米特?羅姆尼的對沖基金從業(yè)史
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????米特?羅姆尼喜歡談論他在貝恩資本（Bain Capital）做風險投資家時的那段時光，他的獨具慧眼幫助史泰博（Staples）、The Sports Authority等新興企業(yè)成長為今天的大公司。批評他的人則盯著他做杠桿收購投資人的那些年月，特別是貝恩資本賺了錢但所投資公司最后破了產(chǎn)的交易。到底是就業(yè)創(chuàng)造者，還是企業(yè)劫掠者？ ????這兩種說法基本上都正確，因為羅姆尼時期的貝恩資本對投資活動進行了多元化。 ????但在羅姆尼的投資生涯中還有一個身份，似乎是支持者和詆毀者都沒有提到的：米特?羅姆尼，對沖基金經(jīng)理。 ????貝恩資本早期的投資活動基本上都是私募股權長期投資，但也有例外。 ????比如，1995年，貝恩資本的第四支私募股權基金購入了佛羅里達上市唱片公司Alliance Entertainment的股份。這項投資并不怎么樣。兩年后Alliance提交了破產(chǎn)申請，并指控貝恩進行“短線交易”（short-swing）獲利超過290萬美元——Alliance認為這些收益應該返還公司（法律規(guī)定持有10%及以上股份的大股東必須將持股6個月內(nèi)的股票交易利得返還公司）。雙方最終達成了75萬美元的和解，而貝恩無需承認有錯。 ????另外，還有過一項相關的、針對貝恩資本的集體訴訟，貝恩竭力反對讓羅姆尼出庭作證，雖然是正是羅姆尼簽字同意了這些交易。 ????在Alliance交易一年后，貝恩的一些員工開始探索推出自己的上市股票工具，希望能抓住市場機會獲利（當然，這和Alliance無關）。這一模式無論是從使命、還是架構上都迥異于貝恩先前的模式，但公司高管似乎不想讓員工這樣費盡周章。 ????因此，1996年10月，貝恩出資成立了Brookside Capital，在貝恩資本的大框架下作為一家獨立的對沖基金進行經(jīng)營?；鸬膯淤Y金源于貝恩合伙人的3,000萬美元，1997年開始對外募資。 ????讓人困惑的是Brookside如何與貝恩資本其他業(yè)務契合。貝恩最初是由一群管理顧問創(chuàng)立的，這些顧問相信自己的經(jīng)驗專長能幫助年輕公司成長。隨后，他們將這一模式拓展至杠桿收購，依然相信咨詢之本能幫助陷入困境的企業(yè)進行亟需的改變（或讓好公司錦上添花）。 ????無論是哪種情況，貝恩要么要求獲得控股權，要么至少要獲得很強的話語權。但Brookside投資的股權比例相對較小，很多時候都不足以影響企業(yè)做出改變。 |
????Mitt Romney likes to talk about his time as a venture capitalist with Bain Capital, helping to launch corporate giants like Staples and The Sports Authority. His critics like to focus on Romney's years as a leveraged buyout investor, highlighting (a handful of) deals in which Bain made money while its portfolio companies went broke. Job creator versus corporate raider. ????Both narratives are largely legitimate, since Bain Capital diversified its investment activities during Romney's time at the helm. ????But there also is another part of Romney's investment activities that neither his supporters nor his detractors seem to talk about: Mitt Romney, hedge fund manager. ????Virtually all of Bain's early investment activities were centered on long-term bets in the private markets, but there were exceptions. ????In 1995, for example, the firm used its fourth private equity fund to purchase shares in a listed Florida record label called Alliance Entertainment. It didn't go too well. Not only did Alliance file for bankruptcy two years later, but the company would accuse Bain of executing "short-swing" trades that generated over $2.9 million in profits that Alliance felt should be returned to the company (under rules stating that 10% shareholders must disgorge to the issuer any profits on trades made within a six-month period of one another). The two sides eventually settled for $750,000, without Bain having to admit any liability. ????There also was a related class action lawsuit filed against Bain, in which the firm strenuously argued against requiring Romney – who had signed off on the trades – to be deposed. ????One year after the Alliance trades, some Bain staffers began talking about wanting to launch their own public equities vehicle, to capitalize on perceived market opportunity (unrelated to Alliance, of course). It was a much different model – both in terms of mission and structure – than Bain had previously employed, but senior management didn't want the staffers to go out of their own. ????So Bain sponsored the launch of Brookside Capital in October 1996, to operate as an independent hedge fund underneath the Bain Capital umbrella. It was originally seeded with $30 million in Bain partner capital, and began soliciting outside commitments in 1997. ????What was tricky about Brookside, however, was how it fit thematically within Bain. The firm had originally been launched by a group of management consultants who thought they could use their expertise to help young companies grow. They then expanded that model to leveraged buyouts, again believing that their consulting roots could help implement much needed changes at struggling businesses (or make strong businesses even stronger). ????In both cases, Bain either would require control or at least a very powerful voice at the table. With Brookside, however, the positions would be relatively small and, in many cases, powerless to effect change. |
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