Posted tagged ‘business’

Tips for a New Regulatory Structure

September 19, 2008

Since the candidates are making such a fuss about all these recent issues, and especially calling for more regulation, here are some helpful hints to ensure we all benefit…

1. Organize your regulatory structure like financial institutions organize their businesses. For example, instead of the C.F.T.C., M.S.R.B., N.A.S.D., and exchanges all regulating various parts of the financial infrastructure, build an overarching financial regulatory agency (you can even call it that, the F.R.A., I won’t charge you a quarter to use it each time). Have a division for banks and a division for broker dealers. In the division for broker dealers have the departments that oversee mergers and acquisitions, issuance of debt and equity, and trading in distinct units. Then, within each, subdivide it further–futures trading, exchanges, fixed income trading, etc. This is how firms organize their businesses. When a transaction crosses multiple areas, in the same way an investment bank would bring in multiple people “up the food chain” regulators can mimic that same structure and bring in people with similiar experience and oversight responsibilities.

A part of this is to merge banking oversight with broker-dealer oversight. This is because soon there will be no more standalone broker dealers… Ok, I’m kind of kidding… or am I? Another reason for this change is that, the same way large firms unite their operations and inter-weave their market activities, banks and broker dealers have become much more inter-connected. Let’s be honest, the average bank is less likely to be stable if it has a broker dealer that is massively leveraged and buying risky securities. Need an example? How about looking at Citi vs. J.P. Morgan Chase? Or E*Trade bank versus Commerce Bank?

2. Don’t let financial institutions lobby. Simple, right? Hank Paulson immediately put his boot on the throat of the Fannie and Freddy lobbying machine when bailing them out. Simple! With all the terrible things being said about lobbysists this cycle, you wouldn’t know politicians were running–so I’m sure there will be support for this kind of reform. Also, all things being equal, the average American is left worse off by lobbyists (hence the “reform” candidates all rail against lobbyists). Sadly, even the institutions the lobbysist were lobbying on behalf of seem to be in a situation where they would be better off had they not gotten what their lobbyists were lobbying for… Whew!

However, it must be difficult for a congressman to pass a law stopping a corporation from lobbying. It might even be illegal… not sure, I’m no lawyer. What I do know, however, is that if the governement decides to have their resources used to facilitate business for institutions, one could probably make the cessation of lobbying a condition. Would you rather put your money in an F.D.I.C. insured bank? Would you rather your bank could borrow at the discount window? Special tax breaks for profitable business lines? All these things should require the institution in question doesn’t lobby for, say, five years. I bet banks can get themselves into trouble often enough that, if they ask for help each time, a five year cessation of lobbying or hiring lobbyists will mean no more lobbying. Want to increase your leverage by borrowing freely from any of the Fed’s various sources of money? No lobbying.

3. Increase capital requirements for financial institutions. Make very strict rules for what counts as capital and how regulated ratios are determined. For example, perhaps holding Goodwill against sub-prime–backed C.D.O. squared’s isn’t the way to go. Or, maybe, allowing banks to book earnings from their credit deteriorating isn’t the way to go either. Suggesting that capital be better defined and more plentiful shouldn’t be a shock… this crisis of capital, with institutions begging investors to buy equity, is an issue with banks, capitalized as required, not having enough capital and failing (banks being used broadly). Lowering leverage lowers raises the economic margin of error. While lots of people will argue that an over-levered instution that invests in risky securities deserves to fail, why not avoid the over-levered institution that invests in risky securities in the first place? Actually, stop listening to me… Instead, for this, listen to The Deal Professor:

Lesson 4: Sometimes, You Can Only Raise Capital When You Don’t Need It

Lehman issued $4 billion in preferred stock in April — the share offering was oversubscribed. Even then, though, people whispered that the capital raise was a sign of weakness, reflecting Lehman’s anemic balance sheet. This paradox helped bring about the death of both Bear and Lehman: They needed capital, but raising it only made people more concerned about their state.

It is a Catch-22 for which we have yet to find a solution. And that is why, even to the bitter end, Lehman didn’t access the Federal Reserve’s emergency loan facility. If it had, everyone would have assumed it was in trouble.

The whole conundrum supports raising the capital reserve levels for investment banks. Ultimately, Lehman, Bear, Merrill and their balance sheets couldn’t stand the predicament

(Emphasis mine.)

See? Much more eloquent than I was…

4. Disclosure. One simple word. Require a lot more disclosure. How about setting well-defined scenarios that must appear and be spelled out in annual and quarterly filings? Report more sensitivities, using standard methods that are also disclosed, of assets to model parameters or market changes. If, for example, each investment bank was required to tell investors how their balance sheet would look if defaults ticked up to “5 CDR for life” there would be a lot less trouble today.

Also, force diclosures to occur more frequently. Make banks release some key metrics every Friday, for example. Having a 45-day delayed disclosure that is a snapshot from the last day of a 90-day period is completely ridiculous. We have computers now. One needen’t get out their abacus and punch cards to figure out earnings for a given period. Stop “month-end” dressing up of the balance sheet by requiring more frequent disclosure. Require banks to disclose maximums from the past x days. This way, if a bank tries to shrink it’s balance sheet purely to look like it’s done so, so that it can diclose soemthing that “looks better,” it will show up. Hiding information from shareholders or whomever else reads filings is not just troublesome, it shouldn’t be allowed.

These are just some of my random thoughts. I’m not sure they have merit, except where they are quoted from others. I’m no regulator, but if the next president needs and S.E.C. chairman, I suppose I can make myself available…


Build an Investment Bank: Introduction

July 7, 2008

As I hinted before, I have been thinking about this for a while. This series is going to be about taking some discrete pieces of what makes a modern day investment bank, making a choice about how that part would be setup under DJT’s tyrannical rule, and stating the case for setting things up that way. Here are some example topics:

  • Risk management and organization surrounding risk management
  • Business mixes and core competencies
  • Management structure and other nuances of configuring management roles
  • Proprietary trading / risk taking
  • Technology
  • Operations and support roles
  • Ownership / corporate structure and other things (owned by a bank or not, for example)
  • Deciding on what, if any, presence in consumer markets should exist
  • Compensation
  • Culture and approach to H.R. and other people issues
  • Reviews and performance management
  • Anything else that comes to mind

I think that feedback on other areas or how to group these would be interesting to receive. The first one of these issues I think should be tackled is technology. It’s a topic I have thought a lot about and is extremely important in figuring out how day-to-day operations occur. I hope to have this up shortly. I have lots of skeletons of these entries written about, and more thoughts, so hopefully this series will have a lot of meat to it soon.

Why Google Should Buy the New York Times

June 23, 2008

Well, it seems like this is one of those persistent rumors, although tracking down an actual source of said rumor is difficult. Even Google’s C.E.O. was questioned about it:

[Question:] The New York Times is under pressure to sell. Blogs are abuzz with the idea that Google ought to buy it, because it’s in your interest to keep the quality of journalism high.

[Answer:] I’m not aware of a proposal for us to buy the New York Times, but I’d never rule anything out. So far, we’ve stayed away from buying content. One of the general rules we’ve had is “Don’t own the content; partner with your content company.” First, it’s not our area of expertise. But the more strategic answer is that we’d be picking winners. We’d be disenfranchising a potential new entrant. Our principle is providing all the world’s information.

(emphasis mine).

Now, a few good points are raised. Clearly, as we all realize, the fate of newspapers is a hot topic for debate, partially (mostly?) because it’s a media meta-issue. But, I would claim, there are reasons such a deal could make sense…

1. Google can begin to take a much more integrated path to advertising. Already Google has begun to integrate offline media into it’s suite of products it gives out to track a site’s effectiveness… Now, if Google had an outlet to cross sell print ads and help an end user optimize advertising campaigns across T.V., the Web, and print media … well, sounds like a game changer, no? After that all that’s left are integrating radio, billboards, and maybe skywriting …

2. The New York Times is currently a content creator that distributes its own content. But does it need to be? First of all, the NY Times owns lots of different properties, so their ability to distribute is beyond one print newspaper. Indeed The New York Times itself seems to have the right thoughts as far as leveraging it’s online presence. This seems to show in their results. For example, from their annual report

The Times Company was the 10th largest presence on the Web, with 48.7 million unique visitors in December 2007, up approximately 10% from December 2006. Last year the Company generated a total of $330 million in digital revenues, up 20%, or 22% excluding the additional week in 2006. Digital revenues now account for more than 10% of our total revenues compared with 8% in 2006.

(emphasis mine).

Think about how many companies are deciding, now, whether to put advertising dollars to work with the New York Times or with Google… eliminate the decision! Now some of the $42 billion in print advertising dollars doesn’t have to lose effectiveness as circulation drops, it merely becomes more mobile. The chunk that is going to the New York Times (which has approximately $3 billion in revenue) now goes to Google (and who wants to bet it also grows in size?). Furthermore, Google can easily take a great brand and content creation machine and de-couple it from its historical outlet, namely, dead trees. Dow Jones distributes its content, the one who shall not be named generates content for distribution, so why couldn’t Google open up distribution of the New York Times’ content? It could–as a matter of fact the New York Times does this already, with the New York Times Syndicate. I could find no evidence of the syndication effort contributing significantly to the bottom line in the NYT SEC filings nor in their annual report–seems like this effort could be strengthened as well.

3. The New York Times’ ability to distribute content is a great complement to what Google already offers. Have you ever read the New York Times’ own Open, a blog dedicated to coding done inside the Times? Clearly the Times has a massive infrastructure dedicated to personalization, pushing news out into the world, and solving a number of other technological hurdles. Could Google, perhaps, add a full suite of online publishing applications to it’s Google Apps product? I bet.

4. Google owning the New York Times is good for news and journalism. When you have a deep-pocketed owner whose content distribution business focuses on turning out a quality product, it’s better than having shareholders who focus on being profitable. The problem with a newspaper is that it’s business is the newspaper business–it’s not the core business of the New York Times to sell it’s content and drive up the circulation of the papers with which it competes for subscriptions. If Google, with it’s massive online businesses, can drive it’s profit up by 10% (for one year), when added to the annual profits of the New York Times itself, the acquisition has paid for itself (assuming no premium to the market price). This certainly seems doable, given Google’s phenominal growth so far–and once the synergies begin accelerating Google’s own growth, why tinker with the paper?

So, for all these reasons, it seems like Google can jump into the content creation business the right way. With acquiring a strong web presence, getting a “hook” into other advertising avenues on a massive scale, and even adding to their core competencies, Google is uniquely positioned to modernize how the market thinks about the value of newspaper companies. Indeed, in doing all of this, Google can even advance it’s “Do no evil” motto by supporting pure journalism. All-in-all, the combination of these things seems to be a good case to be made by Google for purchasing the New York Times.