When the Carlyle Group got its start in the late 1980s, the founders leveraged their extensive political backgrounds. It was certainly smart as the private equity firm struck some key deals (especially in the defense area).
Well, Carlyle is using its political savvy once again. This time, the firm wants to take advantage of the distressed valuations in the banking sector.
Basically, there is a complex set of regulations that make it extremely difficult for private equity firms to invest in banks. For example, there is an equity cap of 25% (which is often lower if the private equity firm wants more control).
So, in the Wall Street Journal, the Carlyle Managing Directors, Olivier Sarkozy and Randal Quarles, weighed in with an opinion piece.
The essential argument: the regulations are outmoded.
In fact, the rules may make our financial system weaker since there is tougher access to much-needed capital. After all, it seems that every day there is another bank that needs huge amounts of capital.
No doubt, Carlyle is being self-serving, and it will probably make a fortune from the regulatory changes.
At the same time, capitalism can be a powerful tool, and as a result, move things in the right direction. With $400 billion available in the coffers of private equity funds, this could be a big help to repair the big problems in the banking sector.
Interestingly enough, the issue appears to have some traction. According to a recent Wall Street Journal story, it looks like the Federal Reserve is thinking about relaxing some of the rules.
Lost in the flurry of activity over the weekend surrounding The Bear Stearns Companies (NYSE: BSC) is this morning's news that Carlyle Capital, the subsidiary of the Washington-based private equity king Carlyle Group, is 'winding up.' MarketWatch reports that Carlyle Capital, 15% of which is owned by Carlyle Group partners, has more liabilities than assets.
It is interesting that Carlyle can't utter the word 'bankrupt' -- instead preferring the innocuous-sounding term: 'winding up.' But Carlyle shareholders will be left with nothing. And, as I posted, since Carlyle borrowed $32 for every dollar of equity, or $16.6 billion, to buy mortgage-backed securities (MBS), the banks who take possession of those MBSs will probably be eager to dump them as fast as possible -- unless they think they will get a better deal by waiting.
But why wait? After all, the Fed lent $30 billion to JPMorgan Chase & Co. (NYSE: JPM) on a non-recourse basis to take over Bear Stearns's MBSs. This means that if Bear's MBSs go bad, the Fed will take the hit. Is there any active market at all right now for MBSs? If so, should the Fed just dump Bear's MBSs and take the hit now? Won't Carlyle Capital's banks do the same? And who will step in to buy all these MBSs? At what price?
Reuters reports that Carlyle Capital -- an affiliate of Carlyle Group that counts former President George H. W. Bush among its advisers -- can't pay back the $16.6 billion it owes banks. So its lenders are taking possession of its assets to try to recoup some of the money they lent. Interestingly, it said that the only assets held in its portfolio as of Wednesday were U.S. government agency AAA-rated residential mortgage-backed securities (MBSs). If these securities are indeed worth their AAA rating, I wonder how much of a "haircut" those lenders will take.
This latest collapse is evidence of two viciously destructive cycles in the global credit markets which government policy decisions are making even worse. The first cycle is driving down the stock market, setting inflation on fire, and hammering the dollar -- which is down 68% since 1/19/01 -- as the economy slows. The second cycle is reinforcing a chest-clutching decline in the value of the $6.1 trillion MBS market:
The Bernanke call. As I've posted, this means that Federal Reserve Chairman Ben Bernanke's moves mark a ceiling below which the market keeps falling. The basic idea is that when the stock market falls, the Fed responds by flooding the market with money -- interest rates have fallen from 5.25% to 3% and are likely to hit 1% and then there's the "Term Auction Facilities" like this week's $200 billion month long swap of government securities for MBSs. The lower rates and added money spur inflation -- oil (+357% since 1/19/01), food prices rise (e.g., milk prices +12% in 2007) and gold futures hit $1,000 -- but do nothing to solve the basic problem -- which is to recapitalize banks. The market falls on the announcement of a new credit market problem, such as Carlyle's default, and the cycle begins anew.
The Carlyle Group got its start in 1987 and has since morphed into a private equity powerhouse, with more than $75 billion in assets. According to the firm's website: "Carlyle's conservative investment philosophy and disciplined investment process has generated extraordinary returns for its investors."
Well, that doesn't appear to be the case with one of its affiliates, Carlyle Capital, which is traded in Amsterdam.
According to the Wall Street Journal [subscription required], the fund's creditors – including firms like Citigroup (NYSE: C) and Bear Stearns (NYSE: BSC) -- will likely be seizing assets for liquidation; there are $21.7 billion in mortgage securities. Simply put, the fund is near dead. In fact, it's the first time a Carlyle fund has plunged into insolvency.
Ironically enough, Carlyle prides itself on its due diligence and investment timing. But in the case of Carlyle Capital, the fund got its start in the middle of 2006, the top of the real estate frenzy.
Something else: Carlyle was not really using fundamental analysis in its strategies. Instead, the fund had a leverage ratio of 32 and was mostly engaging in arbitrage.
No doubt, it's hard to see how this fits into Carlyle's stated focus on conservative principles and investment discipline.
Samuel Johnson once opined: "Depend upon it, sir, when a man knows he is to be hanged in a fortnight, it concentrates his mind wonderfully."
This seems to be the feeling with the private equity folks at the Carlyle Group. Basically, they operate a troubled affiliate, Carlyle Capital. Unfortunately, the fund is chock-full of mortgage securities -- and, as a result, there are a variety of margin calls. Perhaps as much as $16 billion could be liquidated (in a market that doesn't want to make bids on any kind of mortgage paper).
So far, Carlyle's exposure is fairly light, with about $670 in capitalization (which includes Carlyle funds, associated investors and public shareholders). And confidence is at dire lows. After all, the shares of Carlyle Capital have been suspended (the fund is listed in Amsterdam).
The Wall Street Journal [subscription required] reports that banks lent a mind-boggling $32 for every dollar of equity in Carlyle Capital, the credit defaulting mortgage investment joint venture between Carlyle Group and Thornburg Mortgage (NYSE: TMA). This demonstrates that while leverage can magnify returns in an up-market, it can also magnify losses in a down one.
The cause for both bankruptcies was that banks made a margin call -- a request for some of their loan to be repaid immediately -- and neither party was willing to cough it up. In the case of Thornburg's $28 million cash call, it is a bit less surprising that it could not come up with the money. But Carlyle Capital's parent is an $80 billion private equity firm -- so it's interesting that it chose not to fork over the $37 million the banks wanted.
What's going on here is that our capital markets depend on the health of Wall Street banks. The banks are running out of capital because the value of their assets -- particularly asset-backed securities (ABSs) such as Collateralized Debt Obligations (CDOs) -- are plummeting. As those assets drop in value, banks need to write down those values and raise capital to maintain their capital ratios -- for example, Citigroup's (NYSE: C) target ratio of capital to assets -- its so-called Tier One Capital Ratio -- is 7.5%.
As chairman and CEO of Countrywide Financial Corporation (NYSE: CFC), Angelo Mozilo refused to take pay cuts, according to a report by a House committee, and reported by the Wall Street Journal. The focus of a meeting today with the House Committee on Oversight and Government Reform on executive compensation at companies involved in the subprime fiasco will be on Mozilo, who was paid about $250M between 1998 and 2007, plus $406M from his sale of Countrywide shares.
The Wall Street Journal also reported that Corning Incorporated (NYSE: GLW) is looking to sell crystal business Steuben Glass, a unit that has lost $30M over the last five years. If Corning cannot find a buyer for the unit, executives said they will consider other options, including closing Steuben.
OTHER PAPERS:
After failing to meet repayment requests, the UK Times reported that Carlyle Capital Corp Limited (OTC: CARYF), the Dutch-listed affiliate of U.S. private-equity firm Carlyle Group, held emergency restructuring talks with its banks Thursday evening. CCC disclosed that it had received one default notice after receiving margin calls for over $37M from banks since Wednesday but was "unable to meet the demands" of several. The firm expects "at least one" more default notice.
WEB SITES:
Despite shedding several units, Vikram Pandit, Citigroup Incorporated's (NYSE: C) CEO, denied rumors that the bank could put its unit in South Korea up for sale. According to sources, Pandit, currently reviewing operations in an effort to boost earnings and cut costs, said "absolutely no" when directly asked about a divestiture, Reuters reported.
Since the early 1970s, the Apollo Group (NASDAQ: APOL) has transformed the private education business. The company not only has a broad network of campuses called the University of Phoenix, but also a thriving online education system.
As seen with yesterday's fiscal Q1 results, Apollo is continuing to grow at a nice clip. Net income increased 23% to $139.9 million, or $0.83 per share. Revenues were up 17% to $780.7 million.
Apollo got a boost from enrollments, which increased 11% to 325,000. But the company has also made important strides with student retention as well as the quality of the curriculum.
True, there are worries about the credit crunch. Just take a look at school loan provider Sallie Mae (NYSE: SLM), which plans to pull back somewhat. Yet, Apollo has anticipated some of this and has tried to reduce its reliance on private student lending.
This week, the cofounder of the Carlyle Group, David Rubenstein, paid $21.3 million for a copy of the Magna Carta. In an offbeat way, is this a sign of optimism for the private equity space?
Well, today Rubenstein gave an interview with CNBC. Basically, he thinks there are some compelling investment opportunities – especially in energy, healthcare, and financial services. What's more, he's bullish on emerging markets. He's not only excited about China but even Africa and the Middle East. For example, in Africa, Rubenstein thinks there are opportunities for mining/minerals, financial services, and telecom.
Although, things may be remain somewhat slow in terms of deal activity, at least in the US, Rubenstein thinks sellers may be in denial on valuations. Also, to get deals done, private equity funds will probably need to pony up more equity. But, with the huge amounts of capital in these funds, that shouldn't be hard to do.
The Wall Street Journal reported that the Fed may act soon to confront banks' unwillingness to lend to each other.
After several months of delays, The Boeing Company (NYSE: BA) said its 787 Dreamliner is on track to fly its first aircraft in the first quarter of next year and deliver the plane to its first customer by the end of 2008. Full-rate aircraft production is slated for 2008 and 2009, the Wall Street Journal reported.
OTHER PAPERS:
The Seattle Times reported that Cellcyte Genetics Corp (OTC: CCYG) has risen to a value of over $440M, a figure which the CEO says is an "amazing" show of investor confidence in the company's stem cell technology. The B.C. Securities Commission has cautioned that this may be a pump-and-dump stock scheme, where promoters take a large position in an inexpensive stock, hype it, and unload it onto unsuspecting investors.
According to the UK Times, BAE Systems (OTC: BAESY) is looking to outbid rivals in what could be an A$1B deal for Australia's second-largest defense company, Tenix. Other bidders may include L-3, Carlyle Group and Leighton Holdings Ltd (OTC: LGTHF).
A number of news reports in the last few weeks have drawn attention to the involvement of private equity firms in health care companies, particularly nursing homes. Now comes news that Congress wants to look into the situation. Senator Hillary Clinton of New York, a Democrat, and Republican Senator Charles Grassley of Iowa have asked Congress to investigate the situation.
The source of the growing concern about care at for-profit nursing homes owned by private equity firms is an article in The New York Times published in September. The title of the article sums up the situation pretty well: "At Many Homes, More Profit and Less Nursing." It seems that when private equity gets involved in providing nursing care, more money goes toward making investors comfortable and less toward the elderly folks who actually live in the facilities.
I doubt that too many readers will find this claim surprising. Private equity funds search for return on investment. If a couple thousand old people live a little less comfortably, or die a little sooner -- well, too bad. Profits must be made, and the higher the better. What may come as a surprise, though, is the size of this market. For example, the Carlyle Group plans to buy Manor Care Inc. (NYSE: HCR), the largest U.S. nursing home owner, for $4.9 billion. That's an awful lot of bedpans.
And it turns out that private equity firms are ideally suited to run these operations -- assuming that what you want is the highest possible profit rather than, say, excellent care for the elderly. Private equity excels at wringing out costs, and so has no trouble firing many of those expensive nurses who take care of the patients. Private equity also loves to create debt and ownership structures so complex that no one can figure out who actually owns a business -- thus shielding the owners from lawsuits. And the nursing home business deals with a powerless group of consumers, many of whom are subsidized by government payments. No wonder private equity firms are jumping into the sector! Just hope that your elderly relatives stay healthy and strong.
The New York Times [registration] reports that the Carlyle Group and the NASDAQ Stock Market, Inc. (NASDAQ: NDAQ) are selling out to one of the countries -- United Arab Emirates -- from which two 9/11 hijackers -- Marwan al-Shehhi and Fayez Benihammad -- hailed.
Specifically, the government of Abu Dhabi, United Arab Emirates' capital, will buy 20% of Carlyle Group, valuing it at $20 billion. While yesterday, NASDAQ announced that is was selling 19.9% of itself to Borse Dubai, the Dubai government-controlled exchange.
But not a peep of protest is emerging from the White House. And why should it protest? This is the decade where it's better to be a barrel of oil -- or a country that sits on oil -- than to be an American. After all, the price of oil is up 242% to a record $82 a barrel since its January 2001 price of $24 a barrel. Meanwhile, since 2001, the median family income adjusted for inflation has stagnated. Bernanke's bailout has slashed the dollar to record low levels against the Euro -- and since oil is traded in dollars -- that means people who drive will be paying more than ever.
At the Private Equity Analyst Conference in New York yesterday, the co-founder of the Carlyle Group, David Rubenstein, has continued to be oblique on the question of going public. Hey, in light of the Blackstone (NYSE: BX) debacle, I can understand why.
Well, according to the Wall Street Journal [a paid service], Carlyle is taking another approach (at least for now). That is, the firm has snagged a $1.35 billion private investment from Mubadala Development Company, which is part of Abu Dhabi. Essentially, this places a hefty $20 billion valuation on Carlyle.
It's an important move. Carlyle wants to have a permanent source of capital, which can help with minority investment opportunities and even buying up other private equity firms.
Plus, in order to keep up the growth momentum, Carlyle needs to expand into new markets, such as the Middle East.
The investment points out something else: Abu Dhabi is quite bullish on the global financial markets. Besides its Carlyle investment, the government (which controls the United Arab Emirates) is also taking a large position in the Nasdaq as well as the London Stock Exchange.
A contract awarded to American Superconductor Corporation (NASDAQ: AMSC) by the Department of Homeland Security wasn't put out for bid as is usually required, and is being investigated by the House's Committee on Energy and Commerce, as well as the Subcommittee on Oversight and Investigations, reported the Wall Street Journal (subscription required).
The Wall Street Journal reported that private equity firm The Carlyle Group has been forced to lend a second $100M to mortgage fund Carlyle Capital, which has cancelled its dividend and is selling assets to meet margin calls, just two months after listing on the Euronext Amsterdam.
U.S. consumers are defaulting on credit-card payments at a significantly higher rate than last year, raising the prospect that the problems in subprime mortgages will spread to other types of consumer debt, reported the Financial Times (subscription required).
Barclays plc (NYSE: BCS) set up a $3B structured finance vehicle on behalf of German bank Sachsen less than three months before Sachsen's recent collapse, reported the Financial Times, which added that the finance vehicle set up by Barclays for the German bank had most of its assets invested in securities backed by prime and subprime U.S. mortgages.
OTHER PAPERS:
According to regulatory filings, State Street Corporation (NYSE: STT) has the most exposure to asset-backed commercial paper among European and American banks, the U.K. Times reported.
It looks like Home Depot's sale of its wholesale division will go through. But, to add insult to injury, Home Depot (NYSE: HD) had to drop the price of Home Depot Supply from $10.3 billion to about $8.5 billion to keep private equity buyers in the deal. Then it had to guarantee $1 billion of the debt being taken on to buy the operation because large banks recoiled at the idea of loaning money to a company linked to the housing business.
Bain Capital, Carlyle Group, and Clayton, Dubilier & Rice had made the original offer. But, as the mortgage industry began to implode and home sales dropped, large banks wanted to walk away from the deal. All of the parties had a reason to keep the buy-out alive. As The Wall Street Journalwrites: "Both sides had agreed that if the financing for HD Supply fell apart, it would spook debt markets further, potentially casting more doubt on a series of higher-profile transactions."
The big cut in price raises the question of whether or not Home Depot shareholders are getting a good deal. At $10.3 billion, the purchase price was at least in line with the value that the market gives Home Depot. The world's largest home supply company planned to use the money to buy back shares and perhaps pay down some of its $11 billion in debt.
But, at some point, the price is simply too poor for Home Depot shareholders to take. And, that is what may have happened.
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