There is a growing call for a redress of the imbalance between what John Bogle terms managerial capitalism and owners’ capitalism. Bogle describes owners’ capitalism in his book, The Battle for the Soul of Capitalism, as “an enormous transfer of wealth from public investors to the hands of business leaders, corporate insiders, and financial intermediaries.”
Headlines remind us of very large payouts to CEOs, regardless of their performance. (In fact, it could be argued that in many cases, payouts are inverse to success, since many have been occasioned by the firing of the recipients.) Some critics contend that managers have received a disproportionate share of the fruits of corporate success, leaving too little for workers or owners. Even hedge funds have been derided as better management compensation devices than investment vehicles.
What’s the reason for these phenomena? According to one report, Michael Jensen and Kevin Murphy, in a book to be published in the next several months, C.E.O. Pay and What to Do About It, lay much of the blame at the feet of boards of directors. They claim that CEOs in public companies should be answerable to directors for poor performance but in fact are not. Directors, representing an indirect form of governance, are poor representatives of owners. They are far too lax in influencing employment contracts and management incentives. The options they grant are too generous and fail to take into account the cost of capital employed during the term of the option. The severance payment arrangements to which they agree are too lavish, regardless of the reasons for severance.
Category: Business
A conversation with Ed Iacobucci about the reinvention of air travel
In Free Flight, the seminal book on the forthcoming reinvention of air travel, James Fallows tells a story about Bruce Holmes, who was then the manager of NASA’s general aviation program office. For years Holmes clocked his door-to-door travel times for commercial flights, and he found that for trips shorter than 500 miles, flying was no faster than driving. The hub-and-spoke air travel system is the root of the problem, and there’s no incremental fix. The solution is to augment it with a radically new system that works more like a peer-to-peer network.
Today Bruce Holmes works for DayJet, one of the companies at the forefront of a movement to invent and deliver that radically new system. Ed Iacobucci is DayJet’s co-founder, president, and CEO, and I’m delighted to have him join me for this week’s episode of Interviews with Innovators.
I first met Ed way back in 1991 when he came to BYTE to show us the first version of Citrix, which was the product he left IBM and founded his first company to create. As we discuss in this interview, the trip he made then — from Boca Raton, Florida to Peterborough, New Hampshire — was a typically grueling experience, and it would be no different today. A long car trip to a hub airport, a multi-hop flight, another long car trip from hub airport to destination.
Who’s afraid of Google?
RARELY if ever has a company risen so fast in so many ways as Google, the world’s most popular search engine. This is true by just about any measure: the growth in its market value and revenues; the number of people clicking in search of news, the nearest pizza parlour or a satellite image of their neighbour’s garden; the volume of its advertisers; or the number of its lawyers and lobbyists.
Such an ascent is enough to evoke concerns—both paranoid and justified. The list of constituencies that hate or fear Google grows by the week. Television networks, book publishers and newspaper owners feel that Google has grown by using their content without paying for it. Telecoms firms such as America’s AT&T and Verizon are miffed that Google prospers, in their eyes, by free-riding on the bandwidth that they provide; and it is about to bid against them in a forthcoming auction for radio spectrum. Many small firms hate Google because they relied on exploiting its search formulas to win prime positions in its rankings, but dropped to the internet’s equivalent of Hades after Google tweaked these algorithms.
And now come the politicians. Libertarians dislike Google’s deal with China’s censors. Conservatives moan about its uncensored videos. But the big new fear is to do with the privacy of its users. Google’s business model (see article) assumes that people will entrust it with ever more information about their lives, to be stored in the company’s “cloud” of remote computers. These data begin with the logs of a user’s searches (in effect, a record of his interests) and his responses to advertisements. Often they extend to the user’s e-mail, calendar, contacts, documents, spreadsheets, photos and videos. They could soon include even the user’s medical records and precise location (determined from his mobile phone).
The Quants Explain Disaster
Back in 1998, that now infamous quant fund really did melt down, not only liquidating, but shaking the entire global financial system. Long-Term used complex computer models that failed to anticipate some severe once-in-a-lifetime market events, and it was shockingly leveraged — it was using $100 of borrowed money for every dollar of its own capital — which magnified its losses. It was also run by some of the smartest people on Wall Street. “When Geniuses Fail” was the apt title to Roger Lowenstein’s fine book about that fiasco.
Ever since, whenever quant funds stumble, it’s “When Geniuses Fail Redux.” Wall Street wags begin to wonder if those losses will lead to something truly cataclysmic, while newspaper reporters take a certain undisguised glee in reporting on really smart people losing money. Even now, there’s enough Luddite schadenfreude in the air that rumors continue to circulate that AQR is continuing to absorb substantial losses — which is the exact opposite of the truth, Mr. Asness says.
Ritholtz has more here and here.
AirTran’s Presentation to the Midwest Airlines Board of Directors
Presentation via www.sec.gov.
Airliners.net extensive discussion.
The demise of Midwest into AirTran will be a dark day for travelers….
China’s Online Population Explosion
There are now an estimated 137 million internet users in China, second in number only to the United States, where estimates of the current internet population range from 165 million to 210 million. The growth rate of China’s internet user population has been outpacing that of the U.S., and China is projected to overtake the U.S. in the total number of users within a few years.
The influx of tens of millions of new online participants each year can be expected to have far-reaching consequences for the Chinese population, for China itself and for the larger world. At the very least, the internet will offer ever greater numbers of Chinese a much more sophisticated information and communications world than the one they currently inhabit. And because the Chinese share a single written language, despite the multiplicity of spoken tongues, it could have a unifying effect on the country’s widely dispersed citizenry. An expanding internet population might also increase domestic tensions that could spill over into China’s relations with the U.S. and other countries while the difference between Chinese and Western approaches to the internet could create additional sore points over human rights and problems with restrictions on non-Chinese companies.
Eliminate Agriculture Subsidies?
Mr. Kind, a six-term congressman, has introduced legislation that would drastically reduce farm subsidies while pouring more money into land conservation programs and rural development. He gathered 200 votes for a similar bill in 2002 and says he believes he has additional momentum this time around.
“There are so many reasons to do it,” Mr. Kind said, ticking off high crop prices and increasing pressure from foreign trading partners as two reasons to curb subsidies. “Now we are going to see if this Congress has the stomach for meaningful reform.”
To no one’s surprise, Mr. Kind’s crusade has raised the hackles of the powerful farm lobby and its supporters in Congress, who describe his proposal as naïve, ill conceived and even dangerous.
Interesting Look at Sam Zell’s Tax Advantaged Structure of the Chicago Tribune Acquisition
As Zell deals go, this hardly ranks among his biggest; he’s putting up a “mere” $250 million to gain control of a company with $5.5 billion in revenue last year. But what it lacks in economic heft, it more than makes up for in complexity. When the deal closes, probably at the end of the year, the Tribune Company will go from being a public company to a private S corporation, meaning it will pay no corporate taxes. Its sole owner will be an employee stock ownership plan, which is essentially a fund, owned by employees, which owns the company’s stock. ESOPs also pay no taxes, meaning that both the company and its owner will no longer be taxpayers. Mr. Zell, who will become chairman of the company, will immediately recoup his $250 million and then reinvest an additional $315 million (don’t ask). He’ll have an option to buy 40% of the company for another $500 million to $600 million. (If he does so, he will become the one taxpayer in the deal.)
The Tribune Company will be laden with debt, $13 billion in all, which it plans to pay down in part with the extra cash flow that is generated from not having to pay taxes. If the company does well — or even just decently — everyone will make out, starting with the employees whose stock in the ESOP will be worth a lot more than $28 a share, the discounted price the ESOP paid for it. But if it continues to sink — and just this week, the Tribune Company announced that May revenue fell 11.1% — then the company could wind up in default, which would hurt everyone, starting, again, with the employees, who would lose the value of their ESOP shares. …
What most seemed to excite him was the ESOP itself. And why not? As the Lehman Brothers tax expert Robert Willens said, “He is using it in a way that no one has ever done before.” Mostly, ESOPs are set up when family owners want to cash out of privately held companies and turn them over to their employees. Mr. Zell, by contrast, is using it to buy out the shareholders of a large public corporation —and turn it into a tax-free private company.
Roche Buys Madison’s NimbleGen Systems for $272.5M
Jeff Richgels summarizes the deal:
NimbleGen’s revenues have been growing strongly, from $4.5 million in 2004, to $9.5 million in 2005 and $13.5 million in 2006, but it has accumulated a total loss of $44.5 million as of the end of 2006, including losses of $8.3 million in 2004, $5.2 million in 2005 and $6.8 million in 2006, according to its IPO filing.
The company had raised $70 million in private funding and had $19 million in cash and cash equivalents as of Dec. 31, 2006.
A few interesting data points: $272.5M Sale price, $70M capitalization, 140 employees (850K to $1M monthly staff burn rate, maybe much more) and $19M cash and equivalents at the end of 2006. These numbers nicely illustrate the risks and potential upside of technology plays. While $272.5M is not a home run by VC standards (10X+), it’s a nice out for many, perhaps most (all?) investors. It would be interesting to find out if some of the capitalization included participating preferences.
The good news for Dane County? Some of that money will probably finds its way back into new startups.
Kathleen Gallagher has more.
The “Cashectomy” of AT&T
Cringely makes some useful points regarding the business relationship between Apple and AT&T:
What could AT&T be praying for? Plenty of things, but the most obvious theme I see is how to compete with Verizon, Comcast, and all the national cell phone providers. With Verizon, AT&T has to defend its decision to stick with a copper broadband infrastructure instead of the more expensive optical fiber Verizon has picked. With Comcast, AT&T has to defend its copper plant against Comcast’s copper plant, which is about to gain a LOT more bandwidth thanks to new modems using more advanced modulation techniques. And against the other mobile operators, AT&T has to defend its decision not to go full 3G with the iPhone.
Are you noticing a trend here? AT&T is facing a potential bandwidth crisis when it comes to customer perception and it is logical to assume that Apple helped create that crisis. After all, the iPhone could easily have been made to work with 3G. Since AT&T HAS a 3G network, the decision not to use it was probably complicated and some of that complication may have come from Steve Jobs saying, “We don’t need it. The iPhone will be insanely great with G2.5, thanks.”
AT&T clearly prefers to spend money on lobbying and advertising, rather than substance (fiber to the home).