Ezra's Bookshelf

Barbarians at the Gate

by Bryan Burrough and John Helyar · 105 pages · ~2 hrs

The definitive account of the 1988 leveraged buyout of RJR Nabisco, the largest corporate takeover in history at the time, and the book that came to define Wall Street's era of excess. Wall Street Journal reporters Bryan Burrough and John Helyar reconstruct the six-week bidding war that began when F. Ross Johnson, the freewheeling CEO of the tobacco-and-cookies conglomerate, tried to take his own company private and instead triggered an auction that ended at $25 billion. What follows is a procedural of extraordinary granularity: Henry Kravis and George Roberts of KKR maneuvering against Johnson's Shearson Lehman team, investment bankers inventing fees as they go, lawyers billing around the clock, and a board of directors struggling to understand what is being done to the company in its name. Burrough and Helyar had remarkable access to nearly every participant, and they use it to build character rather than caricature: Johnson's corporate-jet fleet and celebrity golf outings become a study in how executive perks curdle into entitlement, while Kravis emerges as a figure of disciplined, almost bloodless ambition. The book's lasting achievement is structural. It demonstrates that the takeover boom was not driven by strategic logic but by the incentives of the intermediaries, who were paid enormous sums regardless of outcome. Written with the pacing of a thriller and reported with the rigor of a Journal investigation, it remains the standard against which business narrative is measured, and a durable explanation of how financial engineering displaced industrial management at the center of American capitalism.

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