Barbarian I at the door: the most powerful Capital Acquisition in history, the barbarian equity at the door, corporate governance, financial mergers, acquisitions, and enterprise games
Detailed description of the leverage acquisition event of the Renault-nabsk group, which shocked the United States in 1988.
Renault is a tobacco company that owns camel-branded cigarettes and other products. nabesk is a Biscuit Company, which has such products as happy cookies and Oreo cookies. Then the two companies merged and kept their original names.
CEO Johnson of Renault-nabesskey decided to launch a leveraged management acquisition and believed that he was confident in the handling of the board of directors. He was not afraid that the news would be leaked in advance because outsiders could not afford such a high price, they are also not sure about the tobacco lawsuit they are facing.
As a result, leveraged acquisitions have attracted many companies to bid for KKR, Alibaba securities under American Express, Solomon Brothers Bank, dechong securities, Morgan Stanley, frostman-littel, and First Boston Group.
In the end, Johnson's management was given support from CEN and the brother Solomon bank. KKR, First Boston Group, and forsterman-littel were bidding.
KKR made a second bid with the management. The price was the same. The board of directors voted for KKR.
The main figures in the book all explain their major work experiences. Johnson's experience was particularly detailed and indeed quite legendary. He was the CEO of a small company's signage Company and went through two acquisitions. He was the CEO after the merger every time.
The details related to this procurement event are restored to the conversations and speeches of many clients. Some relatively unimportant companies and events are also described in detail.
The two authors interviewed each other almost 10 months after the acquisition. Visited most of the participants at that time.
Similar works in China have not been seen yet. In particular, unlike domestic enterprise biographies and commercial biographies, the book discloses many shortcomings of event participants and various dog blood incidents. This is common in the management books written by Americans.
Long, 550 pages. I am not familiar with the characters in the book except Buffett. Only a few people in the company have heard of it. There are many people and companies in the book, and they are dazzled.
The overall rating is 4 stars, which is very good.
The following is an excerpt from some of the content in the book. [] is the information I added based on the context:
1: After arriving in New York, Johnson climbed to the top of success in just ten years. He is now the CEO of the largest food company in the United States and the new generation manager of the new business era in the United States. The elders of the signage company regard themselves as the loyal manager of the company. SpO2
2: after the separation of land and sea shipping companies and amino oil companies, Wilson began to implement his greatest plan-making Renault a consumer goods manufacturing giant that could rival P & G through a merger. As a result, he formed a team of employees and representatives of the Wall Street investment bank to find the target customers. After several months of research and computing, the team eventually locked three candidate companies. Bp65
3: although they have different personalities, their opinions on the company's major events are surprisingly consistent. Wilson appreciates Johnson's flexibility. Johnson spared no effort to help Wilson while merging nabsk and Delmont foods. Johnson also agreed with Gordon's cronies about the dismissal of sdecket. P72
4: Then all the directors officially announced the decision through a teleconference, and Johnson became the chief executive officer of the 19th largest company in the United States, the Renault-nabesk group. "They calculated me ." Wilson said angrily later in his memory. P77
5: after the acquisition of a company, KKR will keep an eye on the budget of the other party, but it will give the management a greater freedom to improve some processes, in order to pay for the company's huge loan. Most companies run well on their own. But this is not always the case. For example, after the second leveraged Acquisition of the fster Oilfield Service Company, due to the industry slump, they laid off workers and changed a group of management personnel. P142
6: based on the amount of the company involved in the purchase, the amount is calculated from 1979 ~ In 1983, the transaction volume of leveraged buy increased more than 10 times. In 1985, two years after Simon acquired the Cincinnati company, 18 leveraged acquisitions were worth up to or more than $1 billion. In the five years prior to Johnson's decision to launch Leveraged Buy, the total value of leveraged buy reached $181.9 billion, which was only $11 billion six years ago. P143
7: the key to the success of most leveraged acquisitions lies in a strategy called "putting a gun on the head. The company's senior management staff quietly raised funds with the help of some Wall Street companies (such as GCL. Once the funds are in place and the price is finalized, the CEO will take the quotation to the board of directors. P166
8: Johnson has been comfortable in Atlanta. Unless he is determined to start a leveraged buy, he will never take the risk of putting cick ahead of him. On the other hand, he is very confident in his own abilities. If leveraged buy is a good method, he thinks he can sell the idea to the board of directors on his own, but the premise is that he uses the lure method instead of the forced Palace. P167
9: But in fact, Johnson also made the same fatal mistake as the GCL supervisor. Most people believe that once their prices are put out, no one dares to compete with them. They dared to accept the ticket. without the help of the management, they could find the best way to reduce the cost, and even Kravis could not try such a large-scale purchase. P168
10: As gerunas walked into Johnson's office at four o'clock, he was not aware of the imminent disaster facing the Renault-nabebsk group at all. He was not involved in the acquisition team because nabesk and Del Monte foods would also be sold to pay off bank loans. Greensas had no idea at all that he was about to turn from a corporate heir to a homeless man. P187
11: A few minutes later, waterters arrived at greecher's office. Both of them stared at the computer screen. Is the Renault-nabsk group going to be acquired? Is there no share of Morgan Stanley? Greecher shows waters the price. They all think that $75 is too low, and Johnson is simply scrambling for money. P197
12: this team of three investment banks seems a little cumbersome, and it is expensive to hire them. This is the largest bank team that KKR has ever convened for an acquisition. Even so, Kravis is still planning to invite the fourth bank, votherstan pereera. P21.
13: shagel cannot understand it. "Minimum $82 per share? If Johnson's staff say the company's share price can be 82 ~ $111. Why did he pay $75 ?" Shegel was puzzled by the history of this document. There are no special letters or clues about the sender's identity. However, one thing is certain: the top executives of the Renault-nabsk group must be able to get such top secret files. It seems that someone is about to go down. P217
14: after a weekend of careful research, the Strang team came to the same conclusion as Kravis: To get the Renault-nabebsk group, it would take radical measures. Sterang suggested that Solomon immediately and secretly eat a large number of Renault-nabebsk shares to prepare for a future bid offer. P223
15: When Buffett answered the call, gufran changed the call to a hands-free status and gave Buffett a detailed description of the situation. What should they do? Buffett suggested that they let it go. Buffett was once one of the largest shareholders of the Renault-nabesk group, so he knew the tobacco industry very well. P224
16: The Wall Street Journal and the New York Times on Monday morning both reported that KKR was about to launch an offer for the Renault-nabebsk group at $90 per share. When she saw the newspaper, She was stunned-something was missing. This is the worst leak on Wall Street in the past 20 years. P230
17: they talked about cost reduction as a key factor for successful Leveraged Buy. But what surprised Roberts was that Johnson said they were not prepared to cut the company's budget on the grounds that he felt that the role of the cost cut was artificially exaggerated. P261
18: At night, reecher's fire is getting bigger and bigger. Johnson's leaders all seem to have lost memories. They only answer some simple questions. If Rachel asks for comments and suggestions, or asks which budget can be cut, they will all say, "I will go back and study to tell you ." P310
19: As we all know, Solomon is much better than GCL, but it is far from a big name like dechong. "If we put us on the right side of dechong securities company, we will surely think that we are insignificant," he said ." After all, for Solomon, external opinions are the root of the problem. P332
On Monday 7, November 11, the bosses of the Renault-nabesk group came to Shida law firm in a dark-colored manner. Johnson has turned the company into a circus worth $20 billion for three weeks. Many directors think that this is a shame. The exposure of management agreements gave them a sigh of relief. P355
21: When Johnson received the guide, he gave a sigh of relief. The formal bidding activities will put all competitors on the same starting line, so that his team will lose its advantage. So he called shagel and tried to reach a merger agreement with the board of directors, but shagel refused. As for the restructuring plan, Johnson thought it was just a dumb. P360
22: Johnson has become increasingly frustrated. His adventure is totally different from what he previously imagined: the surprise attack on Kravis, the bankruptcy of the peace talks, the uproar caused by the management agreement, the Data leaks of del Mont, and the daily flood of attacks on him by the media. And the game is not interesting because the game is gradually under control. P368
23: Jenkins never understood why Johnson was doing that and why Johnson thought money could solve all the problems. Gerunas is not concerned about money, but about how to make the machine run properly, but Johnson wants to split it into parts and sell it. P370
24: "No, you just don't know," lenas replied. "Our aim is to develop steadily. Therefore, it is not necessary to increase the group's profits by 15% ~ 20%. My biggest task for the next quarter is to waste the company's excess funds, and the revenue for the next quarter will be high. God, I must spend them ." Gerunas explained that this was done to meet Wall Street's demand for predictability. P376
25: MAHB immediately summoned everyone to develop an attack plan. Like other Wall Street investment banks, First Boston also hopes to participate in the acquisition, whether as a special committee principal or as a principal of a production line buyer. In short, any business that can earn commission will do. Listen 9
26: Stuart was shocked. He overestimated the available cash reserves of the Renault-nabsk group by $0.45 billion, and the total payment for the golden parachute was $0.3 billion more than he had previously guessed. The "cash for other purposes" he was most worried about was still a problem. The cash for outgoing companies was $0.55 billion more than he previously estimated. P401
27: However, the prices of the two bidding documents are quite different. Cravis's bidding price is $94 per share, with a total price of $21.62 billion. Johnson offered $100 per share, with a total price of $23 billion. P412
28: The First Boston plan was quickly rejected. In fact, some key issues, such as the time points of anti-monopoly investigations, cannot be identified. The most critical weakness of their solution is that no real bank in First Boston promises to fund the solution. P467
At, a report appeared on the rolling news screen of Dow Jones news. All of us's board and exchange, brokers and investors are stunned. "The management team of the Renault-nabebsk Group raised the bidding price to $108 per unit..." p491
30: He hung up and immediately found Atkins, saying Johnson, GCL and Solomon raised their offer to $112. He was too late to elaborate, and the rough price for the entire purchase was $25.76 billion. At 01:24, Atkins told the board. P494
31: rohaat and several investment bankers used the corner of the yellow conference room to discuss the final offer of Kravis. In the opinion of outsiders, Johnson's team is clearly already the winner because their offer of bíves is three dollars higher than the price of $109 per share. But in the eyes of Wall Street experts, things are not that simple. Cohen and gufran refused to "take insurance" for their securities, compromising their advantage. P507
32: But not everyone can accept this [successful KKR acquisition] reality with peace of mind. That night, huoligan became increasingly irritable. Johnson has changed his job several times in his long career, while holigen has been working at the company of Renault. He has always been a heavyweight in Winston-Salem. Johnson gave him a warning, but he did not believe they would lose. P514
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4 stars | the barbarian at the Door 1: A leveraged buy event in the United States in 1988