995 01:45:05 -0500
- From: TELECOM Digest (Patrick Townson) <telecom@delta.eecs.nwu.edu>
- Message-Id: <199506140645.BAA01407@delta.eecs.nwu.edu>
- To: telecom@delta.eecs.nwu.edu
- Subject: More Responses to Gilder Critics
-
-
- After publishing the latest essays of George Gilder the other day, I
- got some negative feedback from a few readers which I published, with
- my request that Gilder respond to them if he wanted to do so.
-
- I got two major responses; one from Gilder which appeared in an issue
- of the Digest a few issues back, and this lengthier one from Gordon
- Jacobson, the person who routinely forwards the Gilder material to
- the Digest and Archives.
-
- Here then is his response to two of the writers. Even though he says he
- responded privately, he has since okayed this for publication in the
- Digest.
-
-
- PAT
-
- Date: Thu, 08 Jun 1995 23:07:55 -0400
- From: Gordon Jacobson <gaj@portman.com>
- Subject: Gilder Critics
-
- Pat -
-
- In order to forestall a flame fest by people who were not there or
- do not have the financial savvy to understand what actually happened, I
- replied privately to both postings.
-
- George is not on-line so couldn't possibly read the critical posts
- and respond. I do not have time for lengthy exchanges that go on and lead
- nowhere, nor does George and clearly this is the kind of debate that lends
- itself to a drag out flame war.
-
- Here are the responses to both postings. They by necessity will be
- my only comments:
-
- Regards, - GAJ
-
-
- Response to Posting #1:
-
- In comp.dcom.telecom, jbhicks@inlink.com (J. Brad Hicks) wrote:
-
- >> This may be the most terrifying thing I've read in weeks.
-
- Then very clearly we read different articles Brad. Either
- that or your business experience is quite limited. And please do not
- take offense, I do not say that to insult you, I make the comment
- because very clearly you are in error and so is your discussion.
-
- >> Forgive me for using a non-telecom example, it's the only one I'm
- >> thoroughly familiar with. You see, here in St. Louis, we only had one
- >> vivid example of Milken and Boesky's benificence, and here's the way I
- >> remember what I read about it in the papers.
-
- So you admit firstly, that what you know comes from a flawed
- source - the newspapers, not from any real research you have done on
- the topic. Second, you raise the name of Boesky and then briefly go
- on to criticize the article in terms of what Boesky did.
-
- OK. We agree on this: Ivan Boesky was and is a crook. He cheated,
- stole and lied. Finis - end of story.
-
- >> Carl Icahn used a gigantic pile of junk bonds to take over, then take
- >> private, what was at the time one of America's premier airlines, Trans
- >> World Airlines, or TWA. Everybody in St. Louis, more or less,
- >> followed this story carefully; TWA uses St. Louis as a hub, and it's a
- >> major employer here.
-
- Well its very clear from the above, you certainly didn't
- follow it carefully. Or maybe the St Louis papers (which I truly
- doubt, knowing how great a paper the Post Dispatch is) did a real hash
- job on their research.
-
- The business world knew that TWA was broke before Icahn got
- anywhere near it. (It had been in or was about to enter bankruptcy in
- fact when Icahn stepped in and attempted to rescue it). It was no
- longer anything like a "premier" airline - not by the better part of a
- decade, its fleet was old and capital was not available to renew it.
-
- Icahn got the shareholders/court to agree to allow him to take
- it over and the only way he could obtain the financing to purchase all
- of the new aircraft and facilities he needed (over and above the $200
- million of his own money that he sunk into it) was to sell the Hilton
- International holding and float a junk bond issue.
-
- All of this is well recorded in a series of WSJ articles and
- in cover stories in the weekly business news mags. Fortune devoted a
- major article on it - I suggest you go to your library and look all
- this up under the Reader's Guide to Periodical literature and in the
- WSJ index.
-
- >> Yeah, there was a management shakeup, and yes, there were dramatic
- >> cuts in costs. As best can be told in retrospect, those cuts that
- >> didn't come from slashing worker's salaries were mostly in aircraft
- >> maintenance and replacement, the bread and butter of running an
- >> airline. The money that was freed up didn't go into improving airline
- >> productivity. It went into the pockets of the bondholders and into
- >> Carl Icahn's pockets.
-
- That is a most interesting observation. The bondholders lost
- almost everything in the final collapse and Icahn took a $500 million
- bath. So just how did he line his and the bondholder's pockets?
-
- > You see, even though (due to obscene interest expenses) the airline lost
- > money every year he ran it, every year he ran it he hiked his salary.
-
- The interest for the most part was accrued (and it wasn't at
- all obscene, although that may be a determination of the beholder's
- eye) and it too was wiped out in the final collapse. Remember, if
- Icahn hadn't stepped in TWA would have collapsed at the time he
- initially moved in to rescue it. Moreover, if memory serves, the
- airline posted an OPERATING loss in every year of its last 12 years of
- life (I haven't followed it recently so I have no idea what its doing
- now). That's "operating," as in "pre-debt service." I am sure you
- understand this.
-
- >> When he'd bled every asset out of the company he could, and it
- >> obviously couldn't keep the bills paid and the planes in the air,
-
- No, it came to a point at which his cost reductions were
- rebuffed by the unions and he decided he did not want to put any more
- dollars in - he realized that it was a bottomless pit and could not be
- saved - at least not by him. Icahn fed the company cash, he did the
- exact opposite of what you claim.
-
- >> he bailed out, taking nothing with him except,
- >> of course, whatever he'd saved from many millions of dollars in
- >> salary.
-
- Are you implying that he was not entitled to a substantive
- salary for taking the risk and devoting his efforts? Are you
- suggesting that the salary he took was not commensurate with similar
- salaries in similar circumstances in the market? Good. You seem to
- know quite a lot about this. Just what was his salary and bonus in
- each of the years he served?
-
- >> He would've gotten away with it completely, too, if he hadn't gotten
- >> one step too greedy and looted the pension fund. The feds made him
- >> pay part of that money back.
-
- He did not "loot" the pension fund. He took that money and
- put it into TWA. He also invested some of the pension fund assets in
- aircraft leased to the company. And yes, it was determined that he
- had to re-imburse the pension fund, but not because he pocketed the
- money, as you imply, but rather because the court ruled that the
- investment of such a large proportion of the pension fund's assets
- into TWA was improper. And note that he did make the restitution
- without a whimper.
-
- >> That took him, if memory serves, from megamillionaire down to merely
- >> a multimillionaire ... for this, we're supposed to feel sorry for him.
-
- Where does that come from? First off, the article was not
- about Icahn, it was about Milken and the effect of his financial
- activities. Second, who asked anyone to feel sorry for Icahn? His
- attempt to save TWA was valiant, if doomed. While I am sure the loss
- was meaningful, I'll bet he cared a great deal more that he failed to
- turn TWA around.
-
- >> TWA managed to keep the doors open, barely. They went employee-owned,
- >> got some debt forgiveness, and yet more wage concessions from the
- >> employees, made some clever marketing moves, sold off yet more routes,
- >> and against all odds have managed to crawl back into business. They
- >> still haven't figured out how they'll afford to replace planes as they
- >> die, and they're flying one of the oldest fleets in the air. It's a
- >> much smaller and poorer business than it was when Carl Icahn took it
- >> over, but they're justifiably proud of having survived him at all.
-
- If the unions had agreed to the give ups that Icahn asked of
- them before stepping away, the company would have been much better
- off. As I remember it, the pilot's union (or one of the others)
- refused, even though the other unions agreed. And sure they are proud
- to have survived him - they bought the company on his loss and that of
- the bondholders. I vaguely remember that the actual transaction was
- what is called a pre-packaged bankruptcy, but that memory needs to be
- checked.
-
- >> This kind of "efficiency," well known also to anybody who's followed
- >> the story of Georgia-Pacific and many other companies that were the
- >> victims of hostile LBOs -- this kind of leverage, the telecommunications
- >> industry does =not= need.
-
- Well Brad - you are in for some severe disappointment then,
- because that is exactly what is about to happen and I wouldn't be
- surprised if NYNEX was the first. But in any event, it is clear to me
- that you missed to very essence of the article. That's what comes
- from reading, while simultaneously trying to formulate
- counter-arguments. You miss what the author is trying to say.
-
- The issue is not one of there being "no" instances of negative
- application - i.e. where the equity/bonds raised for new ventures and
- LBO's were used inappropriately. Heck, that occurs in every
- conceivable type of business funding from Blue-Blooded Triple A
- underwritings of GM, to Government bond issues. From friends lending
- money to help build their neighbor's "better mouse trap," to banks
- mortgaging the family home.
-
- No, the issue raised was much broader than that. The issue Gilder
- was trying to illuminate was about the freeing up of huge warehouses of
- idle capital from the clutches of entrenched management with nothing to
- gain by taking risk, and the corresponding unleashing of new technologies
- that was wrought. It was about Milken creating wealth and technology,
- not about the relatively few operators who failed to use the money Milken
- raised for them either properly or successfully. One blames the operators
- for their failures, not the investors who funded them. ^^^^^^^^^
-
- Response to posting #2:
-
- In comp.dcom.telecom, ofsevit@world.std.com (David Ofsevit) wrote:
-
- >> I had to laugh at George Gilder's attempt to revise history
- >> and make Mike Milken into some sort of hero he never was. Gilder's
- >> analysis is basically flawed because he only describes successful
- >> companies which he claims benefited from Milken's transactions,
- >> conveniently overlooking the companies brought to ground by similar
- >> transactions, not to mention the social costs of those disasters.
-
- You get an "F" for your research David. Gilder did more than
- describe the winners in Milken's portfolio of companies he assisted in
- getting their finance. He clearly indicated that on balance the
- result was overwhelmingly positive. No one of any repute in the
- financial community disputes this issue. It is not even a contest.
-
- Milken provided a financing resource. He did not run the
- companies that were financed. It is true that not all of the
- companies financed were winners and no one has claimed that they were.
- But then, under the best of circumstances, no one ever claims that
- Blue-blooded GM type offerings are guaranteed either. Nor are WOOPS
- or Orange County bonds. Milken provided capital for small companies,
- where none was otherwise available. He also provided money for LBOs
- that as Gilder put it, suffered under the burden of entrenched
- management, hoarding huge amounts of capital.
-
- If you want to criticize, you first should revue all of the
- underwritings Milken did and take a look at how well the overall
- portfolio of offerings fared. Gilder pointed out that in the end, the
- junk bond market was a proven winner, which it indisputably is. After
- the furious sell off that temporarily destroyed the junk bond
- marketplace, most of the issues fully recovered their full value.
-
- >> He also seems to feel that, left to themselves, the various banks and
- >> S&Ls that went belly-up would have come out of it and made oodles of
- >> money.
-
- If you are referring to Gilder's comments concerning those
- institutions that went broke because of the forced liquidations, then
- he is quite right. The investors who bought those junk bond
- portfolios which our "respected" government deemed "poor risks" and
- "under water," and then forced the institutions to auction off at
- bargain prices - sometimes for as little as 20 and 30 cents on the
- dollar - made fortunes a few years later when the underlying values of
- the companies were finally realized by the new management teams that
- Milken's financings had put in place.
-
- >> If he's so smart, where was he when it was happening? I don't
- >> recall *anybody* suggesting at the time that the banks and S&Ls should
- >> just be left alone and everything would be all right.
-
- I do not and will not speak for Gilder, but for myself, I
- believe that's because you were too busy trying to sound indignant. I
- and many other business people, real estate investors, financial
- analysts, bankers and many others were shouting the facts at the top
- of our lungs, but it all fell on deaf ears.
-
- As I wrote to the editors at Forbes ASAP, with few exceptions,
- the problems of the S & L industry were not caused by the malfeasance
- of "greedy management." Nor by the losses of value as reflected in
- their junk bond investment portfolios.
-
- The S & L catastrophe was caused by Congress changing the tax
- laws in 1986 and retroactively removing the deductibility of
- depreciation on real estate held for investment. Tax shelter
- programs, some of which had been in place for almost a decade, were
- destroyed overnight. As the problem spread and banks curtailed their
- real estate lending and called in their real estate construction loans
- or refused to fund the "take-outs" that they had committed to, the
- resulting tight money caused interest rates to rise, which in turn,
- only added to the banks woes, as uncovered negative spreads wiped out
- the value of the S & L industry loan portfolios.
-
- I know from first hand that key Senate finance committee
- leaders were clearly told by senior members of the Real Estate
- community exactly what would happen if they changed the laws without
- allowing for an ample time period in which to run out the existing
- shelter programs. The trouble was, they refused to believe what they
- were being told and opted instead, on a purely party-line basis, to
- implement the Democrat's tax amendment plan.
-
- > Just my opinion on the piece: self-serving, revisionist humbug.
-
- Worth just about what you put into the effort to research it - nada!
-
- ------------------------
-
- This whole thread is really too far afield from telecom to continue
- running here; it is being sent as a special mailing so that those readers
- not interested can dump it. And as GAJ points out, he will probably not
- reply further on the subject, nor will GG.
-
- PAT
-
-
-