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Barbarians at the Gates-The Fall of RJR Nabisco Review

Submitted By: Written By:


Bryan Burrough & John Helyar

Vipul Kabra(F-218) Himanshu Chauhan(F-28) Yagya Pipariya(F-219)

A Brief about Authors


Bryan

Burrough

American author and correspondent for Vanity Fair.

A former Wall Street Journal reporter, he is a three-time winner of the Gerard Loeb Award for excellence in financial journalism.

Contd.
John

Helyar

columnist for Bloomberg News


previously

wrote for the Wall Street Journal, Fortune, and ESPN, and is the author of Lords of the Realm: The Real History of Baseball.

Main Characters
F.Ross

Johnson RJR Nabisco

Henry

Krevis -- Kohlberg Kravis Roberts. Cohen -- Shearson Lehman Hutton. Forstmann -- Forstmann Little

Peter

Teddy

Introduction
New

York Times Best Seller; a business classic of people interviewed involved in the buyout

Thousands The

story of the buyout of RJR Nabisco deal in US history in 1988

Biggest

Offers a lesson for today's corporate takeovers The bidding war for the control of RJR-Nabisco resulted in stock price souring from $40-45 to $108
Augmented buyout price Worrying level ofdebtfor the company

Side effect

Story-Line (1/3)
Company The

President F. Ross Johnson decides to do a leveraged buyout or LBO of RJR Nabisco Stock price of RJR was strikingly low the offer ignited certain surprises:

However,

Why buyout and not a merger? RJR Nabisco was a conglomerate of diverse companies
Kohlberg

Kravis Roberts, (KKR) emerges as an alternative buyer (they were LBO Experts)

Story-Line (2/3)

After Kravis and Johnson are unable to reconcile their differences, a bidding war takes place which Johnson eventually loses Shearson and Salomon (firm handling the deal) tried their best but failed eventually to KKR Desperation for the deal was evident from the management contract they agreed to with Ross Johnson Apart from $2 Billion incentives, Ross was given complete veto power on the new entity

Story-Line (3/3)
Even

though Shearsen group bid was a bit better than KKR, the special committee awarded the deal to KKR committee perceived Ross Johnson as a greedy man ready with personal motives

The

Reviews
A superlative

book...steadily builds suspense until the very end. (Los Angeles Times Book Review ) hard to imagine a better story...and its hard to imagine a better account (Chicago Tribune ) fascinating inside story of the largest corporate takeover in American history It reads like a novel. (Today Show )

Its

The

Lessons Learned
The No

ultimate lesson is that greed is not good.

place for greed & ego.

Leverage

buyouts can make a company more profitable if the buyer has experience in the industry that the company is being acquired. bidding process is very intense and emotions can take control over the sanity. invented the fly-on-the-wall reporting style applied to business books.

The

Virtually

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