Designed last Christmas and then, I made a version today for people to personalize with their own names and nicknames over on my Zazzle store at CricketDiane. You can put ten nicknames of your very favorite person on this mug (templates for each word allows you to change them.) Very funny gift that is sure to be a special gift.
I made this for the Scared Donkey Mine Money Game last night. It came out better than all the other ones I’ve made so far. This is a promotion for the GoFundMe campaign to raise money to make the game that I created into a video game version.
Find the Scared Donkey Mine Money Game campaign on GoFundMe here –
So here is what I wrote a couple days ago after doing the research on why Toys R Us is being dismantled because of a private equity group who bought them in 2005 using “equity” from their portfolios of investing other people’s money and leveraging 80% of the price which was then charged to Toys R Us to pay off ultimately destroying them as they threw $400 million out the door every year to service loans which shouldn’t have belonged to them since they were made to purchase the company in the first place.
That is a long winded sentence and I was about to change it – but damn, that’s exactly what they did. It can’t be said in two or three word sentences.
So, rather than tell you all about how to make a great art business and share with you what all I’ve learned about it, from fine art to illustration, art publishing and surface design, showing in art festivals to showing in galleries, to the amazing online opportunities which are mostly work and not really opportunities – I’m going to share what I’ve learned about really making money – if you’re going to –
The Anatomy of Business in America –
Open a firm. Make it an LLC and get a nice address for it, even if it is shared.
Print a bunch of slick looking brochures and paperwork. Buy some nice desks and expensive chairs.
Hire some men and dress them in very expensive suits.
Get people to give you their money to invest. Borrow against the money they give you to invest more than you have available.
Charge them for investing their money and every time the investments are handled, traded, bought or sold.
Use their money and portfolios as collateral to buy up an existing company in the US – one that has been around for years.
Borrow 80% – 100% of the price the company purchase would be by using these other people’s money and portfolios as you “equity”collateral on the loan promising the company will payoff the loan from its cash earnings inflow
Pay yourself several million dollars for making the deal by taking it from the company you are buying.
Put the entire purchase price of the company you are buying into debt owed by that company and not you and not your company even though you did the borrowing to get ownership of it.
The collateral wasn’t yours, the equity stake put up never moved anywhere and is paid off by the company being bought plus paying for its own purchase by you without any of your money ever being used.
Rob all the cash resources and assets that you can possibly liquidate from the company you now own without ever having to pay anything to get it.
Charge management fees to the company you’ve bought while you dismantle its assets and cash diverting them into your pockets and those of your firm.
Force the company you now own to borrow from you and from your firm some of its new loan money that will satisfy paying off your debt for having bought it, so they are effectively paying you interest on the money you did not actually borrow to buy the company in the first place which is now owed by the company you “bought” who is paying for its purchase price.
After 2 – 5 years of bleeding all the cash possible from the company, either A.) sell it by taking it public and then finding a buyer for it to cash you out, or B.) going into bankruptcy as the company is then required to pay you again three times over in the bankruptcy process.
Get payouts again from any credit default swaps you took out on the loans your firm made to the company that you forced the company to take to pay the money off that you “borrowed” to “buy” them. Make sure you get hundreds of millions from the bankruptcy of the company while its vendors, landlords contractors and many other creditors get nothing.
Make sure executives are given big fat bonuses by the bankruptcy court because they are your friends and any pension funds or other employee benefit funds are depleted so they get nothing but a layoff notice, (or not even that.)
Enjoy the hundreds of millions of dollars that now are yours which you never built in the first place through hard work, gaining market share, challenging the competition or any other basic tenets of capitalism and market based economics.
Do the same thing to as many companies as you can while continuing to run your firm convincing people to give you their money to invest and charging them while using their money and not yours to be the “equity” / collateral to buy these companies and do the same thing to them to bleed them of all cash resources which you didn’t earn.
Tell everybody how great you are and how nobody else in the United States is worth anything unless they are like you.
Deny you put tens of thousands of families in economic hardship by taking their jobs away, destroying their communities by shutting down large employers and cutting the income from contractors and landlords who had provided real services and goods to the company. And, run for public office.
Well, that’s it – that is how money has been being made in America since the 80’s.
How would it EVER make sense for me as a company to be required to pay the price I’m charging you for buying me? And, pay the interest on that debt you used to buy me as a company – AND pay you management fees for destroying the company I’ve built that you’re charging me the price of buying – from me – so you can own it?
Why wouldn’t the borrowing that was done to buy Toys R Us belong to the private equity firms who bought it?
What happened to Toys R Us?
Apparently, the company was loaded with debt that came from three private equity firms forcing the company to pay for its own purchase by them back in 2005. Bain Capital, KKR and Vornado Trust Realty bought Toys R Us with the promise they would pay off the $2.3 billion in debt that Toys R Us already had at the time. Then, rather than doing that, these private equity firms added the debt they acquired buying the company and added it to what was already owed by the Toys R Us company.
That meant a debt of $7.2 billion has been owed by the company since that time and each year having to pay to roll it over by servicing the debt and never having paid it off.
Toys R Us was paying $400 million a year to simply service the debt plus paying management fees and making payouts to the private equity firms.
So, despite the toy industry seeing increases across the world in sales and the Babies R Us stores of the chain being profitable AND the 15% share of the entire toy market being enjoyed by Toys R Us which is phenomenal across its 1600 stores in 38 countries – it was forced into complete bankruptcy (Chapter 7 Bankruptcy now).
When Toys R Us sold to Bain, KKR and Vornado, 80 percent of its asking price of the $6.6 billion price tag was paid by Toys R Us and not those acquiring the company – which would be illegal in any other context of finance, loans and buying something.
Then, by putting this debt load on the company, it assured that money coming into the company could not be used in a vast array of other ways to upgrade and maintain their stores, increase their online presence, hire more sales people, or even to keep the sales staff they had that were already familiar with their stores and products, among other things.
Effectively, after buying KB toys which had been the second biggest toy retailer in the US, the same private equity group robbed that company of its cash resources to operate as well, even before the Toys R Us brand was bled dry of cash by the same pattern of destructive acquisition.
After buying KB Toys in 2000, Bain and its co-investors had the retailer borrow $85 million to pay the firm and its co-investors a dividend — a move that left the chain, which had been generating steady earnings, strapped for cash as deepening price cuts at Walmart lured more shoppers away from malls.
In that case, Bain’s cash grab left it with a profit on its investment, despite the fact that 86-year-old KB Toys got liquidated in 2008.
It looks like Toys R Us, that was built from 1948 into a mammoth successful and very profitable toy stores, wasn’t bought for $6.6 billion. It was bought for $1.3 billion in equity by the three firms, Bain Capital, Vornado Realty Trust and KKR.
This article said that the fees and interest on the debt from that buyout was costing Toys R Us $470 million a year in service. It also says that the price for the company during the buyout was $7.3 billion. Of which, the private equity firms put up what? Obviously, not cash. I’m going to look that up.
Bain, KKR, Vornado Suffer Wipeout in Toys ‘R’ Us Bankruptcy
The three firms and their co-investors sank $1.3 billion of equity into the takeover of the Wayne, New Jersey-based toy company, financing the rest with debt, according to company filings. The debt included senior loans in which they held a stake.
Partly offsetting the loss is more than $470 million in fees and interest payments that Toys “R” Us awarded the firms over time.
And from this article, it describes briefly, the typical method involved in these types of buyouts which follow a pattern of destroying the assets of the company’s operations while stealing resources (legally) at every point along the way.
It would be as if I gave someone $3 to own something that cost $2,000 and had someone else responsible for paying the entire amount, and giving me back several thousand dollars for having put up $3 in the first place.
I’d almost bet the $3 they used in the form of $1.3 billion wasn’t even cash or real assets.
Toys R Us and why the retail downturn is all about debt
“Leverage just means you’re using lots of debt,” said Eileen Appelbaum, co-director of the Center for Economic and Policy Research.
If a private equity firm wants to buy a company, it’ll put up a small portion of the money. Then it’ll go to the bank and borrow the rest.
The key? “They put the debt on the company they buy,” Appelbaum said.
In other words, the firms take out these loans, buy a company and then make that company pay the loans back.
Despite having 15% of toys sales in the marketplace and a heavier shopping season last Christmas with shoppers spending $800 billion during the holiday season, according to FT (see below for article), Toys R Us was facing massive loan payment costs that put it into liquidation status.
Toys ‘R’ Us Has 15% of the Toy Market And It’s Still Going Under. Here’s Why.
Fifteen percent of U.S. toy revenue. With that kind of market share, Toys ‘R’ Us should be in a comfortable position, not on the ropes.
The pattern followed by Toys “R” Us is typical in private equity takeovers. Management is bought off: John Eyler, CEO of Toys “R” Us, was compensated $65.3 million upon the buyout’s completion. Employees have no say in the matter. Then come the layoffs, debt transfers and shortsighted asset sales. Funds are earmarked to pay down debts—Toys “R” Us was spending more annually on debt payments than it was on its website and stores—even as cash reserves are depleted.
US retail’s turbulent relationship with private equity
DECEMBER 29, 2017
FT research shows many of the largest leveraged buyouts in the sector over the past decade have either defaulted, gone bankrupt or are in distress
At least 50 US retailers — including Toys R Us, children’s retailer Gymboree, shoe store Payless and jean maker True Religion — have filed for bankruptcy this year, the most in six years, with analysts describing it as a “day of reckoning”, for companies that rolled over their debt refinancing for years.
Observers warn that the distress is likely to accelerate in 2018 with nearly $6bn in high-yield retail debt set to mature.
The swift unraveling of the toy seller, at $6.9bn the third-largest retail bankruptcy in history, jolted vendors, who are critical to a retailer’s health.
There was some respite for bricks-and-mortar retailers this week with US shoppers spending more than $800bn in the holiday season, a 3.8 per cent rise from last year,
Looking at the article below, it occurred to me that possibly, the private equity firms own some of the debt made to the companies required to pay for their own buyouts by someone else.
Then the fees for those loans are also being paid to the private equity or investment firms holding them, on top of the management fees and other dividend payments, plus other payouts they’re are finagling from the company.
And, all of it providing a stream of resources to the investment funds that should legally belong to the company for its operation, sustenance, growth and as a prudent cash reserve against changes in the market.
The retail apocalypse is being fueled by private equity firms adding to debt loads
Nearly every retail chain caught up in the brick & mortar meltdown is an LBO queen – acquired in a leveraged buyout by a private equity firm either during the LBO boom before the Financial Crisis or in the years of ultra-cheap money following it. During a leveraged buyout, the PE firm uses little of its own capital. Much of the money needed to buy the retailer comes from debt the retailer itself has to issue to fund the buyout, which leaves the retailer highly leveraged.
The PE firm then makes the retailer issue even more junk bonds or leveraged loans to fund a special dividend back to the PE firm. Come hell or high water, the PE firm has extracted its money.
Then the PE firm charges the retailer hefty management fees on an ongoing basis.
A lot of times, these PE firms acquire part of the bonds before bankruptcy of their portfolio company for cents on the dollar. For example, Bain Capital bought significant amounts of Gymboree bonds. This gives PE firms more control during the bankruptcy proceedings, and they win again.
Why do institutional investors fund asset-stripping associated with LBOs and special dividends? Some of the answers are in Wall Street’s culture where fee extraction is everything, and one firm helps another. And too, they’re chasing yield in a world where central banks have repressed yield. Which turns out to be a costly chase.
Sports Authority is Another Loss to Our Country Caused By Leveraged Buyout Nightmare
A number of retailers have suffered this buyout process whereby the company being acquired is forced to pay for itself to be bought out by loading the profit making retailer (or other types of companies) with massive debt and extra costs to pay off cash to those who “bought” it.
But, since when do you or I get to buy something for nothing but a promise of 10% on the cost of it and then enslave the operation to pay off the rest for that purchase while streaming most of its available cash to us in fees and dividends?
From this article describing the process that took apart Sports Authority –
Leveraged buyouts saddle retailers with debts they can’t repay
April 29, 2016
But Englewood-based Sports Authority was loaded with at least $643 million in debt, a hangover from the $1.4 billion leveraged buyout in 2006 by investors led by Leonard Green & Partners.
Sports Authority’s bankruptcy plan initially included closing 140 of its 463 stores. But lawyers for the chain said in court last week that the company now is pursuing liquidation, leaving workers jobless and shopping centers across America anchorless.
In the fast-evolving world of retail, where the one constant is the need for investment, retailers laboring under heavy debt are at a disadvantage.
“Doing it right is very expensive,” said Raya Sokolyanska, an analyst with Moody’s Investor Service in New York. “Limited financial flexibility has been a reason why a lot of these retailers haven’t been able to fight back and position themselves correctly for growth.”
Private equity firms have been connected to a rash of retail bankruptcies in recent years, including Gymboree, Payless ShoeSource, The Limited Stores, True Religion Apparel, and most recently, Toys “R” Us.
(. . . )
But Toys “R” Us wasn’t pushed into court because of terrible sales — it recorded nearly $1 billion in online sales in 2016, according to a spokesperson, and had earnings before interest, taxes, depreciation, and amortization of $792 million. Rather, the company was struggling to pay down its staggering debt load — for which it could thank its 2005 leveraged buyout. Bain Capital Private Equity and KKR & Co. teamed up with real estate investment trust Vornado Realty Trust to acquire the company for approximately $6.6 billion, including $5.3 billion of debt secured by the company’s assets.
Why Private Equity Firms Like Bain Really Are the Worst of Capitalism
Here’s what private equity is really about: A firm like Bain obtains cheap credit and uses it to acquire a company in a “leveraged buyout.” “Leverage” refers to the fact that the company being purchased is forced to pay for about 70 percent of its own acquisition, by taking out loans. If this sounds like an odd arrangement, that’s because it is. Imagine a homebuyer purchasing a house and making the bank responsible for repaying its own loan, and you start to get the picture.
O.K., but what about this much more virtuous business of swooping in and restoring struggling companies to financial health? Well, that’s not a large part of what private equity firms do, either. In fact, they more typically target profitable, slow-growth market leaders. (Private equity firms presently own companies employing one of every 10 U.S. workers, or 10 million people.)
And that’s when the fun starts. Once the buyout is completed, the private equity guys start swinging the meat axe, aggressively cutting costs wherever they can – so that the company can start paying off its new debt – by laying off workers and cutting capital costs.
This process often boosts operating profit without a significant hit to the business, but only in the short term; in the long run, the austerity approach makes it difficult for companies to stay competitive, not least because money that would otherwise have been invested in expansion or product development – which might increase revenue down the line – is used to pay off the company’s debt.
It takes several years before the impacts of this predatory activity – reduced customer service, inferior products – become fully apparent, but by that time the private equity firm has generally resold the business at a profit and moved on.
The next article reminded me of how much is at stake for vendors, toy manufacturers, shippers, shopping malls and strip mall groups that have used Toys R Us to stock their shelves with products, rent large anchor properties and draw traffic to other stores nearby. All of these will be suffering hits, possibly causing layoffs beyond those being caused directly by the bankruptcy of Toys R Us as it closes 2600 stores.
How $5 billion of debt caught up with Toys ‘R’ Us
SEPTEMBER 20, 2017
But the company’s ability to kick the can down the road had been exhausted. The bankruptcy filing was the culmination of an unsuccessful seven-month effort by Toys “R” Us to find relief from its $5.2 billion debt pile, according to bankruptcy court filings and people familiar with the deliberations.
The advisers that Toys “R” Us hired to fix its capital structure explored at least two deals with some of its creditors to raise money that would have helped the company stave off bankruptcy before the key holiday shopping season, avoiding a supply chain disruption stemming from vendor fears about repayment, a bankruptcy filing shows.
Once the company realized that it could not secure financing to get through the holiday season, the objective became “let’s get it done as quick as possible so it does not interrupt the holidays,” Toys “R” Us Chief Executive Officer David Brandon told Reuters in an interview. Filing for bankruptcy allowed the company to secure financing to continue to operate its stores.
Given that “we successfully obtained our debtor-in-possession financing today, we can assure our lenders that we are in a good position to accept shipments on a normal basis and they have great assurance they will be paid,” Brandon said.
Like other retailers that own their stores, Toys “R” Us tried last month to tap its vast real estate portfolio to raise money in a sale-leaseback transaction, according to court filings. Sale-leaseback deals allow retailers to raise cash by selling real estate they own and then renting it back from the new owner. (which didn’t work, my note.)
More Layoffs for Retailers Already Having Massive Store Closings and Layoffs
Jobs everywhere! Except at stores
January 5, 2018
Record numbers of store closings and a surge in retail bankruptcies, as well as the shift to online shopping, have forced retailers to slash jobs even as other employers scramble to find qualified workers.
The sector lost a total of 66,500 jobs in 2017.
General merchandise stores, the segment that includes department stores, were hit the hardest, losing 90,300 jobs, according to the Friday’s December jobs report from the Labor Department. Clothing stores cut another 28,600 jobs. Drug stores lost 18,400.
So the job losses in the sector are likely to continue said Nicholas. In 2017, 7,000 store closings were announced, a record that was more than triple 2016’s number. And the trend will undoubtedly continue in 2018. Sears Holdings (SHLD), owner of both Sears and Kmart, said Thursday it plans to close more than 100 additional stores.
According to BLS data, the number of retail openings in February slumped to 541,000, down by 40,000, its worst performance since 2015. (U.S. News)
BLS data also showed retail layoffs and discharges climbed 37% in February and reached a total of 212,000 – its highest level in nearly two years. (U.S. News)
Unlike in 2008, Americans today are shopping more than ever.
While the last spike in retail bankruptcies during the Great Recession was clearly a byproduct of consumer stress, this time around consumers are actually spending more than ever. According to Gallup, February 2017 marked the highest average in consumer spending since 2008, with no signs of slowing.
The US retail industry is hemorrhaging jobs – and it’s hitting women hardest
January 13, 2018
As the retail landscape undergoes a dramatic transformation, analysis finds 129,000 women lost jobs last year while men actually gained positions.
Between November 2016 and November 2017, the sector fired 129,000 women (the largest loss for any industrial sector for either sex) while men gained 109,000 positions, according to an analysis by the Institute for Women’s Policy Research (IWPR). In the whole labour force women gained 985,000 jobs over the year, while men gained 1.08m jobs.
(also from this article – )
Major retailers shut shops across the US last year. A record 6,700 stores shut in 2017, according to Fung Global Retail & Technology, a retail thinktank. Macy’s alone closed 68 stores and shed 10,000 jobs. Drugstore chain Walgreens closed 600 locations.
A comment in this article says a lot of what I’ve been thinking. And, why is it that Bain, KKR and Vornado didn’t have to pay the loan payments they took out to buy Toys R Us? Shouldn’t that debt belong to the buyers, not the company they’ve bought? (This article also lists a number of the retail bankruptcies from 2017, including Radio Shack.)
Big Wall Street banks are not likely to blow the whistle on asset-stripping scams in the private equity world. They are frequently involved in collecting fees for advising on the LBOs. Then they reap more huge windfalls in fees when they underwrite the bond offerings that load up the company with debt it can’t service on a long term basis.
So the overarching question in all of this is: where is the Securities and Exchange Commission, the so-called cop on the beat that is supposed to be policing the publicly traded corporate bonds involved in these deals?
In April, Aisha Al-Muslim, a reporter for Newsday, the Long Island, New York newspaper, found the following after an in-depth review of court documents and data from top research firms like S&P Global Market Intelligence:
“…43 large retail or supermarket companies, which owned chains with 10 or more locations, have filed for bankruptcy in the United States since January 2015. The 43 companies controlled 52 brick-and-mortar chains.
“Of those 43 companies, 18 — more than 40 percent — were owned by private equity firms. The remainder were public or private companies or owned by a hedge fund.”
When 40 percent of insolvent large retail companies got this way at the hands of the so-called turnaround experts at private-equity firms while huge amounts of money moved from the coffers of the company to the pockets of the “experts,” it’s time for Federal regulators to get involved.
Private equity firms bled the company dry to turn a profit, and now mass layoffs are imminent.
Upon closer examination, however, this analysis doesn’t hold up. First, the global toy industry isn’t in decline. In fact, it’s been growing consistently over the past five years. Physical toys may be less popular in the United States than they once were, but internationally—particularly in Asian and Latin American countries—the play business is booming. And most of Toys “R” Us’s profits actually come from its Babies “R” Us affiliate which sells not just toys but also health, safety and educational tools for infant care.
Yet most importantly, this analysis fails to account for how Toys “R” Us wound up so deeply in debt in the first place. In 2005, as the company’s stock was regularly losing value due to mediocre sales, management decided to sell the company in a leveraged buyout to a trio of buyers, real-estate-investment trust Vornado Realty Trust and private equity firms KKR and Bain Capital.
This trio played a critical role in the downfall of Toys “R” Us, through imposing massive debt obligations on the company and requiring it to pay back its debts so that its buyers could turn a profit. Meanwhile, the finances of the company were thrown into disarray and employees were hit with wave after wave of layoffs.
Vornado Realty Trust, KKR and Bain Capital financed 80 percent of the purchase of Toys “R” Us, so while the company sold for $6.6 billion, the trio only contributed $1.3 billion. As part of the purchase agreement, the companies also agreed to take responsibility for all of Toys “R” Us’s long-term debt obligations, which at the time totaled $2.3 billion. Once Toys R Us was taken over, however, the debt Vornado Realty, KKR and Bain used to acquire it was pushed back onto the company, skyrocketing its debt obligations to $7.6 billion.
Toys “R” Us has been paying $400 million a year to service these debts. This money could have been used to lower prices or improve the company’s website—not to mention raising pay to its employees—but instead went to paying off creditors. Last year, the company reported a loss of $29 million. If it weren’t for these debt payments, Toys “R” Us would have run a substantial profit.
In both instances, critics say Bain and its private-equity partners left the chains vulnerable by saddling them with heavy debt loads as they took them private, crippling their capacity to compete in brutal price wars that have dogged the industry.
A leveraged buyout (LBO) is a financial transaction in which a company is purchased with a combination of equity and debt, such that the company’s cash flow is the collateral used to secure and repay the borrowed money.
(also – KKR appears in the history of corporate raiding during the 80’s and beyond – plus this, of interest)
The inability to repay debt in an LBO can be caused by initial overpricing of the target firm and/or its assets. Over-optimistic forecasts of the revenues of the target company may also lead to financial distress after acquisition. Some courts have found that in certain situations, LBO debt constitutes a fraudulent transfer under U.S. insolvency law if it is determined to be the cause of the acquired firm’s failure.
The outcome of litigation attacking a leveraged buyout as a fraudulent transfer will generally turn on the financial condition of the target at the time of the transaction – that is, whether the risk of failure was substantial and known at the time of the LBO, or whether subsequent unforeseeable events led to the failure. The analysis historically depended on “dueling” expert witnesses and was notoriously subjective, expensive, and unpredictable. However, courts are increasingly turning toward more objective, market-based measures.
Private equity typically refers to investment funds organized as limited partnerships that are not publicly traded and whose investors are typically large institutional investors, university endowments, or wealthy individuals. Private equity firms are known for their extensive use of debt financing to purchase companies, which they restructure and attempt to resell for a higher value. Debt financing reduces corporate taxation burdens and is one of the principal ways in which private equity firms make business more profitable for investors.
Leveraged buyout, LBO or Buyout refers to a strategy of making equity investments as part of a transaction in which a company, business unit or business assets is acquired from the current shareholders typically with the use of financial leverage. The companies involved in these transactions are typically mature and generate operating cash flows.
Private equity firms view target companies as either Platform companies which have sufficient scale and a successful business model to act as a stand-alone entity, or as add-on or tuck-in acquisitions, which would include companies with insufficient scale or other deficits.
Leveraged buyouts involve a financial sponsor agreeing to an acquisition without itself committing all the capital required for the acquisition. To do this, the financial sponsor will raise acquisition debt which ultimately looks to the cash flows of the acquisition target to make interest and principal payments.Acquisition debt in an LBO is often non-recourse to the financial sponsor and has no claim on other investments managed by the financial sponsor. Therefore, an LBO transaction’s financial structure is particularly attractive to a fund’s limited partners, allowing them the benefits of leverage but greatly limiting the degree of recourse of that leverage. This kind of financing structure leverage benefits an LBO’s financial sponsor in two ways: (1) the investor itself only needs to provide a fraction of the capital for the acquisition, and (2) the returns to the investor will be enhanced (as long as the return on assets exceeds the cost of the debt).
As a percentage of the purchase price for a leverage buyout target, the amount of debt used to finance a transaction varies according to the financial condition and history of the acquisition target, market conditions, the willingness of lenders to extend credit (both to the LBO’s financial sponsors and the company to be acquired) as well as the interest costs and the ability of the company to cover those costs. Historically the debt portion of a LBO will range from 60%–90% of the purchase price, although during certain periods the debt ratio can be higher or lower than the historical averages. Between 2000–2005 debt averaged between 59.4% and 67.9% of total purchase price for LBOs in the United States.
Simple example of leveraged buyout
A private equity fund say for example, ABC Capital II, borrows $9bn from a bank (or other lender). To this it adds $2bn of equity – money from its own partners and from limited partners (pension funds, rich individuals, etc.). With this $11bn it buys all the shares of an underperforming company, XYZ Industrial (after due diligence, i.e. checking the books). It replaces the senior management in XYZ Industrial, and they set out to streamline it. The workforce is reduced, some assets are sold off, etc. The objective is to increase the value of the company for an early sale.
The stock market is experiencing a bull market, and XYZ Industrial is sold two years after the buy-out for $13bn, yielding a profit of $2bn. The original loan can now be paid off with interest of, say, $0.5bn. The remaining profit of $1.5bn is shared among the partners. Taxation of such gains is at capital gains rates.
Note that part of that profit results from turning the company around, and part results from the general increase in share prices in a buoyant stock market, the latter often being the greater component.
Often the loan/equity ($11bn above) is not paid off after sale but left on the books of the company (XYZ Industrial) for it to pay off over time. This can be advantageous since the interest is typically offsettable against the profits of the company, thus reducing, or even eliminating, tax.
Most buyout deals are much smaller; the global average purchase in 2013 was $89m, for example.
The target company (XYZ Industrials here) does not have to be floated on the stockmarket; indeed most buyout exits are not IPOs.
Buy-out operations can go wrong and in such cases the loss is increased by leverage, just as the profit is if all goes well.
The application of the Freedom of Information Act (FOIA) in certain states in the United States has made certain performance data more readily available. Specifically, FOIA has required certain public agencies to disclose private equity performance data directly on their websites.
In the United Kingdom, the second largest market for private equity, more data has become available since the 2007 publication of the David Walker Guidelines for Disclosure and Transparency in Private Equity.
How would it EVER make sense for me as a company to be required to pay the price I’m charging you for buying me?
And, pay the interest on that debt you used to buy me as a company – AND pay you management fees for destroying the company I’ve built that you’re charging me the price of buying – from me – so you can own it?
In what world does any of that make sense as anything but theft and embezzlement whether legal or not?
Can you imagine what it would take to start a company today and garner 15% of the toy market? And yet, here is a company that already has that which is being decimated by a very corrupt business practice of Wall Street investment firms – to the detriment of America.
Today, I had made a video clip animating one of my ocean paintings to use the new skills I’m working to learn about animation for use in the Scared Donkey Mine Game as a video game. Then, I went over to Zazzle where more of my art is sitting to be available to the public as gifts and on products of various kinds and found this ocean painting of mine that I made as a poster. It is pretty and now, I’m wondering what it would look like as an animation too. So far, 15 posters of this painting have been sold since it was put on my Zazzle store.
Here is the animation I worked on today with my music and ocean painting I had painted several years ago. It was good learning project. And, there is something cool about it. Will be great to get better at this –
112.311 Legislative intent and declaration of policy.—
(1) It is essential to the proper conduct and operation of government that public officials be independent and impartial and that public office not be used for private gain other than the remuneration provided by law. The public interest, therefore, requires that the law protect against any conflict of interest and establish standards for the conduct of elected officials and government employees in situations where conflicts may exist.
(2) It is also essential that government attract those citizens best qualified to serve. Thus, the law against conflict of interest must be so designed as not to impede unreasonably or unnecessarily the recruitment and retention by government of those best qualified to serve. Public officials should not be denied the opportunity, available to all other citizens, to acquire and retain private economic interests except when conflicts with the responsibility of such officials to the public cannot be avoided.
(3) It is likewise essential that the people be free to seek redress of their grievances and express their opinions to all government officials on current issues and past or pending legislative and executive actions at every level of government. In order to preserve and maintain the integrity of the governmental process, it is necessary that the identity, expenditures, and activities of those persons who regularly engage in efforts to persuade public officials to take specific actions, either by direct communication with such officials or by solicitation of others to engage in such efforts, be regularly disclosed to the people.
(4) It is the intent of this act to implement these objectives of protecting the integrity of government and of facilitating the recruitment and retention of qualified personnel by prescribing restrictions against conflicts of interest without creating unnecessary barriers to public service.
(5) It is hereby declared to be the policy of the state that no officer or employee of a state agency or of a county, city, or other political subdivision of the state, and no member of the Legislature or legislative employee, shall have any interest, financial or otherwise, direct or indirect; engage in any business transaction or professional activity; or incur any obligation of any nature which is in substantial conflict with the proper discharge of his or her duties in the public interest. To implement this policy and strengthen the faith and confidence of the people of the state in their government, there is enacted a code of ethics setting forth standards of conduct required of state, county, and city officers and employees, and of officers and employees of other political subdivisions of the state, in the performance of their official duties. It is the intent of the Legislature that this code shall serve not only as a guide for the official conduct of public servants in this state, but also as a basis for discipline of those who violate the provisions of this part.
(6) It is declared to be the policy of the state that public officers and employees, state and local, are agents of the people and hold their positions for the benefit of the public. They are bound to uphold the Constitution of the United States and the State Constitution and to perform efficiently and faithfully their duties under the laws of the federal, state, and local governments. Such officers and employees are bound to observe, in their official acts, the highest standards of ethics consistent with this code and the advisory opinions rendered with respect hereto regardless of personal considerations, recognizing that promoting the public interest and maintaining the respect of the people in their government must be of foremost concern.
History.—s. 1, ch. 67-469; s. 1, ch. 69-335; s. 1, ch. 74-177; s. 2, ch. 75-208; s. 698, ch. 95-147.
It seems obvious that most, if not all states have laws similar to this as well as the Federal government. Why are these laws meaningless in today’s political environment? I don’t get it. I just happened to pick the Florida law because it was easy to find and well stated.
The night before last, I made another little animation for the Scared Donkey Mine Game using things I’m learning about animation and game development. Then, using Adobe Spark, I made a quick funny video of it for the Scared Donkey Mine Money Game GoFundMe campaign yesterday and posted it just about the time the Oscars were starting.
I also wrote out the scenes that will be needed for the game so I can start making some of them as examples and to use as backgrounds for animation sequences to show off the characters and game play. The quick video thing with Granny D and the donkey is found here –
Today, besides the products I made over on zazzle, and the post to my other blog about ending writers’ block and creative block, and doing social media stuff, I’m also working on making some more animated sequences with Granny D and No Help Hannah for me to get better at it. Obviously, I’m barely getting started with learning it and there is a lot to learn about it. Working from online tutorials and videos is great but it takes some getting used to.
By the way, the music I used in the video clip of Granny D is one I created on Soundtrap. I’ve been using my own music for these video animations and making other music over there. I love it – there are about 120 pieces I’ve created in music over there so far and this week, they were downloaded to my computer so we can put them into the game and other video projects we’re doing (and that I’m doing).
And, the campaign on GoFundMe to get the money to make The Scared Donkey Mine Money Game into a video game is found here –
I had put together a bunch of notes on post-its in my notebook about ideas to take a board game that I made, called The Scared Donkey Mine Money Game from a board game to a video game. It looked like it would make a great video or online game, so I made a GoFundMe page and campaign to raise money to do it, (link above will take you to it).
My second effort at making an animation – a gif – of Granny D for the game –
Granny D from the Scared Donkey Mine Money Game by CricketDiane 2018 – this is a second attempt, the first was in black and white without a background.
Then I made an adobe spark video using it to tell about the game – there is another one using a puppet for Granny D to promote the GoFundMe campaign that I made with Adobe Spark too. It is one the campaign page or the update page. I’ve been sharing it.
Here is the one I made last night to promote the game development fundraising efforts –
And, of course – there were lots of things about doing that which I obviously don’t know about game development and this blog post is a start of my sharing that journey showing the things I’ve been wandering through lately to understand it and learn about making online and video games.
One of the first places I went after making some google searches and honing in on the right questions, was this site which lists open source game development platforms. Then I opened each of them and took some time trying to understand the differences to figure out which ones I might be able to learn without a full range of abilities in coding.
Eight Top-of-the-Line Open Source Game Development Tools
Open source provides interoperability, high quality and good security in game development. Little wonder then that open source platforms are already being used for quite a few successful and complex games.
I could list all these game development platforms here in a quick itemized bullet list, but it would be better, if you are interested – to go over to this site and read about each one the way the author has presented them. It is perfect and makes it easy to see all of them before going over to the platforms and seeing their landing pages.
From various google searches I did, one of the important things I wanted to know is, where to find game developers talking back and forth within their community about the difficulties and aspects for game development.
And, I found this – which is a subreddit community involved with game development. Lots of great blogs and information is listed here and just about every problem that can be encountered with developing a video or online game plus some of it explains what they did to go around that, fix it, do it anyway, figure it out or find another way to do the same thing, etc. – very nifty. It is also a great place to learn about how game developers approach things in game design and the words they use among the community to talk about aspects of building the games, too.
This article had all kinds of amazing insight into the developing of a game for me to understand it so much better. I repeated from his list, the number 5 item because it is when I saw it, that I knew something that I didn’t know that I didn’t know.
There, that was it – anyone making anything, including me – suffers through the starting points of not knowing what all are the unknowns. And because of this article – I went and looked up GDD or in this case, not Goddanged Design Doofer, but Game Development Document. Then I did a google image search for GDD templates that yielded a number of them to use as a reference point and start writing the one for my game to be a video game.
What NOT to do when starting as an indie game developer
Do not forget to make a GDD or write your ideas down somehow.
So far, I have a multi-page notebook that covers about thirty pages of post-it notes on computer paper with ideas for making the Scared Donkey Mine Money Game into a video game along with about ten more written pages of the Game Development document (still hand-written but have downloaded a template to put it into). I’ve made the GoFundMe campaign to raise $90,000 of the about $3 million it would take to hire developers and coders then I would probably have to get some more to market the game once it is completed.
And, I’ve learned about game development a little, and here are some more of the resources I’ve gained in that –
While reporting for my recently released book about how games are made, I asked a ton of developers how they calculate their budgets. A few of the bigger companies wouldn’t get into specific numbers—like I said, notoriously secretive—but all of the studios that did answer offered the same magical number: $10,000. Specifically, $10,000 per person per month.
Be careful about the info found on the link above that appears after the list of costs, because it distributes numbers throughout the article from several different years including 2002, when the game development systems, complexities and costs generally were different with 2008 numbers and 2012 costs and today is 2018.
Which is an overview of the European patent system info for inventors, coders, innovators, etc. and noticed a part that is especially helpful about non-disclosure agreements, so the game can be shown to potential backers and publishers.
2D + 3D open source game development platform for indies
Brand New Graphic Renderer: The Cocos2d-x renderer is optimized for 2D graphics with OpenGL. It supports skeletal animation, sprite sheet animation, coordinate systems, effects, multi-resolution devices, textures, transitions, tile maps, and particles. It adopts a RenderQueue design.
Although city-building games typically use 2D images only, they feature thousands of characters, objects and scenes.
Every character should be animated – even if these animations will be limited to moving along 8 preset trajectories, clapping hands in a theatre and raising glasses in a bar. Multiply each character by 30 animations, 10 angles and 10 frames.
Also, you should breathe life into buildings and playing fields in order to illustrate construction, demolition and upgrade processes. Don’t forget about still imagery comprising icons and game admin UIs. Now you see where the overwhelming amount of graphic content comes from.
All in all, the creation of high-quality visuals takes up to 70% of the entire game dev time and costs about $ 250-300 thousand.
There is a lot of good information in this blog post and it has a great explanation to overview how the process of game development uses various things to help make the user experience better like optimization and the fact that currently, monthly revenue (as of 2017) for the SimCity game developed in 1989 is over $2 million dollars a month.
Aside from these resources, I’ve been looking at tutorials in game development specific to the Godot platform that I chose, although I’ve actually downloaded and intend to try out three of them, Godot, Panda3D and GDevelop.
Additionally, it’s relatively painless to distribute your app across a huge number of platforms. It’s exciting that in the past few years, developing games using HTML5, the technology behind the web, has become a reality.
The canvas element was introduced with HTML5 and provides an API for rendering on the web. The API is simple, but if you’ve never done graphics work before it might take some getting used to. It has great cross-browser support at this point, and it makes the web a viable platform for games.
by William Malone
This tutorial will describe how HTML5 sprite animations work. We will go step by step through the process of creating a sprite animation. At the end of the this article we will use the animation we created in a simple HTML5 game.
After saying on my last post, I’m busy – but trying to make a point about how people act anymore when it is time to start creating possible solutions to something important, I felt bad and took a day of really thinking about the school shootings that people rightly want stopped and safety returned to those places (and others where shootings have occurred.)
With some brainstorming, the thoughts I have now about it are varied. I’m watching great efforts on behalf of many people including students from Parkland where 17 people, many of whom were students – were shot recently by a person with an assault rifle. The several recent blog posts I’ve made looked at some of the thoughts I’ve had about disenfranchisement of so many and the pull of extremist ideologies and groups bringing many of our young men a sense of belonging but at the price of all the dangers that extremist thinking and resulting actions bring – including these mass shootings of people in schools and other public places.
Anyway, the brainstorming I’ve done about this does not have just do-able ideas, and maybe their only value is to inspire something else entirely – but here is part of it:
On twitter yesterday, someone had put an article about bullet proof blankets for students and I know there are already bullet proof backpacks and clothing that are being made, although likely very expensive. There was also a recent invention being sold for police officers and others in the line of fire that uses origami folds and bullet proof technologies to make a shield that folds flat and can be deployed within a few seconds.
Here are those –
Now you can buy a bulletproof blanket specifically made for your kids to use during school shootings
The Bodyguard Blanket, made by a company called ProTecht, is a bulletproof 5/16-inch pad, made from the same materials used by our military, except it’s for kids. They even come in different sizes.
From Bullet Blocker Company in USA – is this $2,000 bomb blanket that can hang on the wall until it is needed. Seems a bit pricey for every student to have one of those at their desks or hanging on the walls for them – but possible, I suppose.
Schools and parents seeking ways to blunt the impact of mass shootings are investing in safe rooms to shelter students, backpacks with bullet-stopping panels and whiteboards that double as bulletproof shields.
(Must subscribe to WSJ to see the entire story – which is not bad really, they have lots of good stuff.)
Bullet-proof origami: folding Kevlar shield designed by BYU mechanical engineers
BYU mechanical engineers have created an origami-inspired, lightweight bulletproof shield that can protect law enforcement from gunfire. The new ballistic barrier can be folded compactly when not in use, making it easier to transport and deploy. When expanded — which takes only five seconds — it can provide cover for officers and stop bullets from several types of handguns.
The barrier Howell and his colleagues designed is made of 12 layers of bulletproof Kevlar and weighs only 55 pounds (many of the steel-based barriers in current use approach 100 pounds). The BYU-built barrier uses a Yoshimura origami crease pattern to expand around an officer, providing protection on the side in addition to protecting them in the front.
In testing, the barrier successfully stopped bullets from 9 mm, .357 Magnum and .44 Magnum pistols.
The development and refinement of bulletproof clothing now includes highly stylized and contemporary fashion for all elite travelers. Armored clothing is moving from hard, stiff fabric to more moveable and soft materials making options even greater. Current fabric offerings include Dupont Kevlar and the incredibly resistant Dyneema. Dupont is currently working on creating more futuristic blast proof materials that will eventually be incorporated into wearable clothing.
There is also a wide variety of bulletproof clothing for all budgets.
In order to make bulletproof clothing manufacturers start by producing fiber or filament that is lightweight but strong. One of the most well known is Kevlar®, which is produced by spinning a solid thread from a liquid chemical blend.
Another fiber, Dyneema®, is made from a polyethylene base and is manufactured by means of a gel-spinning process that combines extreme strength with incredible softness.
(Definitely go read all these – really great description of the process without over-complicating it.)
The panels used in bulletproof clothing consist of multiple layers of the basic ballistic material and extensive testing is required to identify the proper thickness of ballistic material. The thickness of the final product depends on what level of protection the manufacturer is trying to achieve.
If you really want to see how this works – (great explanations and analysis of what happens when bullet proof materials are hit and deflect rounds of ammunition / projectiles.) –
Published in the International Journal of Scientific & Engineering Research, Volume 4, Issue 5, May-2013 [pg.s 1789 – 1796]
ANALYSIS OF COMPOSITE MATERIALS
USED IN BULLET PROOF VESTS USING
The major goals of this project were to 1) identify the risks and
levels of injury associated with high velocity impacts to the back
2) evaluate ballistic materials in relation to the levels of safety.
From above calculations and analysis we conclude that dyneema
fibers are the best among three fibers that we have analysed, as
it had the minimum deflection under given force of the striking
More and more public officials, faced with the threat posed by modern-day terrorists, are turning to the ancient solution of armor. They are having Du Pont’s bulletproof fabric sewn into ordinary clothing such as vests, raincoats, even umbrellas. This so-called soft body armor adds only two to four pounds to the clothing’s weight.
(Yeah – go read the whole thing, seriously. Great info and it is from 1981 before the recent spate of mass shootings in America and at schools.)
Armour of America, a Santa Monica, Calif., security company, reported selling bulletproof blankets and draperies to bankers in the Pacific Northwest. In Houston, a spokesman for South Central Research, a security firm, said customers for bulletproof clothing were mostly oil company executives and lawyers who ”feared for their lives here in Murder Capital, U.S.A.”
Shop owners, some of whom have been previously robbed or wounded, are buying the kind of bulletproof vests used by the police, according to Louis Imperato, owner of John Jovino, a policeoutfitting store in Manhattan. In Los Angeles, a spokesman for Safari Land, said it was receiving inquiries about body armor from ”the Chinese Grocers’ Association, the Retail Liquor Dealers’ Association and everybody in between.” The grocers were interested in bulletproofing their aprons and the liquor dealers wanted bulletproof undershirts.
The vests are made so that the bulletproof material can be taken out and slipped into other vests, jackets or raincoats that have been specially prepared with ”pockets” to hold it.
Solutions also carries Kevlar umbrellas costing $900 to $1,200, which ”are good for shielding submachine gun fire,” and a $1,000 fake arm cast with a Kevlar sling and a .357 magnum pistol molded into the cast. It has sold 250 pairs of $800 ”ballistic knee shields,” mostly to Italian executives Shopping by Mail Order
Progressive Apparel, 29929 Eskridge Road, R-4, Fairfax, Va. 22031 (703-573-0700), also offers by mail order a variety of clothing, including undershirts at $103 to $252, dress shirts in several colors at $131 to $280, suit vests at $228 to $470, wind breakers at $290 to $486 and raincoats at $365 to $638.
Aside from bullet proof clothing, book bags, shields, umbrellas and other nifty items – all of which seem to be pretty expensive for every student to own and likely not all of them useful every single day, or super fast in deploying them when something happens maybe – I had a couple other brainstorm ideas about increasing safety at the schools to deter a shooting from happening again.
Of course the best way is to do everything possible for it to never happen in the first place –
I thought of stopping people, especially young men such as the ones who have recently been shooting up schools and theaters (and other places) from wanting to get the guns in the first place, or of wanting to use them to shoot people. If every single student from third grade onwards and especially in junior high and high school were required to take anger management every school year in some six week course and include conflict resolution skills, emotional skills and anger management, would it stop shootings from happening because it would give other choices to do something with the anger?
Then the second thought is to disable the shooter while they’re shooting off the gun. Apparently sprinkler systems wouldn’t dissuade a shooter already mowing down people, but if every single person in the school, from students, to teachers to administrators to parents were tactically trained? Could they be standing behind some shooter like that and bop them over the head with a fire extinguisher like in the movies? I don’t know.
The third quick thought I want to include here, although I did write down a bunch of others, was about school security and the costs that people have been talking about in the news, on facebook and on twitter. If schools were moved over to the large shopping malls, some of which have lost anchor tenants and have massive spaces and various storefronts sitting empty, they would be safer because malls already have vast security camera and monitoring equipment set up, an army of security guards and undercover security already being paid during shopping hours and then around the clock to some lesser degree – including both throughout the mall and outside in the parking lots.
Schools could lease the spaces, fit them out for classes – and the security at the shopping malls are already in place and they will be paying to have them there regardless, it is part of the cost of renting space at the malls. So, for a much smaller cost than maintaining and entire security force, buildings and every damn thing else – public schools could hold their classes at shopping malls (or state and federal buildings, many of whom are fully outfitted with metal detectors, x-ray machines, armies of security personnel and vast empty spaces from classroom sized offices to auditoriums, conference rooms and other huge spaces, many of which are not commonly in use or not being used right now at all.)
One last thought before wrapping this up, aside from throwing liquid nitrogen on that AR-15 or any other assault rifle, there is probably not an easy way to stop it from firing once someone has it in hand and is firing it. Running for cover is what is being used now, and maybe that saved everyone else the shooter would have killed if those drills to do that had not been in place, but that cannot be the only answer. If a laser pointer had been aimed at the shooter’s eyes, he might have been temporarily blinded, but with his hand on the trigger, firing would’ve likely continued. Students in the hallway when they were behind or near him and realized he was firing an assault rifle, may or may not have been capable of stopping him by bopping him over the head with something or slitting his throat with a broken cellphone screen or other handy item – even if they were trained in tactical actions and strategies.
However, having nothing else on the menu of choices is not acceptable either. Dogs can be deployed with handlers to sweep schools for gunpowder indicating guns are there, metal detectors can be added – or move the school classes to places that already have those in place.
Let’s find more answers that can help do two or three critical things here – stop shooters from wanting or needing this way of expressing their anger, frustration, AND better protect students, teachers, people at theaters and shopping spaces, and sports events when and if something does happen. ALSO, get people a better understanding of what they can do to protect themselves in these situations with resourcefulness and fast strategic thinking skills to use when it matters most.