If it's not publicly traded, it's super secure from any public accountability.
And while I'm increasingly hostile toward the shareholder model, we do get one transparency breadcrumb from this (gov managed) contrivance: The Earnings Call
Earnings Calls give us worthwhile amounts of internal information that we'd never get otherwise - info that often conflicts with public statements and reports to govs.
Like CapEx expenditures/forecast and the actual reasons that certain segments over/underperform. It's a solid way to catch corporations issuing bald-faced lies (for any press, public, gov that are paying attention).
AT&T PR: Net Neutrality is tanking our infra investment
ATT's EC: CapEx is high and that will continue
I'll bet 1 share that there are moves to get this admin to do away with the requirement.I won't be your counterparty on that bet, you've already won:
https://www.forbes.com/sites/saradorn/2025/09/15/trump-wants...
One of the reasons cited? All the work it takes. Which is just an insane response. If your business is so poorly run and organized that reconciling things each quarter represents a disproportionate amount of effort, something is very wrong. It means you definitely don't know what's going on, because by definition you can't know, not outside those 4 times a year. In which case there's a reasonable chance the requirement to do so is the only thing that's kept it from going off the rails.
Not to mention, quarterly reports incentivize a company to focus on the current quarter instead of longer-term sustainability. Reporting twice a year doesn't solve all the above problems, but it sure would reduce them a little.
These standards are different than IRS reporting.
I don’t care about the GAAP depreciation guidelines when I’m deciding something if my own internal metrics show that I can get twice the useful life out of equipment
Under the existing legal and regulatory model, yes.
But what abusing that model long-term will eventually result in government-level change that effectively bans the existence of such exploits, wide-spread vigilantism, and/or some sort of collapse.
The endpoint of vigilantism and collapse is more economic opacity. Not less.
My personal view is companies with more than any of 1,000 employees, $10mm revenue or a $100mm valuation should have to file a simple annual disclosure showing the cap table ad balance sheet, a simple P/L, list of >5% beneficial owners and their auditor. But the path to that is through legislation in a complex, stable society.
And how are you going to calculate valuation for a closely held private company? In particular, how are you going to calculate it without making them do the thing you don't know if they're required to do without having the calculation already?
My thinking was it should be simple to produce. Maybe for revenue only you eliminate the balance sheet and maybe P/L or cap table requirements.
> how are you going to calculate valuation for a closely held private company?
I was thinking headline valuations, but you’re right. Skip valuation.
I'm not sure I understand your argument? Wages come out of revenue not income? So the $100k would go to the owners, but as captical gains not wages.
A thousand employees is a business on the scale of a mid-sized bank or companies like VeriSign or LendingTree or Iridium Communications. Companies with something like a billion dollars in revenue. $10M in revenue is a small business.
Maybe exempt pass-throughs?
You're using or. That means you don't need a low revenue number. You could use $10B because nearly all of the relevant companies would already be in on the basis of the number of employees regardless, so all you need is to catch the few outliers that manage to be major companies without hitting the employee threshold.
Out of curiosity, why $10bn versus $1bn?
After a couple of generations watching my government become increasingly captured by the lobbyists funding elections - I'm fairly skeptical that your optimistic assertion will come to pass.
Doubly so now that capture is rapidly accelerating into a hostile, fascist takeover.
How to fix it: let shareholders be gradually bought out—much as slaveholders in Europe were—by (gasp) utility tokenholders. Think Shares in Disney Corp vs Disney Dollars. You transition from extractive shareholders to people who actually use and depend on the ecosystem. That eliminates the parasitic shareholder class that drives most of late-stage capitalist enshittification, rent extraction, and negative externalities.
For clarity, here are just some of those externalities that flow directly from quarterly-earnings-driven incentives:
destruction of ecosystems
deforestation and rainforest loss
collapse of fisheries and ocean systems
factory farming / industrialized animal suffering
desertification of farmland
strip mining and toxic waste dumping
privatization and depletion of freshwater
carbon emissions and climate destabilization
environmental injustice and poisoning of local communities
lobbying to block regulation and accountability
social media addiction design for engagement metrics
monopolization and killing off smaller competitors
offshoring, wage stagnation, and worker precarity
financialization of everything (housing, healthcare, education)
political capture to preserve the whole machine
This is not some random accident, this is the inevitable equilibrium of shareholder primacy.The entire model of late-stage shareholding is flawed. Corporations exist because governments grant them charters. Government sets the rules for how shares work—and can change those rules. Buying shares is not like buying bonds. Shares are residual claims with far higher risk. So we can absolutely add another risk: that shareholders may be gradually bought out and the institution wound down, the same way the FDR administration forced private gold holders into a buyout under the Gold Reserve Act.
That was far more authoritarian, because gold is a physical asset you own in self-custody. Shares, on the other hand, only exist because a third-party company continues to operate in ways that profit you. That dependency already implies higher risk. Therefore, we can add the additional risk of a structured, government-mandated transition away from extractive shareholder capitalism—just like Europe did when ending slavery. And let's be honest: late-stage financialized shareholding has been a blight on the planet.
And none of this is historically radical. Before the modern era, the idea that shareholders should dominate everything simply didn’t exist.
Pre-1960s:For much of the 20th century, a broader "stakeholder theory" was the norm. Management balanced employees, customers, suppliers, and communities—not just shareholders.
1960s:The turn began with Milton Friedman’s argument that a company’s only responsibility is maximizing shareholder profits (1970 NYT Magazine). 1980s:Shareholder primacy took over.
Hostile takeovers forced boards into short-termism.
Executive compensation was tied tightly to stock price.
Financialization embedded all of this into corporate DNA.
Shareholders were not always in control. Their dominance "waxed and waned," and the current form of shareholder primacy is a late-20th-century financial ideology posing as an eternal law of nature.If that ideology got us enshittification, ecological collapse, and a sociopathic corporate culture, then yes, we can fix it the same way other harmful institutions were fixed: buy the incumbents out and transition to a saner governance model.
Monopolies, lack of transparency, lack of competition, regulatory capture, failure to price in externalities are what allows this to happen.
And these failure modes are allowed to persist due to lobbying, normalised corruption, and the desire for a small/weak government.
The latter is useful for corporations, as it limits regulation, which is the main way these failure modes are supposed to be managed. Yes, too much/bad regulation is detrimental, but so is no/weak regulation.
The more baffling thing is that the modal American voter supports lax regulation and pro-corporate rules at their own personal expense.
The only difference with public companies is we actually have data about their finances.
The private companies are doing it all under wraps.
1. Investors who want to invest in companies with a growth story and want the company to grow bigger and be “successful” enough to exit either via an acquisition or the public market. But often times these days, just to pawn off to the greater fool.
https://medium.com/@Arakunrin/the-post-ipo-performance-of-y-...
2. Investors who want to go in and make the company worse and do enough value extraction for short term gains. The canonical case is when a restaurant chain owns its own real estate. They split off the restaurant from the underlying real estate and make the restaurant pay rent that goes up. The restaurant flounders and the real estate holdings increase in value.
And another strategy is to acquire companies in your vertical, roll them all up, fire redundant staff and integrate systems and then exit. Of course you enshitify the smaller once independent mom and pop systems in the process.
In fact, staking your shares and getting a perpetual flow of utility tokens, or selling the shares, could be a good compromise. But the shares would cease to confer voting power or dividends. The dividends would be paid out in the utility token itself. So the utility tokens might get devalued if there are too many of them, or they could be burned as transaction fees for instance, reducing their supply. There are a ton of possibilities.
Reinterpreting shares as something like a bond with a yield in the ecosystem's own currency makes things much more sustainable. Yes, the shareholders would still want the ecosystem's growth to outpace the token issuance, but also, they could just increase the fees' burn rate of tokens. But that's like extracting rents. So yes, I think eventually, shares should simply get less and less dividends over time. Look at the Miracle of Worgl and their currency undergoing demurrage, for instance.
In the ideal scenario, though, new companies would have no IPO ever, only ICO of utility tokens. Just make IPOs almost impossible to do from a regulatory point of view. It's becoming rare anyway. This would mean that early shareholders would get their returns by staking shares and receiving utility tokens which they sell to ecosystem participants (so they're incentivized to help grow the entire ecosystem, refer new customers etc.) And eventually, the market cap of the shares is totally phased out due to demurrage and the utility tokens is all that remains.
This would return closer to the model where you invest into a business because you believe in it.
As a result, you totally ignore the very real problems that get bigger and bigger due to late-stage shareholder capitalism, and call it a "failed attempt to manifest" the problems.
So if you want to sell tokenization as not being stocks/shares by another name, tell me how you're changing the fundamentals. I buy into ventures to say, get dividends, or knowing I'll lose money, but hoping to see something manifest that I want to see that may not be profitable yet, but I want to be a part of. How does your change to tokens differ at all, from me buying shares of stock?
If you can't provide an answer to that, I continue to stand by my original statement. Unless, of course, you're being a proponent of a public database of beneficial ownership of all legal fictions. In which case you might get some interest out of me, but I guarantee you'll run into other forms of Dead on Arrival until you fix/address the whole problem around said database basically provides a map for targeting all of the top centralizations of capital, which none of those individuals will probably be okay with being the case to the degree it will be prevented through buying out political clout.
Why? Is there some code of conduct for public companies but not private ones?
No but there’s a difference between private companies and PE owned companies. PE model is very different from regular private companies, and it often involves extracting maximum profits at the expense of the company itself.
And as far as public companies go, shareholders will have to say something about the operation of the company if you start intentionally sinking it.
How does a PE company make money from that - unless who they sell it to is not saavu enough to realize it?
Not all PEs model. The ones you are referring to are often buying large businesses (like the infamous Toys R Us) load them with debt and strip their assets. 90% of the other PEs out there do not do this...in fact the opposite. They put capital on their balance sheet to grow.
Berkshire Hathaway is a PE fund with permanent capital.
Broadly speaking, making generalisatios about PE is almost impossible because it's an asset class which is, essentially, all non-public business. Instead, it's more useful to think about which element private equity touches you're specifically complaining about: capitalism in general, financial transparency, leverage and liability.
The quiet ones that simply run business well, don't make the news.
There are PE firms that specialize in rescuing distressed companies with potential and turning them around. In many cases not firing anyone and holding onto the form they acquired for a long time.
And don’t call themselves PE. They’re a diversified family business. Or a VC fund. Or whatever the fuck the Ellison’s are doing to Paramount.
There's a pattern of behavior, to be sure. The primary control on public companies is shareholder scrutiny. Gutting your company for short term gains, is not always popular. The more diverse the shareholder cohort, the less popular it tends to be.
Private companies don't mind it when they can literally start a new company with the assets from the old without the pesky plebian investors.
Ofc you know this.
It's more about Private Equity firms than private companies. The oversimplified TL;DR strategy for most PE firms is acquire, strip, pump, then dump (combined with all sorts of tax strategies). Most PE firms don't own the companies themselves, but act on behalf of investors and take a cut of the ultimate profits. So it's basically tons of short term thinking.
A huge wealth transfer in disguise providing capital to financial actors (not at last PE) that are usually not aligned with goals of regular employess: affordable housing and healtcare and reasonably safe jobs.
As Germany is on it's way to dismantle it's core of it's pay-as-you-go mandatory state pension insurance and shift towards private, and privat-by-proxy schemes via company pension plans. Europe might be also going that way some time in the near future, but without the comparably healthy demographics of the US.
https://en.wikipedia.org/wiki/Revenue_Act_of_1978
Funny that all those charts eventually go back to Carter allowing for 401k not, Reagan, though that reuse only happened later.
My bigger hunch here is supplying the capital markets with that much additional money was a mistake, that ultimately lead to the current guilded age and accelarated existing trends of in the productivity–pay gap, social stratification and wealth inequality, if not solely being responsible for it.
It seems outright impossible for most to compete with a economic reality where the accrued value of like a third of your and everyone else's paycheck is actively working against your net quality of living, when you're not in the top 1 to 10% where the capital gains are a still a net positive over the increased cost of housing and wage stagflation etc.
/s?
Again, what's the basis of this? Half the people in this thread seem to take it for granted that PE is somehow "worse" than public companies, but can't seem to articulate why. The only legal difference between public companies and "private equity" is that the former has stricter reporting requirements and can be bought by non-accredited investors. There's nothing about "ostensibly, trying to make a good or provide a service" or whatever.
Eg: purchase a few mom&pop veterinarian business in some area. Squeeze the service rates, trim hours, reduce staff, add some debt. The PE investor gets cash out - the business is destroyed and the community loses a (critical? valuable?) service.
It's a common pattern. But not all PE is like this. Like "not all men" and "not all guns" - but enough that the pattern is easily associated - and disliked by many w/o the power to keep them out.
Greed is very high right now. And you can see that in the behavior of all types of companies. Historically when greed is high like this you eventually end up with a Lehman Bros or Enron situation that causes a painful market place correction.
At least public companies have some diversity in ownership and agenda.
...as opposed to the average public company? An average company might have more "average joe" shareholders (almost by definition, because private equity is typically off limits to non-accredited investors), but outside of meme stocks, there's not enough of them to make a difference. The rest of the shareholders (eg. pension funds, insurance companies, endowments, family offices) can be assumed to behave like ruthless capitalists chasing the highest returns, regardless of whether the company is public or not.
There is a legal requirement for directors of public companies to act in the financial interests of all shareholders. In practice, and according to precedent, this means long term viability of the company, in other words, a sustained profitable business.
There is no such requirement for a private company. In practice (esp. recent history), this means private equity firms acquire successful businesses to "mine them" of their wealth - capitalizing their assets for personal gain, and leaving nothing left.
The question for public companies isn't how many retail vs institutional investors they have, it's whether an investor can make a claim about a breach of fiduciary duty. It's patently false to say that the institutional investors (who yes, do have more sway) aren't interested in the company acting in their financial interests.
No, there isn't.
The whole point of Revlon duties is that they trigger "in certain limited circumstances indicating that the 'sale' or 'break-up' of the company is inevitable" [1]. Outside those conditions, "the singular responsibility of the board" is not "to maximize immediate stockholder value by securing the highest price available."
> There is no such requirement for a private company
Are you thinking of minority rights? These vary based on whether a company is closely held or not [2], not whether it's public or private.
[1] https://en.wikipedia.org/wiki/Revlon%2C_Inc._v._MacAndrews_%....
[2] https://millerlawpc.com/rights-minority-shareholders-private...
It's well established over hundreds of years of case law that directors of public companies have to act in good faith to benefit the company (and therefore, the shareholders).
Weird cherry pick.
It’s an exception that proves the rule. In that specific case, what you’re saying applies. In all others, it does not.
> It's well established over hundreds of years of case law
Where are you getting this from?
> directors of public companies have to act in good faith to benefit the company (and therefore, the shareholders)
Where did you get that this only applies to public companies? What you’re describing is basic English and Delaware corporate law.
Also, there is a massive difference between “all shareholders” and “the shareholders”. And nothing about public companies says they can’t be structured in a way that sometimes undermines some shareholders. This comes up most commonly when different shares have different voting or blocking rights. But it’s also fundamental to the intent behind B Corps, publicly traded or not.
I seriously doubt you're operating sincerely in this thread, given your ability to cite Revlon. But on the off chance, start here:
https://en.wikipedia.org/wiki/Dodge_v._Ford_Motor_Co.
> And nothing about public companies says they can’t be structured in a way that sometimes undermines some shareholders.
See above.
I know about the topic and can correctly cite sources, herego I'm operating insincerely?
> start here [1]
You're citing a 1919 Michigan state court decision concerning the Ford Motor Company. Ford went public in 1956 [2]. The sole source you've cited is about a then-private company from over 100 years ago.
You said "there is a legal requirement for directors of public companies to act in the financial interests of all shareholders." That is wrong. It's doubly wrong in the context of public versus private companies, given it applies to all business corporations.
[1] https://en.wikipedia.org/wiki/Dodge_v._Ford_Motor_Co.
[2] https://www.fool.com/investing/2019/01/16/63-years-later-wha...
> You said "there is a legal requirement for directors of public companies to act in the financial interests of all shareholders." That is wrong. It's doubly wrong in the context of public versus private companies, given it applies to all business corporations.
Wouldn't that mean my statement is incomplete, not "doubly wrong", if it applies to all businesses, not just public ones?
Similarly, cherry picking sources that support narrow scenarios tangential to the discussion (Revlon) is not sincere.
By this point it's clear your religious grasp on the distinction between public and private companies will not be shaken. I'll continue living in reality, where in fact directors of private companies do act against the interests of the company itself (and in practice are still in accordance with the law), paying themselves off and leaving an insolvent heap. I'm honestly shocked regarding your insistence that public and private companies are the same in this matter; I can only assume that you already have, or stand to, gain from such a private endeavor, and this is causing a cognitive dissonance that is at fault for the vomit you've spewed above. Good day.
All that means is that controlling shareholders can't use the company as a piggy bank and raid it to fund their other ventures. It doesn't mean the business has to be "sustainable" or whatever. In fact, it's perfectly legal for the board to sell to a "vulture" PE firm that will sell the business off for parts, as long as the sale price is good enough.
Selling off a public company like that is generally not trivial and is not surprise sprung on shareholders.
This is a constant source of litigation in public and private companies alike. A recent prominent case on the public side was National Amusements constantly fucking up the sale of Paramount if it didn't have special goodies for Shari Redstone.
> Selling off a public company like that is generally not trivial and is not surprise sprung on shareholders
Merger law is largely state corporate law. If you have a Delaware C corporation, you're operating under more or less the same merger rules irrespective of how your stock is traded.
What may be misleading some folks is that in a private company, these deliberations are typically covered by NDAs. In public companies, it happens in the open. With private companies, someone needs to get pissed off enough to sue. Herego the understandable availability bias.
To drive home how misleading this purported delineation is, consider that some of the largest private equity managers (e.g. Blackstone and KKR) are themselves publicly traded.
Private equity has tons of issues. Tons. In some industries (e.g. healthcare) it shouldn’t exist. But this tripe about public companies having duties to shareholders which private companies don’t is nonsense.
Instead they had to give “goodies” personally to Trump in the form of a $15 million bribe…
More of an in addition to than instead.
Yes, you're getting it now.
> It doesn't mean the business has to be "sustainable" or whatever. In fact, it's perfectly legal for the board to sell to a "vulture" PE firm that will sell the business off for parts, as long as the sale price is good enough.
As discussed elsewhere in this thread - the sale itself is required to maximally benefit the shareholders.
Apple is not going to sell off all of its real estate into separate company, force the other half to rent it and then sell off the rental holdings. Even when it was almost bankrupt it didn’t “shut down the company and give the money back to shareholders”.
The former is a standard PE play. I’ve been part of the “roll up small companies and enshittify them and go public” playbook. I was the lead architect at the parent company designing the software system that integrated the disparate systems of the target companies.
Funny enough I worked for a startup that I loved in 2018-2020 and only left because a job at BigTech fell into my lap. After leaving BigTech in 2023, the company that acquired the startup I worked for (a PE backed acquire and enshittify company) offered me a job as the architect to consolidate their systems based on a referral. I booed out after having a lot of discussions with their internal management and one with a representative from their investor.
It’s hell being under the thumb of a PE companies management (not the internal management) they second guess everything and the level they were hiring me for, I would have dealt with the PE investors representatives directly
Probably a good time to note that you’re posting this comment on a website created by a private equity firm for promotional purposes.
I think it’s useful to point out that Silcon Valley is a rapaciously predatory and financialized business climate precisely because because they spend so much time and money on PR to convince everyone otherwise.
Many private companies are growth businesses. On the opposite side, private equity targets businesses which are stable, but not growing or declining. PE looks for products which have high cost to switch or products with no alternatives.
So when private equity buys the business they extract money in 3 ways: - Raise their prices. This is similar to the public companies, but they do it more aggressively, because their customers don't have a choice. For reference see, what VMWare did after it was bought by Broadcom (Broadcom is a public company which acts as a private equity). - Reduce costs, via layoffs and cutting smaller products. Also done by public companies, but the difference here is the magnitude. It is quite common for Private equity owned companies to have several years of 20% layoffs, until the original workers are completely replaced by workers in cheaper locations. Or not replaced at all which leads to a worse service. - And finally the third way a private equity extracts money from the acquired company by providing "services". Employees from the PE company are elected on the board of directors of the acquired company. A PE executive can become a CEO of an acquired company. PE companies have satellite companies, which provide legal, administrative and financial services to their companies.
On top of that the acquired company has to pay the loan which was used to be acquired.
* If a company controlled by PE goes bankrupt, shareholders (PE) likely make a profit * But if a publicly listed company goes bankrupt, shareholders lose their money
In other words, PEs almost never lose money, so they could extract the last bit of a company, even more short sighted than shareholders of a public company
This isn't remotely true. Plenty of private equity investments go bust before they can pay themselves back. And plenty of public company investors milked a company for interest payments or dividends into the ground.
> PEs almost never lose money
Private equity funds regularly lose money. Usually to lenders.
You're complaining about leverage in general. Probably not private equity per se.
That's not necessarily a bad thing, or sign of anything sinister. If a business is failing, and you buy it for pennies on the dollar, and despite your best efforts it still goes under, so you liquidate it, you can still turn a profit if the price you paid is lower than what you got from liquidating it. That's not bad, because private equity (or anyone else, for that matter) isn't expected to operate as a charity. The only reason they're willing to stump up the cash to buy the business in the first place is the expectation that they'll make money. It's also not bad for the original owners either, because the fact that they hold to PE rather than someone else, or liquidating it, suggests that the PE offered a better deal than either.
>But if a publicly listed company goes bankrupt, shareholders lose their money
Often times yes, but sometimes not, eg. hertz.
Citation needed.
Right but they are seeking the highest returns as equity holders typically, usually through things like stock buybacks.
Private equity firms have much more devious ways of looting the companies, like management fees, acquiring other portfolio companies, and various other tricks.
If you’ve ever seen the Goodfellas scene where they bust out the nightclub, that’s quite literally their business model.
"looting the companies" is non-nonsensical when they also own it. It's like saying a scrap yard is "looting" the cars it bought by taking out the valuable parts to resell or whatever. The rest of the stuff might make sense in the context of the LPs getting screwed over, but not in the context of portfolio companies that they own.
Think of this like an oil well. If you pump off all the gas, you depressurize the reservoir and can never get the oil. You need to slow your production to get the oil first, but private equity is happy to skim the cream and leave the milk to spoil.
This is simply untrue. A typical PE firm creates a GP fund using LPs money. This GP fund typically does a management buyout (which means 50.1% of more) of several companies using a mix of equity (e.g. GPs capital) and debt (banking lenders). So by every definition of the word, they absolutely own the company.
Looting the companies is accomplished by stacking up debt and then giving themselves the money. Occasionally there are a few variations like looting a pension fund or taking a high quality product and making it horrible and selling that until people notice.
It’s literally their business model, it’s happened thousands of times and is a very clear fixture of the modern American business climate.
If you don’t know this it’s because you aren’t looking or it’s in your interest to say you don’t know this.
It's literally not. It happens to be the business model for a subsection of private equity (usually large cap) and its the one that gets most headlines. There are roughly ~5,000 M&A events per year (often involving PE) and yet you'll hear about 5~10 at most cases where the company gets loaded with debt and stripped of assets. The large plurality of PE groups are buy and hold for 4~7 years and are largely focused on EBITDA expansion.
> If you don’t know this it’s because you aren’t looking or it’s in your interest to say you don’t know this.
No offense, but you clearly don't know what you're talking about.
Yes. Productivity typically goes up [1]. Its reputation for job cutting is overblown [2], as is its record on price increases [3]. And historically, it's tended to decrease concentration in the industries it operates in. (The conglomerate break-ups of the 1980s were fuelled by new entrants and carve-outs.)
Instead, what I think we have is a category error. Berkshire Hathaway is a private equity shop as is all venture capital [4], and most family businesses of any scale are structured identically to sponsor-owned firms. Meanwhile, LBOs have been unable to shake the private-equity label for decades, unless they're lead by a founder, in which case they're "take private" transactions. In essence, we brand failed alternative asset strategies as private equity ex post facto.
Moreover, transaction size is negatively correlated with returns, particularly for leveraged buyouts. So the biggest private equity deals, which represent a minority of transaction activity, are disproportionately (a) bad and (b) public.
Finally, we get a lot of false conflation of market failures to private equity per se. Private-equity owned hospitals are bad [5]. But I haven't seen great evidence they're worse than other privately-owned hospitals with similar scale. The problem is hospitals probably shouldn't be run for profit or on-locally. But because nobody in particular is defending private equity, that's easier to attack.
[1] https://www.hbs.edu/faculty/Pages/item.aspx?num=67233
[2] https://www.jstor.org/stable/43495362
[3] https://centers.tuck.dartmouth.edu/uploads/cpee/files/Is_Pri...
[4] https://en.wikipedia.org/wiki/Early_history_of_private_equit...
[5] https://jamanetwork.com/journals/jama/fullarticle/2813379#go...
The unlock, which these papers don't understand, is the extractive nature of P/E that is hidden.
A few clues: 1. A .5%-1% increase in prices is meaningful (Overall industry prices rise after buyouts, but again the price increase is on average very modest.) Retails margins routinely are measured in fractions of percentage points (bps). As an example, even if overall hospital prices stayed similar, P/E firms have been caught jacking up prices on people who need it most. Research on "Surprise Billing" in emergency rooms spiked immediately after PE firms took over staffing groups. Are you surprised?
2. Equity multiples are "effectively" a form of stealing from retail / pension plans: this is where the real 'theft' happens (if you want to call it that). If you reraterevenue from 6x (private) to 15-20x, someone is now paying 2-3x more per dollar to have that company in society. The key is the P/E OWNERS reap that value, so even if there are no job cuts, the wealth being created aggregates 'money supply' to the owners. This has downstream impacts on inflation.
3. Independent of aggregate effects - local effects are quite devastating. This is not P/E's fault, but closing down plants can kill towns for good. The question here is ownership - a family feels some tie to the community to attempt to help their friends and neighbors. P/E absolutely destroys this tie - the subtle but measurable effects compound.
Finally, even if you like P/E as a VEHICLE (which - I would argue it hasn't been a 'good' ones since like the late 90s), you can't ignore the fact that it's returns have largely been eaten by fees.
You're right to say that P/E is just playing the market. That doesn't mean that its impact on society has been good - the entire reason we're in the current political and economic situation we are today are by following the 'laws of the market' which have hollowed out the middle class and created a pretty large affordability crisis despite the world having achieved record levels of wealth.
The transfer from 'doers' to 'owners' has been a net negative for American society, and one of the primary reasons we don't 'build' things anymore - it's just not capitally "efficient"
“During the last 10 years PE on average did not outperform the public markets in aggregate” [1]. (Individual firms overperform, some of them consistently.)
> even if you like P/E as a VEHICLE (which - I would argue it hasn't been a 'good' ones since like the late 90s), you can't ignore the fact that it's returns have largely been eaten by fees
Yup! Though nitpick: we often stop calling it PE when it works. VC is PE. So are Berkshire Hathaway and founder-led “take private” transactions.
> transfer from 'doers' to 'owners' has been a net negative for American society
PE is often an exit vehicle for small builders. Particularly in the space that deals with SBA loans.
[1] https://www.hbs.edu/ris/Publication%20Files/24-066_cc5a53f4-...
> VC returns as an asset class (outside of a handful of firms) have underperformed in the past 20 years. I don't even count it here.
> PE as an exit for small builders Agree. But again, it's the builders who have built over multiple decades who profit (great!) one time. The employees - typically - don't. Search can help this (because searchers are usually more dependent on employees) so this is a good example of "micro-PE" being generically better than larger scale PE.
You added a bunch of stuff in front which isn’t substantiated as being an effect of private equity or unique to it.
Most complaints about PE tend to boil down to complaints about, in the extreme, private ownership, and in the specific, leverage or non-local control. Those are legitimate complaints that attach to PE. But not necessarily. And in some cases, not in most cases.
> it's the builders who have built over multiple decades who profit (great!) one time
Sure. They get the multiple. They can now build more.
The PE complaints are mostly unsophisticated from 'the community' but actually have a very reasonable underpinning - as discussed above.
Finally for builders - this is great. Probably the single best application - but again, cost benefit I'm pretty sure it's not only economic drag, but social drag as well.
Again - the asset class has expanded massively. It's due a reckoning - curious how many firms are actually solvent were they required to sell their holdings in market.
IRR comparisons admittedly get a little fuzzy since the lack of liquidity and pegging values is difficult.
You're also correct to say that VC is a subset of PE, technically speaking, colloquially it's not really. If you put VC into the whole mix, then yes the asset class sucks versus the public market. PE is often synonymous with an MBO.
With the boom of popularity of ETFs in the last decades it has been increasingly hard for active fund managers to justify their costs by investing on public markets where benchmarks are visible and public.
Thus they removed themselves from the benchmark entirely and moved to private equity where there's no benchmark and returns are very hard to gauge.
Analysis shows that:
- The overwhelming majority of PEs lose money.
- Annualized return of PE in UK has been 2.1%, this doesn't even match parking money in short-term bonds.
- PE performance is extremely murky, as their gains are virtual and whether you exit profitably is heavily dependent on your timing
- The entire sector is ripe with corruption and little regulatory oversight. PEs keep ballooning their holdings valuations by essentially trading companies among themselves. So fund A sells Acme to to fund B at twice the valuation, and will return the favour by buying Foobar at inflated valuation. This all obviously requires access to cheap credit. Many startups are approached by PEs that have already lined up to sell the startup to another PE after few years guaranteeing everybody (from founders to all the PE managers) nice profits, up to the last sucker stuck with the bill.
The only ones that have profited out of PE, beyond the managers working there, are those that invested in the PE itself, meaning buying shares of the fund itself.
> - The overwhelming majority of PEs lose money.
What? No. Read the report:
"Buyout funds continue to outperform public markets in all regions across time horizons longer than five years"
> - Annualized return of PE in UK has been 2.1%, this doesn't even match parking money in short-term bonds.
Once again, read the report.
> The only ones that have profited out of PE, beyond the managers working there, are those that invested in the PE itself, meaning buying shares of the fund itself.
I sold my business to PE and I profited nicely. So I'm not sure what you're concluding here...
Take the parent's post with a grain of salt.
For VC we know there is an edge, but that edge belongs predominantly to the top 4.
I'm concluding that investors thinking that giving their money to a PE fund hoping to have anywhere near the diversification and returns of a simple global market ETF are in for a rude awakening.
Of course you profited nicely, it's who puts the money in the private fund that won't have any chance of beating a very simple global ETF buying your businesses.
And gains in those highly unregulated and illiquid markets (that have insane fees) are what they are: virtual.
In any case I ain't reading a 68 page report, and have no patience for yet another pointless pitch about PE, everything there was to say about PE can be found in this very simple summary by Ben Felix:
Like, if AI collapses, everyone's gonna sell Treasuries to cover losses as they are super liquid (mostly), but the PE assets can pretend that they're still worth whatever, thus reducing margin calls.
PE is generally bad, but their LP's are not entirely stupid and the ability to mark to imagination is worth a bunch of money sometimes.
A lot of the negative reaction to them seems to me to be mostly emotional. They'll dismantle a business that holds a lot of nostalgic value for people, even though it's long since ceased to be a viable and productive company. But it wasn't their fault that the business was in that situation in the first place! Years of mismanagement and neglect or perhaps disruption from a competitor left the business in zombie-like state. PE came along and put it out of its misery rather than allow it to slowly crumble while depreciating the value of its illiquid assets.
Mine specifically stems from PE buying up all but one 24x7 emergency vets in a 20 miles radius from me. All of them were thriving businesses. There is only one remaining non PE ones has its days numbered. After monopolizing the emergency vet market, they shut down a few locations, which previously acted as competition for each other, effectively cementing monopolies in those individual neighborhoods as well. Now, you pay $200 to just get your pet checked out and always have to wait anywhere between 6-8 hours in triage if your pet isn’t literally dying, because they are perpetually understaffed and there are no other options. They also recommend unnecessary tests and treatments, present them as “optional” but refuse to treat your pet if you don’t agree to their “optional” treatment plan.
Artists are a classic example. They generate huge positive externalities for a community while reaping almost none of the benefits for themselves. Artists get severely exploited by the economy for this!
To counteract this problem we need other ways of addressing the positive externalities. In the case of artists, this usually comes in the form of public (and private) patronage and endowments for the arts.
What also happens is, they take operating businesses with reasonable returns, buy up all it's supply chain or it's competitors to reduce costs or enable monopoly pricing, then load the company up with debt, squeezing it into a terrible company. That is the bad scenario which people object to.
An example: https://pluralistic.net/2024/02/28/5000-bats/#charnel-house
But seriously. Are there anyone who hasn't interacted with a business systematically enshittified in one form or another by PE?
Whatever legal and theoretical role they play in the economy does not match the actual, real role they are playing: PE firms are by and large, economic vampires. They have a well documented history of sucking the life out of a sector at the expense of workers and consumers alike
[0]: https://www.wired.com/story/megan-greenwell-bad-company-priv...
[1]: https://www.theguardian.com/business/2024/oct/10/slash-and-b...
[2]: https://www.theatlantic.com/ideas/archive/2023/10/private-eq...
[3]: https://doctorow.medium.com/the-long-bloody-lineage-of-priva...
Is anyone better off if elderly care becomes too expensive to offer at scale?
2: ???
3: "too expensive to offer at scale"
JoAnn drove all the medium-sized fabric stores out and left us with nothing.
At-home sewing has been declining since I've been alive, and it was just barely hanging on when I was a kid. The demographics simply cannot support these stores in most locations outside of hyper-dense cities.
Not to mention the folks who shop for fabric tend to be some of the most cost-conscious consumers around. They are more or less the prototype of a customer who will go to a B&M store and then price match on-line,.
I'm honestly surprised even Jo-anne survived as long as it did.
Even on HN playing the role of PE apologist is not going to fly ...
When PE salvages a failing enterprise, it's increasing the overall value of that enterprise, even if that means selling off parts that still have value. Those parts are made available to others at prices lower than they otherwise would have had to pay.
Wealth concentration flows from impediments to competition. There is no shortage of PE firms competing for these opportunities.
This is a bit like asking if public equity has ever done anything good for anyone outside of its investors. It really depends on what is meant by "anything good."
Has any company that has taken venture capital (a variety of private equity) ever done anything good for anyone outside the VCs?
Private equity is more often associated with late stage takeovers and reorganizations than with startups, however. An example might be the privatization and refocus of Dell. Was a refreshed Dell good for its workforce and customers?
https://www.wallstreetoasis.com/forum/private-equity/the-lea...
PE became a favorite journalist boogeyman in the 80s for saddling companies with high interest debt they could never repay or slicing up industrial companies and selling for parts. That's not reality today. A vast majority of private equity buyouts nobody ever hears about or cares about because everything turns out totally fine.
A private equity buyout that makes the company worse off, destroys customer trust, kills employee loyalty, and leaves room for competitors to swoop in is a failed private equity buyout. If that were true in the majority of cases the entire PE model wouldn't work at all.
Here's just a few success stories of companies you've heard of (there's thousands you haven't heard of, so no point in bringing them up).
- Hilton Hotels - Dunkin Brands - Beats by Dre - Dominos Pizza - Petsmart / Chewy
Businesses that sell to private equity are often businesses that are not doing well or are not long-term sustainable, hence why the owner wants to sell. Think about it logically. If you're running a fantastic business that is profitable, growing, sustainable, with happy employees -- why would you sell?? Or in the case of public companies being taken private, why would anybody take the risk if everything is going wonderfully?
Are there other ways of addressing that gap, like hiring experts? Sure, but its not like PE is entirely evil.
Keep in mind there is some selection bias here. You only hear about private equity when its being comic book evil. When things work out or its a non scummy PE company, you never hear about it.
So ya, I'd agree the PE is rarely good for anyone but the investors, but you'd be surprised how many people are investors without realizing it.
There's degrees of PE. Some good, fine, and some worse.
Take real estate development. It's probably one of the suckiest businesses to be in. I know 3 developers who have committed suicide because when things go wrong, your entire life collapses (you put up all your assets in order to obtain construction loans). The litigation, brain damage, and risks are enormous. Increasingly, the payoff is awful (due to worsening legislation and NIMBYism and worse market condiditions)
However, private equity in development I think is a good thing. When there are investors willing to put this money at risk, we get much needed construction of housing (see Austin, TX where rents are falling off a cliff due to over building).
Now look at Los Angeles, which new permits are literally almost non-existent because LA is one of the most hostile places for developers. You can't make money in LA, so there's no capital available.
Then you end up with "affordable" housing developers adding the only supply at $600-900k/unit costs vs the market rate developer at $300-600k/unit.
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On the other hand, "value add" private equity is much more suspicious. It's more cut throat, easier to end up in crony capitalist situations by operating with a "cut expenses, provide less, make big bucks" model. The people in this world are the kind of guys who have never done anything hard with their hands other than gotten a sore thumb from pounding too hard on their keyboards to adjust their excel model ("Mr. The Model is Always Right") too hard all night long.
This is how we end up with old properties who get flipped 4x each being sold with "upside the seller was too stupid to take advantage of" and ending up in situations where tenants get priced out due to private equity seeking infinite growing returns. Oh and by the way, every previous owner did "lipstick on the pig" jobs because why not try to save costs and make your levered IRR 16% instead of 12%? You cannot show that kind of return when you promised 18%... then it'll make it harder to fundraise your next deal!
This isn't to say that "value add" is a dirty business. We certainly need to balance the incentive to modernize and renovate properties. An d developers overbuilding isn't always a good thing.
So its nuanced. I think people need to fairly give credit that there are both good and bad. The capital efficiency is real and produces real world outcomes since there is a strong financial incentive at the end of the door.
But financial incentives sometimes bump up to issues causing harm in real life, which need to be recognized and called out.
The type of Private Equity that most here are referring to is the type that buys up existing businesses, squeezes as much money as possible out of them, and throws their desecrated corpses in the gutter. These "investors" are a blight on society, this activity should be criminalized, they should be in prison.
But there are a lot of well-meaning investors who do great things for society that also get stuck with the same label.
I would argue that moribund businesses who maintain a competitive moat but are otherwise extremely unproductive and inefficient are the real blight on society. If PE firms can liquidate those businesses and open up the market while freeing up capital for more productive investment then I fully support them.
I would love to hear some counterexamples though. Productive and innovative businesses with really solid fundamentals (balance sheets) that were acquired and dismantled by PE.
You have way too much (unneeded) limiting qualifications. In Netherlands PE have bought loads of companies, then put the acquisition price as a loan on the balance sheet. Plus then sold the assets, made the company then lease those assets. Then those companies often went bankrupt as the leasing prices increased crazily.
> I would argue that moribund businesses who maintain a competitive moat but are otherwise extremely unproductive and inefficient are the real blight on society.
The companies I've cited weren't "extremely unproductive and inefficient". Businesses can be profitable and healthy without all the qualifications you think they need.
It's not uncommon in the fast food business to be breaking even or losing money on all aspects of the business while the true value of the company, its real estate portfolio, steadily grows. The fact that investors decided they wanted to cash out should be a surprise to no one.
[1] https://www.fastcompany.com/91129776/what-really-killed-red-...
And this type of PE represents a very small minority of what is actually considered "Private Equity". The vast majority of PE deals are about growth. This small minority of asset stripping PE groups gets the most headlines though.
Source: my firm works with ~400 PE firms.