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Barbarians at the Gate : The Fall of RJR Nabisco
Published in Paperback by HarperBusiness (27 May, 2003)
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One of the Best of the Subject
Reads Like a Novel, Lots of Detail
"Barbarians at the Gate" is a very easy, fun read. It is purposefully written alot like a novel. For one thing, the book shifts frequently between different times and places. For instance, the prologue details the board meeting where CEO Ross Johnson proposes a Leveraged Buy Out (LBO) for the first time. The start of chapter 7, page 184, then picks up from there chronologically, "Johnson rose early the next morning, the memory of Wednesday night's board meeting still fresh in his mind" (pg 184). Also like a novel, the authors give a tremendous amount of background and personal history on the people and companies involved in the deal. There is history about Ross Johnson's personal history, about his time at Standard Brands and Nabisco before the merger with RJR, and then about RJR the company, dating back to the 1800s. There is also a chapter that goes into some detail about KKR and Henry Kravis. All of the information was interesting and well written, though I felt at times like I just wanted to get back to the main plot and away from some of these tangenital details. It was a choice the authors made between making the book more journalistic and conise or more like a novel, and I guess I ended up liking their choice.
The heart of the book is the bidding battle for RJR between KKR and the Shearson Lehman Group (which had Johnson on their side); First Boston also makes a bid but I don't think their bid was ever seriously, seriously considered. The authors describe an LBO as follows, "A firm such as Kohlberg Kravis, working with a company's management, buys the company using money raised from BANKS and the PUBLIC SALE OF SECURITIES; the DEBT IS PAID DOWN WITH CASH FROM THE COMPANY'S OPERATIONS and, often, by SELLING PIECES OF THE BUSINESS" (pg 101). So that is how KKR and the LBOs work. The book takes you through the day by day strategy sessions of the different groups, their attempts to raise financing (equity from private investors, junk bonds issued by the investment banks, and commercial bank loans), their responses to moves from the other side, the meetings of the Special Comittee which would decide which bid to accept, etc.... There are alot of late nights, alot of re-crunching the numbers, alot of personality clashes, lawyers, investment bankers, and more. The writing was so good that it made me feel like I was there, following the deal step by step, and gaining an understanding of what the various parties do and what goes on in an LBO. It was like reading a story and learning about LBOs and how big deals get made at the same time. Very rewarding. I usually don't like books to be this long (515 pgs) but in this case I think almost every pages was worth it.
Greg Feirman
The heart of the book is the bidding battle for RJR between KKR and the Shearson Lehman Group (which had Johnson on their side); First Boston also makes a bid but I don't think their bid was ever seriously, seriously considered. The authors describe an LBO as follows, "A firm such as Kohlberg Kravis, working with a company's management, buys the company using money raised from BANKS and the PUBLIC SALE OF SECURITIES; the DEBT IS PAID DOWN WITH CASH FROM THE COMPANY'S OPERATIONS and, often, by SELLING PIECES OF THE BUSINESS" (pg 101). So that is how KKR and the LBOs work. The book takes you through the day by day strategy sessions of the different groups, their attempts to raise financing (equity from private investors, junk bonds issued by the investment banks, and commercial bank loans), their responses to moves from the other side, the meetings of the Special Comittee which would decide which bid to accept, etc.... There are alot of late nights, alot of re-crunching the numbers, alot of personality clashes, lawyers, investment bankers, and more. The writing was so good that it made me feel like I was there, following the deal step by step, and gaining an understanding of what the various parties do and what goes on in an LBO. It was like reading a story and learning about LBOs and how big deals get made at the same time. Very rewarding. I usually don't like books to be this long (515 pgs) but in this case I think almost every pages was worth it.
Greg Feirman
Barbarians Brings Wall St. To Life
Why read fiction when all that you have to do is open the Wall St. Journal? Barbarians at the Gate gives the reader insight into the behind the scenes details that go into a major corporate transaction. Laymen, don't be swayed!!! This work of non-fiction reads like a Grisham or Turow novel. Deals are cut, backs are stabbed, and a lot a money changes hands. Just another day at the office for players in this arena.
Having become a mergers & acquisitions advisor subsequent to reading this book, I have come to realize how true to life it actually is. Heylar and Burroughs do an excellent job of explaining the complexities of a buyout without inundating the reader with boring (trust me...boring) details. This book is a must read for people interested in a good story, as well as people interested in life on the Street.
The Lords of the Realm
Published in Paperback by Ballantine Books (Trd Pap) (1995)
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Lords of the Realm_not
How the individual owners in major league baseball on a continual basis constantly lose out to the MLB Players Union in the collective bargaining process. This book lucidly details how the owners plans are constantly frustrated by the Union and also the Commisioner of Baseball. Who is the employee of the owners, but until recently had independent powers. This book does not cover the Bud Selig Years as commisioner of Baseball. A must read for the baseball fan who gets frustrated with the work stopages. Another must read book is Marvin Millers' Whole Different Ball Game: A History how the Union taught the players to be discontented about their salaries and the terms of employment. How one man worked tirelessly to make athletes well informed about the business side of baseball and the lies of the owners, in so doing improved the lives of all profesional athletes.
Truly insightful
If you want to know about baseball, this is the one book you MUST read. From the early days of robber-baron owners, to the formation of the most powerful union in the world, this book tells it all in great detail. I cannot recommend it enough to fans of the game as well as anyone interested in the history of business in America. It has been said that to know the history of America, you must know the history of baseball. This book exemplifies that thought. Its out of print, but try as hard as you can to find a copy. You will not be dissapointed.
FINALLY: A Real, factual History of Baseball
Heylar has written a detailed, sometimes complicated, book that fully explains the state of baseball in 2000. Perhaps, some readers will find the narrative slow and plodding but if you are interested in baseball, the rich detail, of the book, that omits no information that would help explain a particilar point is most welcome.
Heylar weaves the familar of baseball history such as Cobb, Ruth, Mantle, and the major historic games of the sport with the economics that really drove the game but was kept out of sight until Marvin Miller stepped onto the stage of baseball.
The book is valuable and unique because of the coverage of the economic underside of baseball and how the power structure within the game has shifted since the early 1970s.
The book is a must read for someone who is interested in the real "history" of baseball.
Barbarians at the Gate
Published in Audio Cassette by HarperAudio (1990)
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Length Kills
This book pertains to the bidding maneuvers by the junk bond brokers that led to the fall of the RJR-Nabisco conglomerate. The book builds up on the histories of both RJR and Nabisco from their beginnings, their union and later the stock buy out. I enjoyed the first part about the stories of both companies and how they got built. I did not enjoy towards the end the increasing profusion of names of junk bond traders and other companies that made everything suddenly hard to keep track of. In the end, about half of the time the book focuses on the bids and counter bids and building up on 'suspense' on who is going to get the final bidding. This might have been more interesting in the 80's but nowadays, it may be too long.
The Lords of the Realm Trade P
Published in Paperback by Fawcett Books ()
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Lords of the Realm: A Memoir
Published in Hardcover by Random House Value Publishing (1995)
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If you are interested in this topic then I would suggest you also read "Den of Thieves" and "Predator's Ball", both of which cover the 80's M&A and Junk Bond world. To get a better understanding of KKR, I would suggest "Masters of Debit" and if you are looking for more info on this particular deal I would suggest "True Greed".