Pluralistic: Private equity plunderers want to buy Simon & Schuster (08 August 2023)


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A hand holding a flaming book; Nosferatu's Count Orlock looms above the flaming pages.

Private equity plunderers want to buy Simon & Schuster (permalink)

Last November, publishing got some excellent news: the planned merger of Penguin Random House (the largest publisher in the history of human civilization) with its immediate competitor Simon & Schuster would not be permitted, thanks to the DOJ's deftly argued case against the deal:

https://pluralistic.net/2022/11/07/random-penguins/#if-you-wanted-to-get-there-i-wouldnt-start-from-here

When I was a baby writer, there were dozens of large NY publishers. Today, there are five – and it was almost four. A publishing sector with five giant companies is bad news for writers (as Stephen King said at the trial, the idea that PRH and S&S would bid against each other for books was as absurd as the idea that he and his wife would bid against each other for their next family home).

But it's also bad news for publishing workers, a historically exploited and undervalued workforce whose labor conditions have only declined as the number of employers in the sector dwindled, leading to mass resignations:

https://lithub.com/unlivable-and-untenable-molly-mcghee-on-the-punishing-life-of-junior-publishing-employees/

It should go without saying that workers in sectors with few employers get worse deals from their bosses (see, e.g., the writers' strike and actors' strike). And yup, right on time, PRH, a wildly profitable publisher, fired a bunch of its most senior (and therefore hardest to push around) workers:

https://www.nytimes.com/2023/07/18/books/penguin-random-house-layoffs-buyouts.html

But publishing's contraction into a five-company cartel didn't occur in a vacuum. It was a normal response to monopolization elsewhere in its supply chain. First it was bookselling collapsing into two major chains. Then it was distribution going from 300 companies to three. Today, it's Amazon, a monopolist with unlimited access to the capital markets and a track record of treating publishers "the way a cheetah would pursue a sickly gazelle":

https://pluralistic.net/2023/07/31/seize-the-means-of-computation/#the-internet-con

Monopolies are like Pringles (owned by the consumer packaged goods monopolist Procter & Gamble): you can't have just one. As soon as you get a monopoly in one part of the supply chain, every other part of that chain has to monopolize in self-defense.

Think of healthcare. Consolidation in pharma led to price-gouging, where hospitals were suddenly paying 1,000% more for routine drugs. Hospitals formed regional monopolies and boycotted pharma companies unless they lowered their prices – and then turned around and screwed insurers, jacking up the price of care. Health insurers gobbled each other up in an orgy of mergers and fought the hospitals.

Now the health care system is composed of a series of gigantic, abusive monopolists – pharma, hospitals, medical equipment, pharmacy benefit managers, insurers – and they all conspire to wreck the lives of the only two parts of the system who can't fight back: patients and health care workers. Patients pay more for worse care, and medical workers get paid less for worse working conditions.

So while there was no question that a PRH takeover of Simon & Schuster would be bad for writers and readers, it was also clear that S&S – and indeed, all of the Big Five publishers – would be under pressure from the monopolies in their own supply chain. What's more, it was clear that S&S couldn't remain tethered to Paramount, its current owner.

Last week, Paramount announced that it was going to flip S&S to KKR, one of the world's most notorious private equity companies. KKR has a long, long track record of ghastly behavior, and its portfolio currently includes other publishing industry firms, including one rotten monopolist, raising similar concerns to the ones that scuttled the PRH takeover last year:

https://www.nytimes.com/2023/08/07/books/booksupdate/paramount-simon-and-schuster-kkr-sale.html

Let's review a little of KKR's track record, shall we? Most spectacularly, they are known for buying and destroying Toys R Us in a deal that saw them extract $200m from the company, leaving it bankrupt, with lifetime employees getting $0 in severance even as its executives paid themselves tens of millions in "performance bonuses":

https://memex.craphound.com/2018/06/03/private-equity-bosses-took-200m-out-of-toys-r-us-and-crashed-the-company-lifetime-employees-got-0-in-severance/

The pillaging of Toys R Us isn't the worst thing KKR did, but it was the most brazen. KKR lit a beloved national chain on fire and then walked away, hands in pockets, whistling. They didn't even bother to clear their former employees' sensitive personnel records out of the unlocked filing cabinets before they scarpered:

https://memex.craphound.com/2018/09/23/exploring-the-ruins-of-a-toys-r-us-discovering-a-trove-of-sensitive-employee-data/

But as flashy as the Toys R Us caper was, it wasn't the worst. Private equity funds specialize in buying up businesses, loading them with debt, paying themselves, and then leaving them to collapse. They're sometimes called vulture capitalists, but they're really vampire capitalists:

https://www.motherjones.com/politics/2022/05/private-equity-buyout-kkr-houdaille/

Given a choice, PE companies don't want to prey on sick businesses – they preferentially drain off value from thriving ones, preferably ones that we must use, which is why PE – and KKR in particular – loves to buy health care companies.

Heard of the "surprise billing epidemic"? That's where you go to a hospital that's covered by your insurer, only to discover – after the fact – that the emergency room is operated by a separate, PE-backed company that charges you thousands for junk fees. KKR and Blackstone invented this scam, then funneled millions into fighting the No Surprises Act, which more-or-less killed it:

https://pluralistic.net/2020/04/21/all-in-it-together/#doctor-patient-unity

KKR took one of the nation's largest healthcare providers, Envision, hostage to surprise billing, making it dependent on these fraudulent payments. When Congress finally acted to end this scam, KKR was able to take to the nation's editorial pages and damn Congress for recklessly endangering all the patients who relied on it:

https://pluralistic.net/2022/03/14/unhealthy-finances/#steins-law

Like any smart vampire, KKR doesn't drain its victim in one go. They find all kinds of ways to stretch out the blood supply. During the pandemic, KKR was front of the line to get massive bailouts for its health-care holdings, even as it fired health-care workers, increasing the workload and decreasing the pay of the survivors of its indiscriminate cuts:

https://pluralistic.net/2020/04/11/socialized-losses/#socialized-losses

It's not just emergency rooms. KKR bought and looted homes for people with disabilities, slashed wages, cut staff, and then feigned surprise at the deaths, abuse and misery that followed:

https://www.buzzfeednews.com/article/kendalltaggart/kkr-brightspring-disability-private-equity-abuse

Workers' wages went down to $8/hour, and they were given 36 hour shifts, and then KKR threatened to have any worker who walked off the job criminally charged with patient abandonment:

https://pluralistic.net/2023/06/02/plunderers/#farben

For KKR, people with disabilities and patients make great victims – disempowered and atomized, unable to fight back. No surprise, then, that so many of KKR's scams target poor people – another group that struggles to get justice when wronged. KKR took over Dollar General in 2007 and embarked on a nationwide expansion campaign, using abusive preferential distributor contracts and targeting community-owned grocers to trap poor people into buying the most heavily processed, least nutritious, most profitable food available:

https://pluralistic.net/2023/03/27/walmarts-jackals/#cheater-sizes

94.5% of the Paycheck Protection Program – designed to help small businesses keep their workers payrolled during lockdown – went to giant businesses, fraudulently siphoned off by companies like Longview Power, 40% owned by KKR:

https://pluralistic.net/2020/04/20/great-danes/#ppp

KKR also helped engineer a loophole in the Trump tax cuts, convincing Justin Muzinich to carve out taxes for C-Corporations, which let KKR save billions in taxes:

https://pluralistic.net/2020/06/02/broken-windows/#Justin-Muzinich

KKR sinks its fangs in every part of the economy, thanks to the vast fortunes it amassed from its investors, ripped off from its customers, and fraudulently obtained from the public purse. After the pandemic, KKR scooped up hundreds of companies at firesale prices:

https://pluralistic.net/2020/03/30/medtronic-stole-your-ventilator/#blackstone-kkr

Ironically, the investors in KKR funds are also its victims – especially giant public pension funds, whom KKR has systematically defrauded for years:

https://pluralistic.net/2020/07/22/stimpank/#kentucky

And now KKR has come for Simon & Schuster. The buyout was trumpeted to the press as a done deal, but it's far from a fait accompli. Before the deal can close, the FTC will have to bless it. That blessing is far from a foregone conclusion. KKR also owns Overdrive, the monopoly supplier of e-lending software to libraries.

Overdrive has a host of predatory practices, loathed by both libraries and publishers (indeed, much of the publishing sector's outrage at library e-lending is really displaced anger at Overdrive). There's a plausible case that the merger of one of the Big Five publishers with the e-lending monopoly will present competition issues every bit as deal-breaking as the PRH/S&S merger posed.

(Image: Sefa Tekin/Pexels, modified)

Hey look at this (permalink)

“The Littlest Jackal” by Bruce Sterling (1996) https://bruces.medium.com/the-littlest-jackal-by-bruce-sterling-1996-388cbc5cac82


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