LBO

This week marked what we suspect will become an important inflection point when the world looks back at this debacle of a bubble. The Fed, having already warned in January of 'froth' in credit markets (and ths the fuel for 'hope' in stocks) proposed tougher underwriting standards for leveraged loans. Credit markets have underperformed since; but as Diapason Commodities' Sean Corrigan notes, the baleful impact of the central banks is still everywhere to be seen in the credit markets. From junk issuance to the rapid regrowth of the CDO business to the 'record' high multiples now being exchanged for LBOs; Central Banker's monomaniacal fixation on zero interest rates and artificial bond pricing is setting us up for the next, great disaster of misallocated capital and malinvested resources.

The Bank of Japan will, for the first time in history, "own" all of Japan's GDP on its balance sheet some time in 2018 when its "assets" as a percentage of GDP surpass 100%, and then proceed in linear fashion to add about 10% of GDP to its balance sheet with every passing year until everything inevitably comes crashing down.

David Stockman, author of The Great Deformation, summarizes the last quarter century thus: What has been growing is the wealth of the rich, the remit of the state, the girth of Wall Street, the debt burden of the people, the prosperity of the beltway and the sway of the three great branches of government - that is, the warfare state, the welfare state and the central bank...

What is flailing is the vast expanse of the Main Street economy where the great majority have experienced stagnant living standards, rising job insecurity, failure to accumulate material savings, rapidly approach old age and the certainty of a Hobbesian future where, inexorably, taxes will rise and social benefits will be cut...

He calls this condition "Sundown in America".

Two weeks ago we first pointed out that as a result of the quiet creep in high grade leverage to fresh record high levels, the resurgence in PIK Toggle debt for LBOs and otherwise, means that the credit bubble is now worse than ever and that the next credit crisis will make 2007 seem like one big joke. Recall that nearly 80% of PIK issuers made a PIK election during the last downturn, "paying" by incurring even more debt and in the process resulting in huge impairments to those yield chasing "investors" who knew they were going to lose money but had no choice - after all, the "career risk." Subsequently, we quantified the explosion in covenant-lite loans - another indicator of a peak credit bubble market - as nearly double when compared to the last credit bubble of 2007 (whose aftermath the Fed, with a $3 trillion larger balance sheet, is still struggling to contain).

While it is not entirely accurate to blame the ignominious downfall of RIMM BlackBerry on current CEO Thorsten Heins, who only took over from Co-CEOs Mike Lazaridis and Jim Balsille in early 2012 at a time when the company's decline into irrelevance was already in progress, it is safe to say that the amount of stockholder value destruction under Heins' watch has been unprecedented. As such, one would imagine that the compensation for Heins is "equitable" to his value created for the company and its shareholders, i.e. zero. One would be wrong: as it turns out, and as Reuters reports, in the case of an "exit" event, such as the (faux) $4.7 billion LBO by FairFax Holdings at a price that is just shy of it decade (and longer) lows Heins will profit handsomely, and certainly make far more money than anyone who was long BBRY under his watch. Because the golden parachute that awaits the German, is valued at a whopping $55 million: an amount he will pocket no matter how said exit is achieved, and at what price (or rather cost) to shareholders.

Another signal for investors around the world to buckle their seatbelts.

With the entire Fairfax Financial LBO 'offer' premium now disappeared and then some, it seems the news for BlackBerry is going from bad to worse. As Reuters reports, in an announcement that highlighted the faded relevance of the company, T-Mobile US Inc said it was no longer efficient to keep BlackBerry devices in its stores. The 4th largest US wireless provider said it will ship them if people want them but they will no longer be stocked in stores.

After cratering another 10%+ lower this morning, and touching the mid-$8 level, JCP had no choice but to defend itself as otherwise it was straight to zero as the short surge pummeled the stocks with relentless fury. Sure enough, moments ago the management team posted an unsolicited release informing everyone who had "inquired" that despite reality seeping in with every passing day that the inevitable end is getting closer, the company is "pleased" with its turnaround efforts and "anticipates" positive comp store trends.

Another day, another POMO pump followed by a collapse to close at the the lows as the S&P 500 has its first 5-day negative closing run in 2013. Only the NASDAQ remains above Un-Taper levels with the Dow back below 'Summers' levels and the S&P heading that way. Treasury yields slid further (-4 to 5bps) to 7-week lows (down 10 of the last 11 days) as the 7Y broke back below 2.00%. Gold and Silver rallied (after the ubiquitous opening smackdown idiocy) with both positive on the week now. The USD sold off as JPY strengthened to the week's highs and EUR pushed back to unchanged on the week. WTI was slammed lower (in a seeming mirror of the PMs) ending back at $102.28 (-2.4% on the week) nearly 11 week lows. For the second day in a row VIX closed lower as stocks sold off (unwinding hedges and reducing underlying exposure perhaps?)

Following Friday's stunner of a stock halting press release, moments ago BBRY was halted again, this time however for some "good" (relatively speaking) news. The firm reported that it has entered into a Letter of Intent (so nothing definitive yet) with Fairfax Financial, according to which BBRY shareholders would receive U.S. $9 per share in cash - Transaction valued at approximately U.S. $4.7 billion - Consortium permitted 6 weeks to conduct due diligence - BlackBerry entitled to go-shop during due diligence period, subject to payment of a termination fee in the event alternative offer accepted. In other words an LBO, one which however has not only but many outs: "There can be no assurance that due diligence will be satisfactory, that financing will be obtained, that a definitive agreement will be entered into or that the transaction will be consummated." Which means that once the buyers figure out the potential disaster on the books, expect the final price (if any) to be revised lower as one after another MAC clause is triggered. 

If there was one deal that epitomized the last credit bubble, aside from the Blackstone IPO of course, it was the ginormous, $45 billion 2007 LBO of TXU, now Energy Future Holdings. And while the tide for the New Abnormal credit bubble has yet to expose its megalevered monoliths swimming fully naked, as for now corporations have opted for graduated semi-MBOs in the form of ever larger stock buybacks (although as rates rise this too day of reckoning is coming), the time to pay the piper for the last credit-fuelled binge has arrived and inevitable bankruptcy of this landmark deal is now just days away. From the WSJ: "Energy Future Holdings Corp. has begun sounding out banks for financing to help it operate during expected bankruptcy proceedings, which could come as soon as November for the Texas power producer."

A decisive tipping point in the evolution of American capitalism and democracy - the triumph of crony capitalism - took place on October 3, 2008. That was the day of the forced march approval on Capitol Hill of the $700 billion TARP (Troubled Asset Relief Program) bill to bail out Wall Street. This spasm of financial market intervention, including multi-trillion-dollar support lines provided to the big banks and financial companies by the Federal Reserve, was but the latest brick in the foundation of a fundamentally anti-capitalist régime known as “Too Big to Fail” (TBTF). It had been under construction for many decades, but now there was no turning back. The Wall Street bailouts of 2008 shattered what little remained of the old-time fiscal rules. There was no longer any pretense that the free market should determine winners and losers and that tapping the public treasury requires proof of compelling societal benefit.

If Fed governor Jeremy Stein had concerns about a resurgent credit bubble in February when he wrote his warning about "Overheating in Credit Markets: Origins, Measurement, and Policy Responses" then he should certainly not look at the bubbly ferocity that is taking place in the bond world just half a year after his letter failed to make any dent in the yield-chasing animal spirits.

Desperation and the sound of hot air hissing out of the Bond Bubble

Today we got yet another indication that the smartest money was not lying when it said to "sell now" and is eyeing the rapidly shutting window on public equity investment exits, when news broke that TPG and Warburg Pincus, the firms who LBOed Neiman Marcus in October 2005, have decided to pull the luxury retailer's IPO filed in June, and instead will sell the company in yet another LBO, this time to Ares and the Canadian Pension Plan Investment Board. This is a hit to Neiman's proposed valuation: according to JBN it had been reported that the equity funds could price, or rather thought they could price, the retailer at $8 billion. Instead they will opt for a cash check of $6 billion, or a solid 25% reduction in expected return. Still don't cry for the PE giants: as the back of the envelope analysis below shows, net of the sponsor equity investment of $1.2 billion, and adding the $435 million dividend from March 2012, assuming the return to sponsors is $3.4 billion ($6 billion price less $2.6 billion in net debt), the generated XIRR over the 8 years holding is a decent 15.6% XIRR.