Pay attention folks, the debate is poised to take a turn for the worse. Not only has the Democratic machine been placed in high gear, but the heat has been turned up on the voices of dissent. Apparently, the politicians received an ear full when they returned home for summer break. Not just about health care reform, but about run away spending, giant deficits, and record national debt levels, even more than the white House had projected as recently as the Spring.
With the President's poll numbers falling weekly, the American public is beginning to question whether we are on the right track to solve the economic crisis, retard the rate of growth of health care costs, effectively combat terrorism, reduce unemployment rates, and return America to growth and prosperity. President Obama campaigned on these themes, amongst other promises (end the occupation of Iraq, liberalize union voting rules, and other issues that pandered to the radical left of his party).
Today, Obama is more like the Emperor without any clothes. Behind the curtain in the land of Obama, sits an organ grinder turning the wheels of progress, not some wizard who can command by intimidation, golden voice, and conjure up magical solutions. Yes, Obama has been humbled! Did he really think his golden voice of rhetoric could actually convince people to do something that they instinctively know is wrong for the nation? Enough Independent voters and moderate republicans switched side to give Obama a wide margin of victory. The vote ushered in an unprecedented Democratic control of both the House and the Senate. "It will be a cake walk" must have been the battle cry by the Obamaniks readying themselves for the White House, check books in hand to start spreading the money around their liberal ideology.
At this stage in the presidency, Obama should be riding high with power. With the wind of Congress behind him, his signature domestic agenda item, the overhaul of the American health care system, should have been railroaded through the Senate and the House. Union voting rules should have forever changed the landscape of labor relations between the employer and the unions representing the workers. We should be one step closer to a more socialistic model for America as envisaged by the Obama and the liberal left. But we are not!
Irrespective of the causes, whether it is the lack of presidential leadership in the drafting of the health reform package, the ineptness of the House and Senate leadership to insist on party unity, a poor sales job by the President and his band of Obamaniks, or just a poorly written and explained health policy, the end result is the same. Obama is playing defense when he has the strongest team (A House that can pass any bill without the support of one single Republican and a Senate, up until the death of Sen Edward (Ted) Kennedy, that was filibuster-proof.
The one thing the Obama administration would like to have avoided is the void created with the summer Congressional break, a period that would allow the opposition to gain a better understanding of what the thousands of pages of legislation contained, to muster support to oppose the legislation at the grass roots level, and mount a public education campaign to inform the public exactly what Obama has in mind for their health insurance and access to benefits.
The Administration got what they feared most, a public backlash. People attending the townhall meetings of the legislators greeted their representatives with hostility, questioning not just the health reform bills currently moving through Congress, but expressed their displeasure at the scope of spending, the effectiveness of the stimulus program, joblessness, and the increasing public debt. Stunned by the very act of questioning the Obama administration and its vision, the attack dogs mustered up the attack squads. Unions were dispatched to intimidate the voices of dissent. Advertising in vulnerable Congressional Districts were run to intimidate Democrats and Republicans alike who dared to disagree with the party manifesto, and I mean Manifesto. Shouting matches cropped up, each side attempting to silence the others. The Senators and Representatives were sent cowering behind the rostrums, whining about the pointed questions and disagreements that were hurled at them. Many cried out, "these people are not part of the district, they are from out of town". More than a few stopped the meetings. The brave few carried on, and in the spirit of American freedom of expression, stood by and took the questions and insults like a man.
Suddenly, townhall meetings became a political liability for both parties. The Democrats reasoned that the townhall meetings were not a good forum and suggested they conduct telephone conference calls so they could control dissent. Hardly an action any democracy should suggest if they want to hear what all the people think; great, if you just want to be stroked and field softballs from party loyalists.
The geniuses leading the House and the Senate came up another strategy equally repulsive. The American people do not like the program, at least a majority of the people polled think it is in the wrong direction. Nancy Pelosi, between breaths calling the dissenters "un-American", pledged to pass the bill as writte pointing out they had the votes sufficient to pass the bill without any Republican vote. Harry Reid bellows that their majority is filibusterer-proof and pledges to pass the bill no matter what the public thinks. Chucky Shummer, Christopher Dodd, Steny Hoyer, they all line up and propose to use a Parliamentary maneuver to pass the health care reform package with a simple majority. While within the rules, the original intention of the rule was to use it for appropriations not major legislation.
Thanks to the early Bush Republican years a precedent was set when the Republicans passed the 2003 tax cut legislation using the same rule. That time, there was not widespread dissent on the issue. The public generally approved of the tax cut. This time, there is not a general agreement by a public who supports the passage of a bill that will effect every American, most adversely, and will rearrange 17% of GDP. To the contrary, there is active dissent. The Republican cleaverness of 2003 is now potentially biting them in the rear as the Congressional Leaders giving serious thought to using the maneuver to pass the health care reform.
A sorry state of affairs for American ideals. Due to a rush to pass health care legislation for political purposes, we are about to possibly trample on the principles of a representative democracy, ignore the majority of the public who agrees that improving the health care system's cost and access should be a priority, but disagree with the plan that has been prepared, without any presidential leadership, as proposed by the pending bills in the House and Senate (the House passed a version in waning days of the session prior to the summer recess, but differs from the leading, but unpassed Senate version). Our elected leadership refuses to believe that the public is against the health reform plan or simply does not want to hear it.
But, as each day goes by, more of the truth of the plan emerges from the reading of the legislation, the comments from the "truth squads" dispatched to tell the public why they should like the plan, and from the opposition. We find out more about the Special Interests groups who were bought off by Obama to support the plan by agreeing to a minimal levels of cuts so a floor could be put under the damage to their industries represented.
This includes Big Pharma (the largest contributor to the rise in health care costs, agreed to direct negotiations with the government's Medicare program for the cost of pharmaceuticals incurred by Medicare beneficiaries and to provide a contribution to the cost reductions Obama needed by subsidizing the cost of drugs for low-income beneficiaries), The AMA (a law on the books as far back as the Clinton presidency called for a reduction of medical fees to achieve parity with other inflationary adjustments. Congress repeatedly ignored the law and gave an annual reprieve, the reduction required growing to a 25% reduction in 2009. In exchange for a floor of damage limiting the annual increase to the same rate as given to other health care providers and no across the board reduction and eliminating the provisions of the more severe law mandating a 25% reduction, the AMA agreed to support the legislation), AHA (agreed to live with a lower, but not crippling cost of living increase applied to the reimbursement rate for Medicare beneficiaries).
Off the table was any consideration of tort reform, opposed by the plaintiffs bar, a decision made strategically to minimize the number of dissenters. Not that anybody in the White House does not understand that tort reform is a key to the reduction in the over utilization of services and waste of health care dollars, they were not ready to have a powerful lobby, the plaintiff's bar, as an adversary at this time. The American public was a far easier target to roll over and quiet, so they thought! Now that's change we can believe in!
Then comes articles written by Dr. Ezekiel Emanuel, a White House health policy advisor and brother of Rhamm Emanuel, the President's Chief of Staff. There is something about Chicago and it's politicians. Rhamm built his reputation as an attack dog in the Clinton years and is accustomed to the elbowing tactics of the Chicago political machine, a bare-knuckles approach perfected in the seedy street-fighting conducted daily in Chicago politics. Dr. Ezekiel prescribes a different sort of medicine to solve the issue of the high cost health care. Anyone with any interest should google Dr. Ezekiel to read his theories. They are scary at the least, and down right Un-American at the most. Dr. Ezekiel proposes to throw out the Hippocratic oath, an oath that every physician who is trained has taken that admonishes every physician to "use my power to help the sick to best of my ability and judgment". Why? Because DR. Ezekiel believes that that oath leads physicians to over-utilize health resources and channels the physician to think only about their own patient's need. Wow, amazing! Dr. Exekiel would rather have the physician think as a communitarian, placing the greater good ahead of the patient's need, upending over three thousand years of an ethic that physician's have committed to and that patients have grown accustomed to in their relationship with the physician who cares for them.
Is this because there is a need to modernize an old concept? Is it because these ancient concepts are, well you know, old-fashioned and out of step with today? Is this the kind of change we can believe in? I would venture to say, no, it is just another liberal concept, doing things for the greater good.
But, it gets worse than that. He is also championing a concept called "complete lives system". This is a formula-based system of allocating resources, not based on need, but to further the concept of "the greater good". In this system, scarce resources are allocated. "One maximizing strategy involves saving the most individual lives.." (Lancet, Jan 31, 2009). It goes on to view that everything being equal saving five lives is better than one.
In an Aug. 16, 2009 Washington Post interview, Dr. Ezekiel argues that decisions on allocation of resources should focus on a "communitarian perspective so resources are allocated to keep society going". In his thinking, the social guarantee is basic where service that ensure the future generations, where development of practical reasoning skills are achieved, and where it will ensure an active and full participation by citizens. Covering service to individual" are not basic and would not be guaranteed. He has devised a chart of the "lives system" that indicates a priority curve that benefit the 15 to 40 year age groups with the most substantial chance of resources being allocated to treat their disease, with the least chance assigned to the youngest and oldest people. Cold-hearted liberalism at it's finest!
This, from the man closest to Obama in health policy. Is there any question which direction health reform will go under the current House bill? Is there any question where Obama's head is? The American people are just learning the lies that have been told by Obama when he says, "if you like your health plan, nobody is going to take it away". Obama promises to generate savings from cutting waste, enhancing prevention, and wellness, installing electronic medical records, and reduce fraud and abuse.
Even his health policy wonk, Dr. Ezekiel is skeptical. He wrote in the Feb 27, 2008 issue of JAMA (the Journal of the American Medical Association),"Vague promises of savings from cutting waste, enhancing prevention and wellness, and improving quality of care are merely "lipstick" cost control, more for show and public relations than for true change." How can Obama think the public is stupid enough to buy his explanation when his own advisor calls it what it is. If you put lipstick on a pig, it is still a pig!
Before we rush off as a herd running towards a cliff supporting the current health reform bills, let's pause, refresh our computers, and start over with a transparent public debate without the attack dogs, the lobbyist that Obama promised to ignore and eliminate, and bring the parties together with a clean slate. Keep the public well informed, be honest and accept that 85& of the people are happy with what they have. Figure out how to add the people who are un and under-insured without killing health insurance for 85% of the people. Keep ideology out of the debate and consider what is best of the country and it's people, not what will score points with your special interest groups and party support base. No plan will be credible if there is not shared sacrifice. That does not mean one group gets all the upside and the other shares all the downside. Good reform will be evident when everybody is unhappy that they did not get what they want. That includes the politicians.
If you can not understand this, then the voters will decide in Nov 2010 whether you will continue to represent them. The choice is yours. But, don't dismiss the public opinion, and don't get cute with words and try to con them. We are pretty good at sensing when we are being conned. And we sense it now!
Tuesday, October 27, 2009
Saturday, October 17, 2009
PERLMUTTER "GREED IS GOOD" MEETS MICKEY MOUSE
A few weeks back, the Wall Street Journal reported that Chairman "Ike" Perlmutter received 1.27 million share options in the weeks one of his subordinates was talking to Disney about a closer relationship. Months after the initial discussions, Marvel and Disney agreed to merge. Sounds harmless, so far.
But, the shares were granted at around $23 per share. Eight months later, after the deal was announced, the share price hit $50 per share. Bingo, Perlmutter walks away with more than $34 million dollars for nothing but being at the firm an additional 8 months and agreeing to a deal that gives the shareholders $50 per share. Are you with me so far?
Perlmutter did a deal that was very beneficial to the shareholders. He should be applauded, you say? Well, he should, it was a favorable deal for the Marvel shareholders. Then why complain?
Perlmutter, before the options were granted, held 28.9 million shares of Marvel, or 37% of the total shares outstanding. His stake was worth $1.445 billion. That is not the problem, though. Perlmutter took Marvel and developed a solid franchise, one that he controlled through a mighty 37% of the shares. He earned every penny of the $1.445 billion, not only for what he did for Marvel, the compnay, but for the company's shareholders. Why would he soil his reputation and the merger with yet another example of executive greed?
The Board said they gave him more options because his contract was up in Nov 2009 and was part of an agreement to extend his contract. For years, Marvel had awarded executives restricted stock, not options. But, this year, only Perlmutter received options instead of restricted stock. The other executives received restricted stock, vesting over a period of time. This inconsistency is not, in itself a problem. The reasons given by the Board of Directors is the problem. Apparently the Board was concerned that Perlmutter did not have enough incentive to continue his strong performance. As reported in the Wall Street Journal article, this was the reason given to treat his option grants as options and not restricted stock and to grant them in the first place.
How much more incentive does a man need if he owns 37% of the company? If he screws up, it cost him in a reduced share price. If he takes the eye off the ball, he loses. If he works hard and does the right thing, he wins. Why can a Board not see that this man had enough incentive. Was there another reason for the grant. Could be?
This is just a clear sign of a Board of Directors detached from reality. Not only was the reason given faulty, but the timing has an appearance of pandering to the CEO, granting extra pay in the face of a merger. The need for Mr. Perlmutter to act in the best interest of the shareholders was present in his ownership of 37% of the company. That sounds like enough of an interest to keep his performance strong. A ill-timed, questionable grant of 1.27 million shares worth $34 million, or 2.3% of the vaue of his holding is hardly an incentive. It smacks of a Board of Directors under the control of a greedy executive looking out for the biggest paycheck, no matter what it looks like. It conveys a decision made by the Board that lacks credibility. The very thought that Perlmutter needed another $34 million to do the right thing for the company is ridiculous, utterly preposterous. It is something you would see out a cartoon book, not a cartoon Board of Directors.
Now, many of you out there will say, who cares, he made a lot of money for the shareholders. I can imagine no big shareholder will begrudge the extra $34 million. There are thousands of excuses, apologies, or dismissive words to describe their behavior as fiduciaries. There may be no difference between the vesting of the restricted stock and the employee options. That, too, is not the point. And, shareholders miss the point if they do not at least recognize that this is the very behavior that could bring excessive pressure from the Obama administration and the regulators to improve executive compensation standards. The Perlmutter flies into the face of the Obama administration's moves to reign in excessive executive compensation and greed. The Board's behavior furthers the argument for stricter compensation policies.
The last thing I want to see is the government setting executive compensation. But, corporations and their Board of Directors must take the lead and make sensible policies for executive pay, reign in incentives that will not work, like Perlmutter's bogus option to keep him performing strongly, and align the interests of the shareholders with the opinions and perceptions from Main Street. The vast majority of people are willing to see the masters of the universe make a lot of money for the effort the put out on behalf of the shareholders. But cases where some CEO schmo owns a large percentage of the company should not necessitate additional option grants to keep the CEO on the ball. The price of the stock should provide the incentive if that case. Boards need to stop justifying ridiculous decisions with the same old excuse as used with people who have little to no ownership of a company, yet need long term incentives to assure strong performance.
The Boards can do it or the regulators can do it. Who do you want setting compensation for executives? If you were Main Street today, you may be more comfortable with the regulators. Boards and CEOs need to start building credibility with Main Street. Hopefully Goldman Sachs will hear that when they decide to reward their culture of greed with pay above the 2007 levels after receiving a hefty amount of taxpayer dollars to tide them over the rough patch last year. I dare say, Main Street will feel they got screwed. I would have to agree. Not that the Money Machine has not performed exceedingly well, but we will never be able to know their true success. We can only glance a glimpse and then just only momentarily!
Folks, this is hardly new news nor is it the only example of the continuing saga of "executive greed" to show up in the past few weeks. But, it is a good example of of the clear lack of judgment by a Board of Directors, a story that is beginning to be heard over and over in the US and Europe. Don't get me wrong, I am in favor of people making as much money as they can and for incentivizing people to do things in the best interest of the shareholders. The Perlmutter story goes beyond the pale. It ventures into the colorful world of executive greed and Board justification that defies common sense.
A few weeks back, the Wall Street Journal reported that Chairman "Ike" Perlmutter received 1.27 million share options in the weeks one of his subordinates was talking to Disney about a closer relationship. Months after the initial discussions, Marvel and Disney agreed to merge. Sounds harmless, so far.
But, the shares were granted at around $23 per share. Eight months later, after the deal was announced, the share price hit $50 per share. Bingo, Perlmutter walks away with more than $34 million dollars for nothing but being at the firm an additional 8 months and agreeing to a deal that gives the shareholders $50 per share. Are you with me so far?
Perlmutter did a deal that was very beneficial to the shareholders. He should be applauded, you say? Well, he should, it was a favorable deal for the Marvel shareholders. Then why complain?
Perlmutter, before the options were granted, held 28.9 million shares of Marvel, or 37% of the total shares outstanding. His stake was worth $1.445 billion. That is not the problem, though. Perlmutter took Marvel and developed a solid franchise, one that he controlled through a mighty 37% of the shares. He earned every penny of the $1.445 billion, not only for what he did for Marvel, the compnay, but for the company's shareholders. Why would he soil his reputation and the merger with yet another example of executive greed?
The Board said they gave him more options because his contract was up in Nov 2009 and was part of an agreement to extend his contract. For years, Marvel had awarded executives restricted stock, not options. But, this year, only Perlmutter received options instead of restricted stock. The other executives received restricted stock, vesting over a period of time. This inconsistency is not, in itself a problem. The reasons given by the Board of Directors is the problem. Apparently the Board was concerned that Perlmutter did not have enough incentive to continue his strong performance. As reported in the Wall Street Journal article, this was the reason given to treat his option grants as options and not restricted stock and to grant them in the first place.
How much more incentive does a man need if he owns 37% of the company? If he screws up, it cost him in a reduced share price. If he takes the eye off the ball, he loses. If he works hard and does the right thing, he wins. Why can a Board not see that this man had enough incentive. Was there another reason for the grant. Could be?
This is just a clear sign of a Board of Directors detached from reality. Not only was the reason given faulty, but the timing has an appearance of pandering to the CEO, granting extra pay in the face of a merger. The need for Mr. Perlmutter to act in the best interest of the shareholders was present in his ownership of 37% of the company. That sounds like enough of an interest to keep his performance strong. A ill-timed, questionable grant of 1.27 million shares worth $34 million, or 2.3% of the vaue of his holding is hardly an incentive. It smacks of a Board of Directors under the control of a greedy executive looking out for the biggest paycheck, no matter what it looks like. It conveys a decision made by the Board that lacks credibility. The very thought that Perlmutter needed another $34 million to do the right thing for the company is ridiculous, utterly preposterous. It is something you would see out a cartoon book, not a cartoon Board of Directors.
Now, many of you out there will say, who cares, he made a lot of money for the shareholders. I can imagine no big shareholder will begrudge the extra $34 million. There are thousands of excuses, apologies, or dismissive words to describe their behavior as fiduciaries. There may be no difference between the vesting of the restricted stock and the employee options. That, too, is not the point. And, shareholders miss the point if they do not at least recognize that this is the very behavior that could bring excessive pressure from the Obama administration and the regulators to improve executive compensation standards. The Perlmutter flies into the face of the Obama administration's moves to reign in excessive executive compensation and greed. The Board's behavior furthers the argument for stricter compensation policies.
The last thing I want to see is the government setting executive compensation. But, corporations and their Board of Directors must take the lead and make sensible policies for executive pay, reign in incentives that will not work, like Perlmutter's bogus option to keep him performing strongly, and align the interests of the shareholders with the opinions and perceptions from Main Street. The vast majority of people are willing to see the masters of the universe make a lot of money for the effort the put out on behalf of the shareholders. But cases where some CEO schmo owns a large percentage of the company should not necessitate additional option grants to keep the CEO on the ball. The price of the stock should provide the incentive if that case. Boards need to stop justifying ridiculous decisions with the same old excuse as used with people who have little to no ownership of a company, yet need long term incentives to assure strong performance.
The Boards can do it or the regulators can do it. Who do you want setting compensation for executives? If you were Main Street today, you may be more comfortable with the regulators. Boards and CEOs need to start building credibility with Main Street. Hopefully Goldman Sachs will hear that when they decide to reward their culture of greed with pay above the 2007 levels after receiving a hefty amount of taxpayer dollars to tide them over the rough patch last year. I dare say, Main Street will feel they got screwed. I would have to agree. Not that the Money Machine has not performed exceedingly well, but we will never be able to know their true success. We can only glance a glimpse and then just only momentarily!
GOOD RIDDANCE, KENNETH
Remember, Kenneth, when you were in Kindergarten, how some of the kids would suck up to the teacher thinking they may be treated special if they were really, really, really nice to the teacher. Didn't work then, did it?
Then what in the hell were you doing back in the fall of 2008 forcefully arguing that all the financial chiefs should buckle under to the government's demands that the banks and financial institutions should take government money to ease the credit crunch. Were you thinking you will be rewarded in the future by regulators who may go softly on you and the organization? Didn't work, did it?
By December, your new friends in the government wanted to hear nothing about the possibility of backing out of the Merril Lynch deal. You said they forced you to do the deal against your better advise. Didn't work, did it?
When the public was outraged at the bonsus payments, you cried out that you and your organization had no hand in it, that it was done by someone else and that your friends in government knew all about it. Didn't work, did it?
In fact, you and your Board knew of the bonuses, it was part of the deal. Your friends in the government invited you to testify in front of Congress, only this time it was a new Administration, the Administration of the "Hopeful Messiah Obama". Barney Frank, Christopher Dodd and the band of merrymakers called the the democratically- controlled Congress were your new friends. It was payback time. Didn't work, did it?
Through the Spring and Summer, there was one lightening rod, it was you. If any CEO tried to wear the teflon coat it was you. Didn't work, did it? By mid summer, you did not need to know how to read tea leaves to realize you were toast.
Unfortunately, the great things you did for the little bank from the West when your little known east coast bank merged with Bank of America and you began an incredible run as a bank CEO. All that career, up in smoke over one last merger that would create a power house. Yes, congratulations on building a powerhouse financial institution. But, because of some serious missteps in this last acquisition, weak conviction, arrogance, and blame tossing, your successes have been blemished and you will be on the sideline watching as your company realizes the benefits of the Merril Lynch merger nd its large contribution to the earnings.
Oh, by the way, nice kiss-off pay. While your shareholders have seen there value drop significantly and will only recover over the next many years, you will be counting your $69 million exit pay. To bad your options are worthless. With some effort, you probably could have made a ton more money if you thought first about the shareholders and not about yourself. We at least are saved from that indignity, thanks to you.
With that, I say farewell, good-bye, and good riddance.
Then what in the hell were you doing back in the fall of 2008 forcefully arguing that all the financial chiefs should buckle under to the government's demands that the banks and financial institutions should take government money to ease the credit crunch. Were you thinking you will be rewarded in the future by regulators who may go softly on you and the organization? Didn't work, did it?
By December, your new friends in the government wanted to hear nothing about the possibility of backing out of the Merril Lynch deal. You said they forced you to do the deal against your better advise. Didn't work, did it?
When the public was outraged at the bonsus payments, you cried out that you and your organization had no hand in it, that it was done by someone else and that your friends in government knew all about it. Didn't work, did it?
In fact, you and your Board knew of the bonuses, it was part of the deal. Your friends in the government invited you to testify in front of Congress, only this time it was a new Administration, the Administration of the "Hopeful Messiah Obama". Barney Frank, Christopher Dodd and the band of merrymakers called the the democratically- controlled Congress were your new friends. It was payback time. Didn't work, did it?
Through the Spring and Summer, there was one lightening rod, it was you. If any CEO tried to wear the teflon coat it was you. Didn't work, did it? By mid summer, you did not need to know how to read tea leaves to realize you were toast.
Unfortunately, the great things you did for the little bank from the West when your little known east coast bank merged with Bank of America and you began an incredible run as a bank CEO. All that career, up in smoke over one last merger that would create a power house. Yes, congratulations on building a powerhouse financial institution. But, because of some serious missteps in this last acquisition, weak conviction, arrogance, and blame tossing, your successes have been blemished and you will be on the sideline watching as your company realizes the benefits of the Merril Lynch merger nd its large contribution to the earnings.
Oh, by the way, nice kiss-off pay. While your shareholders have seen there value drop significantly and will only recover over the next many years, you will be counting your $69 million exit pay. To bad your options are worthless. With some effort, you probably could have made a ton more money if you thought first about the shareholders and not about yourself. We at least are saved from that indignity, thanks to you.
With that, I say farewell, good-bye, and good riddance.
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