Our Parasitic Financial Industry

The New York Times finally noting the obvious, that private equity looting is destroying whole industries, this time retailers:

J. Crew and Neiman Marcus were each facing a host of issues before the coronavirus pandemic forced them to close their stores and eventually file for bankruptcy, including trouble adjusting to the rise of e-commerce and a lack of connection with a new generation of shoppers.

But they also shared one increasingly common problem for retailers in dire straits: an enormous debt burden — roughly $1.7 billion for J. Crew and almost $5 billion for Neiman Marcus — from leveraged buyouts led by private equity firms. Like many other retailers, J. Crew and Neiman over the past decade paid hundreds of millions of dollars in interest and fees to their new owners, when they needed to spend money to adapt to a shifting retail environment. And when the pandemic wiped out much of their sales, neither had anywhere to go for relief except court.

“Much of the difficulty that the retail sector is experiencing has been aggravated by private equity involvement,” said Elisabeth de Fontenay, a professor at the Duke University School of Law who specializes in corporate finance. “To keep up with everybody’s switch to online purchasing, there really needed to be some big capital investments and changes made, and because these companies were so debt strapped when acquired by private equity firms, they didn’t have capital to make these big shifts.”

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In July, a report from the Center for Popular Democracy, a progressive advocacy group in Brooklyn, said 10 of the 14 largest retail chain bankruptcies since 2012 involved companies that private equity firms had acquired.

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Private equity firms have been involved with retailers for decades. But the collapse of Toys “R” Us in 2017 put a spotlight on how major buyouts by the firms could go sideways. The chain had been burdened with $5 billion in debt from a 2005 leveraged buyout by the private equity firms Bain Capital and Kohlberg Kravis Roberts and the real estate firm Vornado Realty Trust, and it did not have sufficient funds to invest in its stores and e-commerce business during a crucial period of growth for Amazon and Walmart.

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Marble Ridge Capital, a hedge fund that holds some of Neiman’s bonds, wrote in a public letter to the owners last month that “you have left a carcass of a company for the remaining stakeholders and have put both Neiman’s storied franchise and thousands of jobs at risk.”

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“One of the defenses of private equity right now is, they’re saying these are structurally declining businesses already, and, look, that is a part of it,” said Andrew Park, a senior policy analyst at Americans for Financial Reform. “But again, having to service that debt makes these businesses hard, and when you see these companies blatantly taking money away, that’s the element that has really led to criticism.”

Mr. Dahiya, the Georgetown professor, said he expected more bankruptcies from retailers backed by private equity firms given the current environment and that he thought it could potentially become a political issue.

It should be a political issue.

What's more, there is a fairly simple solution, a change to the bankruptcy laws to make sure that private equity "management fees" could be clawed back.

By the same token, complex derivatives should be moved from the front to the back of the line.

When you look at many of the problems in our financial system, it all comes down to cheats and frauds being able to walk away and leave companies, and their employees, holding the bag.