Quote from Epic:
I should point out that while I respect the idea of free markets, under the current crony-capitalist manipulated market, I'm of the opinion that a PE firm should not be able to use the assets of the acquired company as collateral against the debt used to purchase it.
This aspect of the PE arena is the one area that I think rewards excessive risk taking and invites manipulated valuations. If the PE firm has access to enough capital using its own assets as collateral, then so be it.
OTOH, it could be argued that target company assets and PE firm internal assets are largely fungible. But I still think it offers a certain degree of protection against manipulation of value and pump-&-dump schemes.
The main point of this argument is that the PE firm should be held liable for excessive risk taking and overloaded debt, and not the target company. [/QUOTE
----------------------------------------------------------------------------------
(SNIP)
"The real reason that we should be concerned about private equityâs expanding power lies in the way these firms have become increasingly adept at using financial gimmicks to line their pockets, deriving enormous wealth not from management or investing skills but, rather, from the way the U.S. tax system works. Indeed, for an industry thatâs often held up as an exemplar of free-market capitalism, private equity is surprisingly dependent on government subsidies for its profits. Financial engineering has always been central to leveraged buyouts. In a typical deal, a private-equity firm buys a company, using some of its own money and some borrowed money. It then tries to improve the performance of the acquired company, with an eye toward cashing out by selling it or taking it public. The key to this strategy is debt: the model encourages firms to borrow as much as possible, since, just as with a mortgage, the less money you put down, the bigger your potential return on investment. The rewards can be extraordinary: when Romney was at Bain, it supposedly earned eighty-eight per cent a year for its investors. But piles of debt also increase the risk that companies will go bust."
(SNIP)
but historically private-equity firms have in principle had a powerful incentive to make companies perform better. In the past decade, though, that calculus changed. Having already piled companies high with debt in order to buy them, many private-equity funds had their companies borrow even more, and then used that money to pay themselves huge âspecial dividends.â This allowed them to recoup their initial investment while keeping the same ownership stake. Before 2000, big special dividends were not that common. But between 2003 and 2007 private-equity funds took more than seventy billion dollars out of their companies. These dividends created no economic valueâthey just redistributed money from the company to the private-equity investors.
(SNIP)
"The people who ran Harry and David into the ground have a defense: economic conditions changed in unforeseeable ways. But thatâs precisely why loading firms with debt in order to reap short-term benefits is bad. It leaves companies unable to weather tough times, and allows private-equity firms to make money even if things go wrong.
As if this werenât galling enough, taxpayers are left on the hook. Interest payments on all that debt are tax-deductible; when pensions are dumped, a federal agency called the Pension Benefit Guaranty Corporation picks up the tab; and the money that the dealmakers earn is taxed at a much lower rate than normal income would be, thanks to the so-called âcarried interestâ loophole. The money that Mitt Romney made when he was at Bain Capital was compensation for his (apparently excellent) work, but, instead of being taxed as income, it was taxed as a capital gain. Itâs a very cozy arrangement.
If private-equity firms are as good at remaking companies as they claim, they donât need tax loopholes to make money. If we capped the deductibility of corporate debt, and closed the carried-interest loophole, it would not prevent private-equity firms from buying companies or improving corporate performance. But it would reduce the incentives for financial gimmickry and save taxpayers billions every year. Private-equity firms are excellent at gaming the rules. Time to change them. ♦"
http://www.newyorker.com/talk/financial/2012/01/30/120130ta_talk_surowiecki