In January 1982, Bill Simon bought 33% of Gibson for $330K. The value of that $330K investment when Gibson went public in May 1983: $66.7 million.
That's a 202X return in 17 months.
Here's how he did it…
Bill Simon, a trader-turned-statesman, left his job as Treasury Secretary in 1977.
His financial position:
- Salary: $66 thousand
- Net Worth: $2.5 million
He spent the next five years:
- Consulting
- Value investing
- Commodity trading
Then he found his niche: LBOs
In 1981, Bill Simon and Ray Chambers, an accountant-turned-investor, formed Wesray. The plan: Use Simon's contacts and Chambers's analytical skills to buy good companies with borrowed money.
Wesray's first buyout? Gibson Greetings
Why buy Gibson?
Gibson, the third-largest maker of gift cards and wrapping paper, had qualities Wesray liked:
- Low-tech business
- Low-price, high-value product
- Non-cyclical demand
These qualities produced:
- HSD sales growth (w/o a decline)
- Low-thirties ROICs
Why the low price? Two reasons:
- Macro
- Forced seller
MACRO
Wesray bought Gibson when:
- The US was in a recession
- Interest rates hit 15%
- Inflation exceeded 10%
Simon: "When we bought Gibson, all the market conditions were wrong. Interest rates were too high. Inflation was too high. But that's when bargains exist."
FORCED SELLER
Wesray bought Gibson in a carveout from RCA. At time of sale, RCA's "mountain of debt and disappearing profits left it so starved for cash that its new chairman was trying to sell off important hunks of its business."
On closing day, Simon paid himself:
- Deal fees: $290K
- Financing fees: $125k
His net investment: - $85K
He also received…
- $321K consulting fees
- $901K distributions
…In the first 17 months.
Simon's dollar gain: $66.7M on $330K
Simon made more on the deal than Lehman Brothers, Gibson's investment bankers, made in a year. It was so good that Steve Schwarzman, the Lehman banker overseeing Gibson's sale, and Pete Peterson, Lehman's CEO, quit and started their own LBO firm.
That firm: Blackstone
Simon's biggest deal risk? Closing
Gift card and wrapping paper seasonality required large working capital investment:
- Receivables: 6 to 11 months
- Inventories: 3 to 9 months
To fund the WC swings, Gibson needed a $100M credit line, which exceeded the $84.6M purchase price.
The solution? A sale-leaseback.
Wesray arranged a $30.6M sale-leaseback of Gibson's real estate. This enabled Wesray to fund the $84.6M LBO and still have $60.2M of drawdown left for seasonal working capital needs.
+ $84.6M cash for LBO
+ $60.2M undrawn
= $144.8M total funding
Want to learn more about Simon? Check out his autobiography. It includes background on both his government service and his investing career.
Julius Koppelman, "the RCA exec handling the sale," brought Gibson to Wesray. He also "wasn't interested in getting the highest price." And "when the deal closed, Koppelman left RCA to become a consultant for Wesray."
APPENDIX
Bill Simon giving hope to us slackers:
APPENDIX
Bill Simon on patience:
"Patience is the hardest thing in the world for an investor. Just to sit there, it's hard to do nothing."
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In 1976, the California Newspaper Service Bureau, a mutually-owned public notice ad sales agency, settled a restraint-of-trade lawsuit. The settlement terms required that they (a) pay the plaintiff $1.5M and (b) sell their 100% interest in the Daily Journal Corp ("DJCO").
Munger's New America Fund ("NAF") bought the DJCO for $2.2M in 1977. DJCO had circulation of 18,000 and $4M of revenues, making it:
- The US's largest legal publisher
- SoCal's dominant legal daily
In 1971, Munger's Blue Chip Stamps ("BCS") agreed to buy CE for $29M. That purchase price was a big commitment for BCS, amounting to:
- 30% of liquid assets
- 80% of shareholders' equity
Here's the story…
CE was Cincinnati's largest newspaper. Scripps, a newspaper chain, bought the paper in 1956. But there was a problem: Cincinnati was one of the last "two-newspaper towns," and Scripps controlled both papers. This led to an antitrust suit and DOJ-imposed sale of CE to Munger.
Why'd Munger bid on CE?
Consider the newspaper economics:
→ More content → More readers
→ More readers → More advertisers
→ More advertisers → Higher ad rates
→ Higher ad rates → More content
This feedback loop led to what Buffett called "survival of the fattest."
In 1972, Jerry Kohlberg, Henry Kravis and George Roberts bought Vapor for Bear Stearns. Despite closing on the eve of a recession, the deal worked so well that they used it as a template for future buyouts.
See below to learn why...
Bear bought Vapor from Singer Corp (sewing). The company had three divisions:
- Mass transit equipment
- Oil & gas valves and pumps
- Industrial process control parts
Think these were low-return cyclical businesses? They weren't.
Vapor:
- Earned +20% ROIC
- Grew every year
Why was Vapor such a good business?
Vapor's products:
- Were proprietary
- Had high aftermarket sales
Vapor, for example, sold mass-transit bus systems that:
- Ran under harsh conditions
- Required sole-source replacement parts
Rank was a cheap way to buy Xerox. It owned a 50% interest in Rank-Xerox, which controlled the non-US rights to xerography. Berkshire paid just ~15x for Rank. Xerox Corp, on the other hand, traded at a ~60x multiple.
Rank invested $1.7 million into Rank-Xerox. Yet by the time of Berkshire's investment in late 1966, Rank-Xerox:
- Grew revenues to $125 million
- Produced 40% operating margins
- Earned a 30% return on equity
Rank-Xerox accounted for 60% of Rank's 1966 consolidated net profits.
How'd Berkshire's Rank investment turn out? Over the next few years, Rank-Xerox grew revenues by ~35% a year and increased profits by 3x. Rank Organization's multiple also increased from 15x to 30x.
The result: Berkshire's two-year investment produced a 3.6x MOIC and 90% IRR.