Goldman Sachs に見捨てられたソフトバンク
2019年10月24日 0:59 JST
Matt Levine is a Bloomberg Opinion columnist covering finance. He was an editor of Dealbreaker, an investment banker at Goldman Sachs, a mergers and acquisitions lawyer at Wachtell, Lipton, Rosen & Katz, and a clerk for the U.S. Court of Appeals for the 3rd Circuit.
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IWin
Well obviously there will be a Harvard Business School case study about WeWork, but what will it say? What is the lesson? It’s a good lesson, right? A lot of kids starting at Harvard Business School next fall will be hanging up posters of Adam Neumann in their dorm rooms. Neumann, the founder of WeWork, will walk away from this corporate bonfire with a billion dollars and a bunch of fancy houses. His great-grandchildren will be prominent philanthropists with their names on museums and universities, the strange origin of their fortunes long forgotten. Neumann did a certain sort of capitalism—one with some cachet at HBS!—as well as anyone has ever done it. It is one thing to build a successful company that creates a lot of value and take some of that value for yourself; Neumann created a company that destroyed value at a blistering pace and nonetheless extracted a billion dollars for himself. He lit $10 billion of SoftBank’s money on fire and then went back to them and demanded a 10% commission. What an absolute legend.
My very favorite part of the Adam Neumann legend might be the story of his first encounter with Masayoshi Son, who runs SoftBank Group Corp. and invests its vast piles of money. (One insane aspect of this encounter is that it happened in 2017. A busy two years!) “Mr. Neumann has told others that Mr. Son appreciated how he was crazy—but thought that he needed to be crazier.” 1 I like to imagine that conversation with the hindsight of the last few months:
Son: What does your company do?
Neumann: We lease office buildings, spruce up the space and sublet it in small chunks.
Son: Hmm I invest in visionary tech stuff, this doesn’t really sound like my thing.
Neumann: Did I mention we are a state of consciousness. A generation of interconnected emotionally intelligent entrepreneurs.
Son: Okay yeah that’s more like—
Neumann: The world’s first physical social network. We encompass all aspects of people’s lives, in both physical and digital worlds.
Son: You’re crazy! I love it! But could you be, say, ten times crazier?
Neumann: You’re going to invest $10 billion in my company, which I will use as kindling to light the whole edifice on fire, and then when we are both standing in the ashes you will pay me another billion dollars to walk away while I laugh at you.
Son: All my life I have dreamed of meeting someone as crazy as you, but I never really believed this day would come.
Neumann: I’m gonna use your money to buy a mansion with a room shaped like a guitar, where I will play the world’s tiniest violin after all your money is gone.
Son: YES PUNCH ME IN THE FACE.
Neumann: Also I’ll rename the company “We” and charge it $6 million for the name.
Son: RUN ME OVER WITH A TRUCK.
He got his money; SoftBank ended up investing more than $9 billion in WeWork before its aborted IPO. 2 Now it is doing this:
WeWork, in danger of running out of cash in the coming weeks, chose a rescue offer from SoftBank over a competing proposal from JPMorgan Chase & Co., according to people familiar with the matter. It had asked both parties to submit proposals by a deadline yesterday.
The deal is expected to value the company at about $8 billion, a far cry from what it was aiming for in an initial public offering earlier this year and even less than the $47 billion at which a January investment from SoftBank pegged its worth.
Mr. Neumann, who was forced out as chief executive after pushback from prospective investors scuttled the IPO, has the right to sell $970 million of shares, or roughly one-third of his stake, in a so-called tender offer in which SoftBank will offer to buy up to $3 billion in WeWork stock from employees and investors.
The Japanese conglomerate, which already owns about a third of the company, will also extend Mr. Neumann credit to help him repay a $500 million loan facility led by JPMorgan, the people said. It will also pay him a $185 million consulting fee. ...
As part of the deal, which We was expected to announce as soon as Tuesday, SoftBank would move up a $1.5 billion investment it had been scheduled to make next year and extend the company a $5 billion loan.
That’s nine point five billion dollars that SoftBank is putting into WeWork, 3 on top of the more than nine billion dollars it has already put into WeWork, an astounding total of more than $18.5 billion for a company it values at $8 billion. 4 And while WeWork is desperate for the $1.5 billion equity investment and the $5 billion loan—it is running out of cash and “so strapped that it could not afford severance payments for the employees it plans to lay off,” notes my Bloomberg Opinion colleague Shira Ovide—the $3 billion tender offer seems a little gratuitous? That is not money that is going to keep WeWork afloat; that is just cashing out other investors to leave SoftBank holding more of the bag. (The bailout will give SoftBank about 80% ownership.) Presumably—though who knows!—SoftBank does not have limitless money to pour into WeWork, so it’s strange that such a big chunk of its WeWork rescue investment is not going to fund the company.
Perhaps the motivation is that SoftBank are true believers and don’t want their deep-value bet on WeWork to be diluted by other shareholders. But my assumption is that the tender offer is the result of Neumann’s holdup power: Prior to the deal, Neumann is still the company’s controlling shareholder, and he could just say no to a deal that he didn’t like. That might completely evaporate his own wealth, but it would evaporate a whole lot more of SoftBank’s, and it kind of looks like SoftBank blinked first: In effect, the price of Neumann allowing SoftBank to rescue WeWork was that SoftBank had to hand Neumann a billion dollars for himself. One version of that Son/Neumann origin myth has Son telling Neumann that “in a fight, being crazy is better than being smart,” and you can see a little of that in this negotiating dynamic. As his company’s value vanished due to his own hubris and weirdness, Neumann went back to his biggest investor for more desperately needed money, and somehow he held all the cards.
Certainly that $185 million consulting fee is a result of his holdup power. 5 But to be fair there is a consulting arrangement, and a four-year noncompete. Do you think they’ll call him up and ask him for advice? Make him earn the money? What will he tell them?
New CEO: Adam, we have some problems with lease renewals, we were hoping to get your advice about what to do.
Neumann: I advise you to put a million $100 bills in a burlap sack with dollar signs printed on it and leave it in a spot I’ll mark in my 60-acre Westchester estate.
New CEO: That will help?
Neumann: I mean it’ll help me.
When WeWork first filed the hilarious paperwork for its IPO, I wrote about some of the governance red flags—not so much Neumann’s absolute lifetime-and-beyond control of the company, but his apparent willingness to enrich himself at the expense of shareholders. It all struck me as ominous. If the founder-CEO-controlling-shareholder is doing all that stuff before the IPO, I wondered, what will he do later when the profits roll in? If WeWork ends up creating a lot of value, how can you be sure that Neumann won’t find ways to appropriate a lot of it for himself rather than sharing it with his investors? In hindsight, this was insufficiently cynical. In the event, WeWork ended up destroying a ton of value between that IPO filing and now, and Neumann found new ways to enrich himself anyway.
スマホで無料通信アプリを使用すると学力が低下することを明らかにしました
2015年3月19日 13:00
学習意欲の科学的研究に関するプロジェクト（仙台市教育委員会、東北大学）は、仙台市標準学力検査の成績と、子ども達の生活習慣や様々な生活環境の関連の解析を行ってきました。平成26年度の調査では、平日にライン等の無料通信アプリを使用すると、使用時間に応じて学力が低下することを、学力低下は平日の睡眠時間や家庭学習時間には関わらず、アプリを使ったことによる直接の効果である可能性が高いことを発見しました。
2015年3月19日 13:00
学習意欲の科学的研究に関するプロジェクト（仙台市教育委員会、東北大学）は、仙台市標準学力検査の成績と、子ども達の生活習慣や様々な生活環境の関連の解析を行ってきました。平成26年度の調査では、平日にライン等の無料通信アプリを使用すると、使用時間に応じて学力が低下することを、学力低下は平日の睡眠時間や家庭学習時間には関わらず、アプリを使ったことによる直接の効果である可能性が高いことを発見しました。
