RJR Nabisco was a major American multinational food and tobacco company that was the target of a highly publicized and controversial leveraged buyout (LBO) in the late 1980s. The LBO of RJR Nabisco is a classic example of the excesses of the 1980s LBO boom and serves as a cautionary tale for the potential risks and negative consequences of such transactions.
In 1988, RJR Nabisco was the target of a hostile takeover bid by Kohlberg Kravis Roberts & Co. (KKR), a leading private equity firm. KKR, led by Henry Kravis and George Roberts, engaged in a bidding war with several other potential buyers, eventually winning the auction with a final offer of $25 billion, the largest LBO in history at the time.
The RJR Nabisco LBO was financed largely through the issuance of high-yield "junk" bonds, which carried a high level of risk but also offered a high potential return. KKR and its investors hoped to make a profit by restructuring and streamlining the company, selling off non-core assets, and using the proceeds to pay down debt. However, the LBO was ultimately unsuccessful, as the company's financial performance did not improve as expected and the high levels of debt proved unsustainable.
One of the major criticisms of the RJR Nabisco LBO was the large amount of debt that was taken on to finance the transaction. The company's debt-to-equity ratio skyrocketed following the LBO, reaching a peak of over 600% in the early 1990s. This level of debt was unsustainable and put significant pressure on the company's financial performance.
Another criticism of the RJR Nabisco LBO was the focus on short-term financial engineering rather than long-term value creation. KKR and its investors were more concerned with maximizing their own returns through financial maneuvers rather than investing in the company's future growth. This ultimately proved detrimental to the company, as it struggled to generate sufficient profits to service its high levels of debt.
The RJR Nabisco LBO also had negative consequences for the company's employees and communities. Many workers lost their jobs as a result of the restructuring and asset sales, and the company's financial struggles had a negative impact on its ability to invest in research and development and other long-term growth initiatives.
In conclusion, the RJR Nabisco LBO serves as a cautionary tale for the potential risks and negative consequences of leveraged buyouts. While LBOs can generate quick profits for private equity firms and their investors, they can also saddle companies with unsustainable levels of debt and undermine long-term value creation.