THE MERGER MONGERS
Nocera, Joseph
THE MERGER MONGERS By Joseph Nocera For some inexplicable reason, summer seems to be merger season on Wall Street, and this summer was no exception. The American General Corp., a Texas...
...This agreement spelled out a sliding scale of fees depending on how the deal turned out...
...Toughness meant more than politesse...
...More than at any time since World War II, American business is in deep trouble, and the last thing its leaders should be doing is proving they have hair on their chests by conquering other companies...
...One such interest was simply his desire to see a good thing last as long as possible...
...But behind the scenes it is the merger pros devising the strategies, gumming up the works with lawsuits, or buying up stock in an effort to make the deal swing one way or the other...
...So people were rooting for him, though in their hearts most of them didn't think he could pull it off...
...he asked...
...He is also an apostate...
...He lost the suit (stockholder suits almost never get anywhere in court), sold the stock, and that was the end of his interest in the fortunes of Gerber...
...After the Mesa-Cities play was over—it ended in mid-June when Gulf Oil stepped in and offered to pay a far higher price for Cities stock than Mesa could afford—I went over to First Boston to talk to Wasserstein about the deal...
...They should be using the stock market to get the capital that will allow them to retool their plants, or start new enterprises that will allow American business to compete effectively with, say, the Japanese...
...He and his partner, Joseph Perella, have made First Boston's mergers and acquisitions division the most lucrative part of the firm...
...The merger pros stay to play another day...
...He had come by to offer Pickens encouragement and, after a fashion, support...
...Bruce Wasserstein...
...today they plunge into merger work as eagerly as any investment banker...
...This is capitalism," he answered finally...
...Flom himself makes more than a million dollars a year (even junior partners make about $300,000—well above what junior partners make at other New York firms...
...So in general, merger pros are very much the activists, prodding, wheedling, playing to their clients' big egos, egging them on to fight to the end, to complete deals even when, as was the case with the recent Bendix-Martin Marietta war, calling the whole thing off makes the most sense...
...But what they do is take care of themselves first...
...the investment banker will start giving legal opinions, the lawyer will make public relations suggestions, and so on...
...Even more than most of his Wall Street colleagues, Wasserstein sees takeovers as full-fledged corporate wars...
...The Cities deal offers an intriguingcase in point...
...every investment banking firm on Wall Street did the same...
...He's the expert, or so his clients believe...
...He should have stayed in Amarillo where he belonged," said one Cities Service investment banker (not Wasserstein...
...Because Mesa had been one of the great growth stocks of the I 970s, Boone Pickens had made a lot of people on Wall Street a lot of money...
...But it's more than that, really...
...Today Flom isn't just another partner at Skadden, Arps, he's the partner, and Skadden, Arps isn't just another Wall Street law firm, it's the firm to use for takeovers...
...Wyser-Pratte, in other words, would make a killing...
...That takes money out of his pocket...
...Unfriendly takeovers, once considered the most unseemly of deals, now are completely respectable...
...Maybe he is making them a little money, but how, in the end, does that help the American economy...
...This is particularly comforting to the executives, many of whom wouldn't know Bruce Wasserstein if they fell over him...
...The next afternoon, I went over to Wyser7 Pratte's office at Bache, Halsey, Stuart, Shields, Inc., where he heads the "risk arbitrage" department...
...Everyone on Wall Street today— from the pension fund manager to the investment analyst—thinks exactly the same way...
...At 35, he is a pudgy, curly-haired, thoroughly disheveled man, the very antithesis of the Yankee blueblood...
...Flom's value to his clients comes in a number of different forms...
...We need our smartest people to be in business, not on its periphery...
...They were so unenlightened, he said...
...When the merger attempt failed, WyserPratte was furious...
...And Guy Wyser-Pratte, who was busily buying up Cities Service stock, was doing so because if Mesa Petroleum won this battle, it would be buying that same stock from him at a substantial premium over market...
...He has become such a fearsome figure on Wall Street that some companies pay him a retainer simply to neutralize him, to make sure he will never be on the other side of a merger fight...
...Guy Wyser-Pratte is a merger pro of a different sort...
...You might as well turn the country over to Leonid Brezhnev...
...In this arbs are merely the most visible (and possibly the most greedy) symbol of a far more widespread phenomenon...
...So here's Joe Flom, at the end of the Mesa deal, talking to Martin Lipton (another takeover lawyer almost as legendary as Flom): "If you people go ahead with this thing [continuing with the tender offer for Mesa] we're going to have to get very rough...
...What they're supposed to be doing is taking care of their stockholders...
...In any deal an arb gets involved in, he becomes in effect a very large stockholder of a company he wants to see sold off...
...Three days later the Cities people were furiously negotiating with the Gulf Oil people, and two days after that Gulf offered $63 a share for Cities...
...Above all, none of them wants to do anything that will slow down the pace of the merger mania...
...that's not his style...
...No merger lawyer is ever going to consciously pull his punches for that reason...
...The incentive of the arbs and the bankers is to push a deal—even a bad one—to fruition because that's the way they earn their fees...
...Diamond Shamrock of Dallas was negotiating a takeover of the Sigmor Corp...
...By making that argument, he was playing to Lipton's institutional interest...
...As important and challenging as finding oil might be, to these guys, it didn't compare with the challenge of big-league deals on Wall Street...
...Each company had made an unfriendly tender offer for the other, and no one had any idea how it would turn out...
...But when one stops to ponder what they really do, some different conclusions emerge...
...A corporate executive who wants to take over another company will come to Wall Street, make his play, and then return from whence he came...
...In this setting Flom is especially good...
...You're the only one who is fighting for the stockholders here...
...Bruce Wasserstein is the co-director of First Boston Corp.'s mergers and acquisitions department and is supposedly one of the most hard-nosed investment bankers in the world of M&A...
...And of course if he has guessed wrong, he can lose millions as well...
...after all, it's Flom's reputation that generates almost all the firm's business...
...Theirs wasn't that kind of profession...
...He is a tall, almost angular man who favors elegantly tailored suits and white shirts that require cufflinks...
...Mesa, with $2 billion in assets, was one-third the size of Cities, and hence the underdog, but its chairman and founder, T. Boone Pickens Jr., was a man of both savvy and flair...
...When in 1978 Western Pacific tried to take over the venerable publishing house, Flom's strategy was to have all of Houghton-Mifflin's best known—and best selling—authors threaten to go to another publisher if Western Pacific won...
...As someone who spent some time close to the center of one corporate takeover battle, I know how interesting these men are, and how much they contribute to the adrenaline-fueled excitement that characterizes these confrontations...
...I repeated the question...
...None of these machinations prevented Agee's company from going down the tubes in the end (Bendix was bought by the Allied Corp...
...Unfriendly deals required different values: winning was what counted...
...Then it was Pabst again, this time on the defensive as it tried to fend off a takeover attempt by one of its own unhappy stockholders...
...If you spend any time watching a merger up close, it becomes very easy to understand why that's where the smartest people coming out of business school gravitate...
...by 1968, merely a working majority were...
...What did I mean...
...Mesa Petroleum Co., a hot independent oil company out of Amarillo, was trying to take over the much larger Cities Service Co...
...Investment bankers never got down there in the muck with the businessmen they advised...
...I wanted to talk a little more about "the interests of the stockholders...
...First, because Skadden, Arps is so large, Flom can throw a small army into a takeover fight...
...When a corporate takeover attempt is in full swing, it is the chairmen of the companies doing battle—the William Agees of Bendix, the Harry Grays of United Technologies—whom you read about on the business page...
...If they ever write the history of the downfall of American capitalism, the Guy Wyser-Prattes and Joe Floms and Bruce Wassersteins and the rest of the merger pros deserve to be included...
...And eventually the ethic changed, too...
...One by one, the investment banking houses began putting together deals they once considered ungentlemanly...
...And no one investment banker embodies the new ethic to the degree that First Boston's Bruce Wasserstein does...
...his great gift is supposed to be his talent for devising creative battle strategies...
...Under these conditions, specific lines of responsibility become blurred...
...The merger pro sees the corporate takeover as a challenging, exciting game in which the goal is to outwit the other side and win the fight by any means possible...
...In the recent Bendix-Martin Marietta affair, First Boston at first was cut out of the action...
...It was in the middle of this takeover battle that I first encountered Wyser-Pratte...
...A merger pro, on the other hand, is entirely dependent on the game for his (usually lucrative) livelihood...
...Last year when Mobil went after Marathon Oil, for instance, First Boston and Skadden, Arps joined forces to defend Marathon...
...The sad part is, I think he was being perfectly sincere...
...If you consider yourself reasonably well informed on financial matters and the names Bruce Wasserstein and Joe Flom don't ring a bell, you're not alone...
...They affect the economy of this country in dramatic ways, and quite often are doing it under the worst of circumstances...
...Pickens was known throughout the industry as a gifted, innovative oilman...
...As for the arb, his role is even less justifiable than that of the corporate advisers...
...An "arb" (as they are called in the local dialect) buys up stock in the company he expects to lose in a tender battle and then tenders it to the expected winner...
...to accept a takeover bid by Anderson, Clayton & Co...
...Arbitrageurs like to see themselves as the keepers of the entrepreneurial flame in America...
...Cities' fate was sealed, one Wall Street analyst told me, the moment it signed that document...
...His power is very similar to the power a lawyer has over a client, or a doctor over a patient...
...When Mesa and Cities first went to war in the beginning of June, Cities had the following arrangement with its advisers at First Boston and Lehman Brothers Kuhn, Loeb (another large investment banking house with a strong merger department): each of the firms would receive a flat fee of $500,000 regardless of the outcome...
...Whether the company being tendered for wants to be bought or not has become largely irrelevant...
...In two other mergers, Skadden represented the company under attack and First Boston brought in the White Knight...
...He plays a role there...
...They'll rate a very long chapter...
...In fact, most of these people have no choice but to think short-term...
...But the merger pros weren't through yet...
...What mattered to Pickens was that Flom was working as hard as everyone else in this deal and for the same reason: to win...
...So have the Wall Street law firms, and largely in the same ways...
...About a week later, that agreement was amended to provide a bonus of $3.5 million each if Cities ended up with 90 percent or more of Mesa's stock...
...Almost every big deal of late has involved First Boston, which is to say Wasserstein...
...on the other hand, no merger lawyer wants to be the one who's involved in the deal that causes Congress finally to pull the plug on unfriendly mergers...
...SteelMarathon, which has been a disaster for both companies) that you have to start wondering: Why were they done at all...
...What's one to make of the merger pros...
...For instance, Flom invented the "vanishing author" defense for Houghton-Mifflin...
...It made sense as a battle tactic, not as a business proposition...
...But that's a hard thing to do, for mergers are fun and exciting...
...He stresses corporate machismo and he sees corporations more as prey to be hunted than as living, breathing entities that employ people and make products and do all sorts of other non-stock market things...
...He has a huge incentive to see deals completed, whether friendly or unfriendly, whether they make sense for, the companies involved or whether they don't...
...As a risk arbitrageur, Wyser-Pratte is not employed by either side, but rather works for himself and his firm...
...Takeovers are much bigger than they used to be, and a lot nastier...
...Because he has been involved in so many mergers, he can build on the strategies he has used in deals gone by...
...If he has guessed right, he can make millions of dollars in profits when the tendered stock is bought by the winner...
...It's about time managements start putting the interests of the stockholders above their own interests...
...Talk to Wyser-Pratte about the worth of his work, and he gives you his spiel about helping the stockholders of America get a fair shake...
...As one of Mesa's advisers was fond of saying, the whole thing was"a gigantic game of chicken...
...If the White Knight acquired only 15 percent of Cities' stock, the investment' bankers would get "only" $2.5 million...
...But when Guy Wyser-Pratte talked about "the interests of the stockholders," he was talking in the first person...
...And they never, ever got involved in something that might leave a bad taste in the mouth—like an unfriendly tender offer...
...if the White Knight bought 40 percent, the advisers would get $4 million...
...Elbridge T. Gerry, a descendant and namesake of the onetime governor of Massachusetts . . . R. L. Ireland III, a grandnephew of Mark Hanna . . . and of course the elder Harriman brother, W. Averell, the lifelong diplomat and former governor of New York...
...To hear Wasserstein tell it, not only would Pickens have finally lost if the deal had been played out to the bitter end (one of those things, by the way, that no one will ever know), but he was in over his head the minute he came to Wall Street...
...Investment banking used to be that kind of profession—a place where a man of standing could go to work every day and still feel, well, civilized...
...When a merger fight is in full bloom, the people who are putting the deal together are often in the same room together for as many as 20 hours a day...
...Flom's other institutional interest has to do with his relationship with the other Wall Street merger pros...
...Joe Flom is the lead partner of the law firm of Skadden, Arps, Slate, Meagher and Flom, a legendary Wall Street lawyer, who almost singlehandedly made "takeover law" respectable...
...you walk into his office and the first thing you notice are the half-dozen framed articles about himself on his wall...
...The Arbitrageur In the insular culture of Wall Street, Guy Wyser-Pratte is considered something of a hotdog...
...Short-term is all that matters...
...Joe Flom would have other deals, and in some of these he would be on the same side as those people he was now fighting...
...They were so parochial...
...And he has a talent for coming up with creative nonlegal ideas that help push a merger the way he wants it to go...
...We need productive investment a lot more than we need to be entertained by corporate merger plays...
...Today those values are in abundance in the investment houses that have a strong merger practice, but no house on Wall Street puts them at such a premium as the First Boston Corp...
...When I asked Wyser-Pratte that question, he gave me a perplexed look...
...He pointed to one of the articles on his wall...
...they can lose as easily as they can win...
...They take risks, you see...
...A merger fight that is simply too big, or too brutal, or that turns out to be too obviously self-destructive for the companies involved, might be just the thing to tip the balance in the other direction...
...Whether Yale men or not, the 1968 partners bore names familiar in American history, long past and present...
...So while his crusade for the stockholders is undoubtedly genuine, motivated by what he sees as wrongheaded policies of many company boards, it is equally true that when a stockholder makes a profit from a merger, so does Guy Wyser-Pratte...
...One Friday late in the deal, at a time when it must have become clear to the Cities board that Mesa had a good chance of winning, Cities decided it was time to look for a "White Knight"—that is, a company that would make a higher bid for Cities, and thus knock Mesa out of the play...
...All the heavyweight takeover lawyers have to be aware, at least subconsciously, that there is a constant undercurrent of anti-merger sentiment on Capitol Hill...
...Although in this deal Wasserstein and Lipton were on the other side, it wouldn't always be that way...
...Gerber had fought the takeover, arguing (of course) that it was not in the best interests of the company's stockholders...
...of Nashville, which in retaliation was tendering for American General...
...This did not sit well with the boys at First Boston: "We wanted to get in the play—on either side," a First Boston source told Fortune magazine...
...But I don't think I'm breaking any great confidence to say that he, and other people I talked to at First Boston, harbored a deep contempt for Boone Pickens...
...The Wall Street cognoscenti can be quite cynical on this subject, as well they should be...
...What he wants is quick turnover, which means quick profits...
...and as a stockholder he felt rather strongly that that wasn't in the best interests of the company's stockholders...
...But again, it seemed to me that Wyser-Pratte was the last person to be making that argument...
...He would not speak for attribution...
...Similarly, CEOs feel compelled to take the advice of their merger pros whether they agree with it or not, since they're paying a small fortune to get that advice...
...And yet with the merger pro's fee usually tied to the outcome of the deal, there is always a fear that his advice will be skewed in the direction that will make the most money for the investment house...
...The stock market still does serve that function to some extent—through mechanisms like debt offerings and equity offerings—but not nearly as much as it should...
...Pickens," said Wyser-Pratte, "you have to win this thing...
...This could be the one that screws it up for all of us...
...First, although they've obviously got a great little thing going there on Wall Street, they are not doing the rest of us any good...
...chances are he has worked with them on other deals and can therefore help psych out the opposition...
...But even if he were not that way, even if he were the shyest and most selfeffacing of men, people on "the Street" would know about Guy Wyser-Pratte...
...There are only about a dozen people who really understand how these deals work...
...He came by the Waldorf-Astoria one evening to pay a call on Boone Pickens...
...In that last statement, of course, lies the mystique of the merger pro...
...Secondly, Flom himself, though he does none of the actual legal work, usually becomes a key part of a corporate executive's strategic team...
...this way: "Until a few years earlier, almost all Brown Brothers partners were Yale graduates...
...In this respect, they're a lot like the conniving Senate aide—subtly pushing the senator in the direction of his own agenda, but making sure the boss gets all the ink...
...The Investment Banker In a New Yorker essay written over a decade ago, John Brooks described the old-line investment banking firm of Brown Brothers Harriman & Co...
...investment bankers who held their noses when they did these deals were replaced by a new breed who loved doing unfriendly deals...
...Whereas the key to doing a deal once was one man's ability to persuade another man that a merger was in the best interests of both their companies, today most big deals have at their core the notion that what counts most is moxie and money and the ability to play the tunes that make Wall Street dance...
...Managements," he said, shaking his head sadly...
...The American General Corp., a Texas insurance giant, was tendering for the smaller (but still huge) NLT Corp...
...And it's equally understandable that American executives can be so under their spell...
...Brown Brothers Harriman was not unique in its preference for hiring the bluest of bluebloods...
...It was like the old joke about the refrigerator repairman, Pickens would say: He charges $1 to tap the side of a refrigerator, and $999 for knowing where to tap...
...The patient may privately question the advice of his doctor, but he doesn't often act on those suspicions...
...His lawyers will work around the clock for weeks -at a time, preparing the federally required documents and proxy statements that are part and parcel of an unfriendly takeover bid, or running to Delaware (where most companies are incorporated) to file the plethora of frivolous lawsuits that are also standard in a merger fight...
...Pickens, a very conservative man, also liked to remark that Flom was a liberal...
...And the takeover business has been very good to the firm: with 275 lawyers, it is the eleventh largest firm in the country, and one of the fastest growing, too...
...Boone Pickens would end up in Amarillo no matter how things turned out...
...But the key provision in the agreement said that in the event of a deal that gave the White Knight majority control of Cities, the investment bankers would get $1 million for every $1 the stock sold above $50 a share...
...In the Mesa-Cities fight, for instance, he persuaded Cities to tender for Mesa as a purely defensive tactic—never mind that Cities didn't want Mesa and wouldn't have known what to do with it...
...In the humble opinion of the merger pros at First Boston, Pickens had been outclassed, outmaneuvered, outplayed in every conceivable way...
...Huge fees brought higher status than proper bloodlines...
...The last thing in the world they care about is what would be best for the company over the long haul...
...Flom charged Boone Pickens $1.1 million for three weeks' work...
...But then he would add that that didn't matter to him...
...In effect, American business needs to tell the merger pros that their services are no longer required, thank you...
...Faced with the possibility of buying a publisher that had no authors, Western Pacific backed off...
...Yet the original purpose of the stock market was not to make short-term profits for arbs but to provide the working capital businesses need to stay competitive...
...And indeed they did...
...In addition to a vintage Brown—Moreau Delano Brown, a great-grandson of the founder's brother— and [Robert] Lovett, a former Assistant Secretary of War...
...Today only one investment house—Goldman, Sachs— still refuses to get involved in unfriendly tenders...
...The lawyer The investment banking houses aren't the only Wall Street institutions to have changed dramatically in the past decades...
...Again, there was some truth in what Wyser-Pratte was saying...
...Pickens, in the eyes of the merger pros at First Boston, was a mere businessman...
...Pickens nodded and took a sip from his drink...
...That won't have the sex appeal of a takeover fight, but it will be a lot more useful...
...There have been so many bad marriages on Wall Street in the past few years (starting with U.S...
...those that tried to hold out eventually broke down when they saw fees and clients going out the door...
...Yet what I discovered during my time on Wall Street was that any attempt to understand the dynamics of a corporate merger— and indeed, of merger mania in general—is futile without knowing who these men are and what they do...
...of Tulsa...
...Pabst was trying to merge with Olympia...
...The firm played a role in the $7 billion U.S...
...But he had spent enough time on Wall Street to know to take Wyser-Pratte's comments with a large dose of salt...
...If you take away my right to make a profit then you don't have a capitalistic system anymore...
...He and Lipton are old friends, and they remained that way throughout the course of this fight...
...So whose idea was it to call in Gulf...
...even the most religious reader of The Wall Street Journal will come across their names only occasionally...
...Wyser-Pratte, though an American citizen, is French-born and bred, and he looks the part...
...That has changed now...
...Mr...
...And the man most responsible for that change is Joseph Flom...
...for that reason, he was wellknown and well-liked there...
...And so, since he had a lunch date with Wasserstein, Flom kept it...
...And it is the merger pros—particularly ambitious trailblazers like Flom and Wasserstein—who have invented the strategies and broken the ground and created the climate that has made unfriendly takeovers possible...
...in many a merger battle, what the management of the targeted company cares about most is preserving its own position...
...Yes, it was true, there was a case to be made that the Cities Service stockholders would be best served by having Boone Pickens take over their company...
...of Nashville...
...A corporate executive might spend his time trying to complete a merger—and then again, he might not...
...Steel-Marathon Oil deal (the largest in history), the du PontConoco merger (the second largest), and dozens of others...
...Over the long haul, Cities would probably be a lot better off with Boone Pickens running it than with its current crop of managers...
...These are the merger pros...
...Pickens not only didn't complain about the size of the bill, he thought Flom was worth every penny...
...it was exciting just to watch the plot unfold a little more each day...
...Joseph Nocera is a contributing editor of The Washington Monthly...
...But there aren't too many jealous partners...
...Soon First Boston was cutting Salomon Brothers out of the play, until it had almost completely taken over...
...He was good, and as mergers began to proliferate, it was Flom more and more companies turned to for help...
...He had loaded up on Gerber's stock and was about to lose a bundle...
...their fiduciary duty to the people whose money they manage forbids them to do anything else...
...It turned out to be precisely the kind of big, splashy, eyeball-to-eyeball confrontation Wall Street loves...
...Yet, fundamentally, they are taking our eye off the ball...
...Nowadays, Wasserstein is king of the multimillion-dollar merger pros...
...You'll almost never hear of a merger pro advising his client to drop his dreams of merger glory and go back to manufacturing widgets...
...By then, he was knee-deep in other mergers anyway...
...In addition, if the battle ended with Cities buying enough shares to take over Mesa, the two investment houses would receive a "bonus" of $1.5 million each...
...but at least First Boston could claim its share of the fees paid out by Bendix...
...Flom first began doing "takeover law" in the late 1960s, at a time when everyone else on Wall Street thought it was beneath his dignity...
...Why weren't the merger pros trying to stop some of those deals...
...But what those on Wall Street really noticed was that Cities had Bruce Wasserstein on its side, and Pickens had Joe Flom...
...He must have been crazy to try to do this deal," said another (again, not Wasserstein...
...On this evening, however, Wyser-Pratte was doing a lot more talking than listening...
...Though they're usually overlooked, men like Wyser-Pratte, Flom, and Wasserstein make good copy...
...Yet the incentive of the merger pro is often to push a deal to fruition—even a bad one— because that's the way he usually earns his fee...
...The only answer that makes sense is that the investment houses themselves have so much money riding on the outcome that they are loathe to prevent them...
...I was on Wall Street this summer to cover yet another of the season's big takeover attempts...
...This article grew out of a larger writing project on mergers for the Texas Monthly...
...That's the battle I've been fighting all my life...
...That price meant a $13 million fee for First Boston...
...That's right...
...In effect, the higher the price Cities was killed off for, the higher the fees for the investment bankers...
...As Bendix chairman William Agee got deeper and deeper into trouble, he finally called in First Boston to act as co-adviser with Salomon Brothers...
...And if that happens, we could get to the point where the Congress comes in and puts a limit on loans [for mergers...
...Before the search began, however, Cities signed yet a third agreement with its merger advisers...
...He is what is known as an arbitrageur, which is to say he makes his living not by working for one side or the other but by betting on the outcomes of corporate merger fights...
...And of course, right at the end of the summer, there was the now-infamous Bendix-Martin Marietta battle, covered to death by the business press, immortalized in Doonesbury, and starring the man the business community loves to hate, William Agee, and his faithful sidekick, Mary Cunningham...
...They used to see themselves as cultured, gentlemanly places, well above the messy fray...
...they included Prescott Bush, a former United States senator from Connecticut...
...That's why I came to believe, as I watched the Mesa-Cities battle unfold, that the ethic of the merger pro is precisely what we don't need on Wall Street right now...
...He is not a stockholder for very long—only from the time he buys a stock to the time it is bought by the acquiring company...
...That can be anywhere from a few days to a few months (though for an arbitrageur, a few months is an eternity...
...After all, isn't the doctor the one who's been through years of medical training, learning things the patient can never know...
...He has the computers at his fingertips, and all the right strategies in his head...
...he has a function...
...Cities was known as a sluggish, backward-thinking company...
...But what struck me as I was watching Joe Flom was how he always seemed to have some sense of what his own institutional interests were...
...That they produce nothing of lasting value doesn't seem to bother them in the least...
...all he'd done all his life was find oil...
...The nature of mergers, and the reasons for them, have changed dramatically in the past decade or so, and the merger pros have had a lot to do with that change...
...It also helps that he knows the people on the other side...
...In 1972, Wasserstein co-authored a book for Ralph Nader, The Closed Enterprise System, that attacked lax antitrust-law enforcement...
...Arbs are the quintessential short-termers on Wall Street...
...When he is listening to someone, he has a habit of touching the tips of his fingers together in a genteel, almost prissy, mannerism...
...It was about a lawsuit Wyser-Pratte had filed aimed at forcing Gerber Products Co...
...For it is he who is looking to make the short-term killing on the stock market, often at the expense of the longterm interests of the companies involved...
...For the moment, that sentiment is right where the merger pros want it—beneath the surface—but that is not to say it will always stay that way...
Vol. 14 • December 1982 • No. 10
