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Barbarians at the Gate: The Fall of RJR Nabisco

di Bryan Burrough, John Helyar

UtentiRecensioniPopolaritàMedia votiCitazioni
1,992258,161 (3.95)17
Business. Nonfiction. HTML:

"One of the finest, most compelling accounts of what happened to corporate America and Wall Street in the 1980's."
â??New York Times Book Review

A #1 New York Times bestseller and arguably the best business narrative ever written, Barbarians at the Gate is the classic account of the fall of RJR Nabisco. An enduring masterpiece of investigative journalism by Bryan Burrough and John Helyar, it includes a new afterword by the authors that brings this remarkable story of greed and double-dealings up to date twenty years after the famed deal. The Los Angeles Times calls Barbarians at the Gate, "Superlative." The Chicago Tribune raves, "It's hard to imagine a better story...and it's hard to imagine a better account." And in an era of spectacular business crashes and federal bailouts, it still stands as a valuable cautionary tale that must be heeded.… (altro)

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» Vedi le 17 citazioni

Impressive, kept my interest despite the objectively stiff subject matter. ( )
  sarcher | Sep 21, 2023 |
Good storytelling for a finance book. At the end of the day, still a finance book so not super interesting. Learned a lot though and the CEO Ross Johnson. was an interesting character. Fun to read when the LBO bidding occurred. ( )
  Zach-Rigo | Aug 19, 2022 |
Rated: B
Fascinating account of the LBO of RJR Nabisco which was the largest of its day. The offers were driven by competing egos and arrogance for the sake of pride and greed. Great win for shareholders. Only fair return for investors. Utter destruction of a company culture with the fall of RJR. When people are critical of Corporate American and Wall Street, this history serves as an example of the need for greed. ( )
  jmcdbooks | Mar 4, 2022 |
The brilliantly-written, tragicomic account of the leveraged buy-out of RJR Nabisco in 1988. Very few, if any, of the players come out in a positive light, and there are times when you seriously wonder if there are any adults in the room. The tragedy, to a certain extent, goes to the workers on the sidelines of the transaction, which did not turn out well for many. Recommended. ( )
  EricCostello | Nov 4, 2021 |
The book is about the leveraged buyout of the RJR Nabisco, one of the largest deals during the LBOs of the 1980s. From practicing attorneys, it sounds like this book is more interesting history than illustrative of modern times, but I would recommend the read as entertaining regardless.

The book is relatively long, and at points drags a little, with excessive detail over trivial matters (the decoration and furnishings of various power players gets annoying the third time you read about it). However, once I got past the first half it was really hard to put down the book. There were at least two nights where I was up into the early AM reading this book instead of sleeping or reading my case books. The first half of the book can probably be characterized as background setting up the deal which occurs around the middle of the book. The authors meticulously collect anecdotes and background on the key players (there are so many it's hard to keep track of who is who sometimes, but the authors helpfully include a list in the front of the book and usually include some description to indicate who the player is) that suggest the various motivations and incentives of the players. There's also a fair amount of background information on the major companies involved, including RJR and Nabisco showing how far removed the machinations of management, the board and outsider bidders were from actual operations and building the businesses that the deals were around.

What makes the deal so interesting are that personalities driving the bidding process, the various back stabbings, press leaks, rumors and power plays of the entire ordeal. The process had a few main players, the special committee that would recommend the winning bid to the board, the management team, the Kravis team, Ted Forstmann's team, and First Boston. The management team was headed by RJR Nabisco's CEO, Ross Johnson, who was better at executive power plays (climbing from the head of a Canadian food company to the head of RJR Nabisco through political moves of threatening to resign until he was appointed CEO, schmoozing the correct people, sensing weaknesses and then cutting people off at the knees), spending money on corporate jets, and rubbing shoulders with celebrities than operating the business. It's clear from the book that Johnson who initiated the entire deal was like to stir things up (partially to take his mind off of his son's accident), liked to see everyone win and thought he was doing the only thing possible to give shareholders the correct value of the stock price (he felt like the market was unfairly treating RJR Nabisco like a tobacco stock). There's various double crossings, misunderstandings and miscommunications that lead the management team, and the Kravis team into a bidding war. While Kravis at first wished to work with management, the management team's bankers did not want to work with Kravis, leading Kravis to make a bid. While there were times that management and Kravis seemed to agree to work together, but any agreement was scuttled by the conflict between their bankers Drexel and Salomon. Eventually, Kravis working without internal data was outbid by a substantial amount by management but both were outbid by a hail mary bid from First Boston, who touted a crazy tax plan that justify the bid. The bidders then entered a second round, where First Boston failed to put together the logistics for their bid. Kravis, giving off the impression (either unintentionally or intentionally) that he was not going to bid, actually bid even higher than the past management bid and beat the second round bid. Once management found out, they insisted on rebidding. Eventually the board found both bids to be similar but choose the Kravis bid because of a few minor changes that the management team bankers refused to make, and possibly because they found Johnson's management agreement (which its bankers swore would be renegotiated but then was leaked, potentially by one of Kravis's bankers during management team/Kravis negotiations) insulting.

The deals, incentives and conflicts of loyalty are complicated and well detailed in the book. To me the deal is an interesting example of game theory and incentives. Clearly the special committee had an interest in keeping bidders active in competing against each other. The bidders had an incentive to cut a deal and split the gains but personality clashes and institutional barriers kept a deal from happening (to the benefit of the shareholder and the board). Additionally, the management's advantage, access and cooperation of the head of the company was a huge advantage over Kravis who had to bid blind. The book was also an interesting lesson in auction process, Kravis kept threatening to walk in order to keep the pressure up, and management was able to wedge in a last minute bid because the special committee had an obligation to hear the best bid and the procedure was unclear on ending the auction process. The deal is an interesting lesson on the best laid plans of mice and men. Management would have won the first bidding round if First Boston did not lob its mary hail bid (giving Kravis a second chance). The crosses of conflict of interest and personality clashes (Ted Forstmann hated Kravis and felt mistreated by the management team for example) drove the dynamics of the deal as much as any rational analysis did. In the end, the deal was also an interesting example of the winner's curse. Kravis ended up not profiting off the deal, while First Boston and Ted Forstmann took off after losing the deal. Kravis ended up selling RJR Nabisco, which could not split up until RJR settled its tobacco liability through a master settlement (driven by a need to split and spearheaded by the lawyer turned CEO that advised Johnson). Johnson ended up fine as well, while he lost his position as CEO, he retired comfortably and lived off of his over 50 million golden parachute. A fascinating story. ( )
  vhl219 | Jun 1, 2019 |
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Nome dell'autoreRuoloTipo di autoreOpera?Stato
Bryan Burroughautore primariotutte le edizionicalcolato
Helyar, Johnautore principaletutte le edizioniconfermato
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Business. Nonfiction. HTML:

"One of the finest, most compelling accounts of what happened to corporate America and Wall Street in the 1980's."
â??New York Times Book Review

A #1 New York Times bestseller and arguably the best business narrative ever written, Barbarians at the Gate is the classic account of the fall of RJR Nabisco. An enduring masterpiece of investigative journalism by Bryan Burrough and John Helyar, it includes a new afterword by the authors that brings this remarkable story of greed and double-dealings up to date twenty years after the famed deal. The Los Angeles Times calls Barbarians at the Gate, "Superlative." The Chicago Tribune raves, "It's hard to imagine a better story...and it's hard to imagine a better account." And in an era of spectacular business crashes and federal bailouts, it still stands as a valuable cautionary tale that must be heeded.

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