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On eve of bankruptcy, US firms shower executives with bonuses

reuters.com

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Re: On eve of bankruptcy, US firms shower executives with bonuses

#51
post #43

Earlier quoted context omitted.

> As to why this is allowed, I think it's seen as a private transaction between well-informed and consenting parties, so there needs to be a compelling reason for legislation and regulation. In this specific case (zone of bankruptcy) there are externalities so it’s not a purely private transaction. For that matter limited liability always creates the possibility of an externality and so creates a hook for government…

Employees are already treated as unsecured creditors in the bankruptcy process (unless you're the UAW), and I think lawmakers are reluctant to meddle with employment contracts in a situation which is already quite complicated.

The bonus money paid to executives is not available to the bankrupt estate and therefore to innocent third parties. They arguably should be subject to clawback.

Re: On eve of bankruptcy, US firms shower executives with bonuses

#53
post #47

Earlier quoted context omitted.

It still sounds immoral even if you read the rest of the comment.

Perhaps it would make more sense to you if the headline were phrased: "On eve of bankruptcy, US firms restore a fraction of executives' previous salaries with retention bonuses, now that their options and RSU's are worthless, which of course made up most of their salaries." But that doesn't sell clicks as well to people who already have their minds made up.

I don't know about selling clicks in general but, for me, that headline is even more compelling. Corporate executives' salaries are canonically justified by the fact that they're tied to the success of the corporation. If executives get their millions even when their corporations tank, I see a serious problem.

Re: On eve of bankruptcy, US firms shower executives with bonuses

#54
post #7

Is there any research claiming that giant executive bonuses, in this case seemingly at the expense of the company they govern, is optimal for some macroeconomic quality that benefits the society at large? Or do we allow this behavior because we believe it is immoral to prevent giant executive bonuses as a matter of principle?

Those are not the only two possibilities

Re: On eve of bankruptcy, US firms shower executives with bonuses

#55
post #35

Earlier quoted context omitted.

Not in this case. That is the oversimplified emotional response you see in the comments, but it doesn't jive with reality. Let's say you are the COO of Hertz, making 300K salary and 1M in options. The shareholders vote for Chapter 11 and those options are now effectively worthless, so your income decreased by ~70%. Are you going to stick around and try to dig out the company without a retention bonus? Given that the…

> Are you going to stick around and try to dig out the company without a retention bonus? No. You have a couple of times framed opposition to executive bonuses in these situations as "simple" and "emotional", while expressing an appreciation for "creative destruction". So, if an executive would rather leave than turn a company around while tightening their own belt -- especially given that some of these executives ca…

What you're describing sounds nice but apparently the incentives don't support it (perhaps because it's better to keep the people who know all about their company than contract execs who know nothing about the company or perhaps even the industry).

I agree with part of what you are saying, hence my tirade about how Chapter 11 bankruptcy laws need reform. But what bothers me is that most people just assume the executives (who mostly aren't even responsible for their pay) are evil, without understanding how everyone acted rationally and morally under the incentives of the broken system. The fact that it's happening on such a broad scale should be a clue that the system is broken, rather than a statistically significant collection of individuals.

Just to spell it out for everyone, there are a few actions happening here, highly incentivized by the system. I doubt many of the self righteous commenters here would do anything differently put in a position to make any of these decisions.

1. You are a major shareholder of a company. The company cannot pay its debts. The debts are greater than the company's assets. You have two options. Vote to file chapter 7 (liquidate to the debtors and get nothing) or file chapter 11 (get the court to forgive as much debt as possible and maybe you will get something back if the company turns itself around). Many of the major shareholders hold significant portions of their net worth in one company, or are institutions (e.g. Vanguard) which have a responsibility to do the financially prudent thing for mom and pop investors like you and me.

2. Predictably, the shareholders voted to file chapter 11. This has already happened. Given that it has happened, you want to give the company the best chance of making a recovery and returning value to shareholders. It makes sense to partially restore executive salaries with retention bonuses, so that you have leadership to keep the company afloat while restructuring. Note that most of these salaries would have been heavily impacted by the bankruptcy filing, in which options and RSU's (the majority of most exec salaries) are now nearly worthless. So you sign a retention bonus as soon as you know bankruptcy is inevitable.

Don't hate the players, hate the game. As I tried to elucidate in this thread, the problem is not any immoral actors, but the power of corporate chapter 11 bankruptcy and the fact that creditors' do not get to vote on the likelihood of it being a better ROI for them. It's simpler to blame it on the evil greedy executives (which makes no sense in this case) or try to make all sorts of band-aid amendments to how you can give bonuses to executives during a bankruptcy, but that misses the core problem.

Re: On eve of bankruptcy, US firms shower executives with bonuses

#56
post #47

Earlier quoted context omitted.

It still sounds immoral even if you read the rest of the comment.

Perhaps it would make more sense to you if the headline were phrased: "On eve of bankruptcy, US firms restore a fraction of executives' previous salaries with retention bonuses, now that their options and RSU's are worthless, which of course made up most of their salaries." But that doesn't sell clicks as well to people who already have their minds made up.

I don't see why people who speculated on options should be be compensated for their loss. That whole argument doesn't make sense to me at all. They could have negotiated less options and more salary, if they were the risk-averse type, could they not? Or worked a job with less risk.

It's just buddies taking as much as possible before they lose control. And everybody knows this. It's weird to read these invented reasons of why they need extra compensation at this point.

Re: On eve of bankruptcy, US firms shower executives with bonuses

#57
post #43

Earlier quoted context omitted.

Employees are already treated as unsecured creditors in the bankruptcy process (unless you're the UAW), and I think lawmakers are reluctant to meddle with employment contracts in a situation which is already quite complicated.

The bonus money paid to executives is not available to the bankrupt estate and therefore to innocent third parties. They arguably should be subject to clawback.

Should all incentive pay be treated similarly? What about commissions for salespeople? Should payments to consultants also be 'clawed back', perhaps depending on what kind of consulting they were doing, and whether it was related to the bankruptcy?

I think this would quickly get complicated and have many unanticipated results; you might have situations where key employees start leaving when they think the company is going down, thereby causing a complete failure.

Re: On eve of bankruptcy, US firms shower executives with bonuses

#58
post #27

While it looks immoral if you don't understand the mechanics, people are simply responding to incentives around bankruptcy laws. Nobody wants to try to turn around a bankrupt company at their old salary (with their old RSU's and options now worthless). The real question is, should Chapter 11's even be allowed for corporations (as opposed to Chapter 7)? Shareholders vote for these because they know that in a Chapter 7…

I’ll do it for their old comp.

It’s not like I’ll do any worse than they did.

Re: On eve of bankruptcy, US firms shower executives with bonuses

#59
post #35

Earlier quoted context omitted.

Not in this case. That is the oversimplified emotional response you see in the comments, but it doesn't jive with reality. Let's say you are the COO of Hertz, making 300K salary and 1M in options. The shareholders vote for Chapter 11 and those options are now effectively worthless, so your income decreased by ~70%. Are you going to stick around and try to dig out the company without a retention bonus? Given that the…

> Are you going to stick around and try to dig out the company without a retention bonus? No. You have a couple of times framed opposition to executive bonuses in these situations as "simple" and "emotional", while expressing an appreciation for "creative destruction". So, if an executive would rather leave than turn a company around while tightening their own belt -- especially given that some of these executives ca…

You’re assuming that there is a pool of hypothetical executives who are a) familiar with the industry, b) familiar with the company, c) available, and d) willing to earn an amount less than what the existing executives are offered here, and e) willing to take a very risky job that will likely end fairly shortly.

I’m not an expert but it seems like these people may not exist and that keeping the existing management on may be in the shareholders’ interest.

Re: On eve of bankruptcy, US firms shower executives with bonuses

#60
post #47

Earlier quoted context omitted.

It still sounds immoral even if you read the rest of the comment.

Perhaps it would make more sense to you if the headline were phrased: "On eve of bankruptcy, US firms restore a fraction of executives' previous salaries with retention bonuses, now that their options and RSU's are worthless, which of course made up most of their salaries." But that doesn't sell clicks as well to people who already have their minds made up.

> ... now that their options and RSU's are worthless

That's the ball they dropped. Yes, handing them a shiny new one out of a foundering company's budget is rather infuriating.

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