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March 17, 2008, 6:54 am

Did JPMorgan overpay?

Just what is JPMorgan Chase (JPM) getting in its $2-a-share purchase of Bear Stearns (BSC)? That question is bugging Roger Ehrenberg, the former Wall Street exec who writes the Information Arbitrage blog. Sure, JPMorgan gets a solid securities clearing business and a nice new midtown headquarters building for much less than they’re worth. But it also gets a balance sheet full of things that could blow up - which isn’t exactly what you want in a market that seems to grow sicker by the day.

“Sure, they get some plum assets,” he writes. “But that asset value could be wiped out in a nanosecond if some of those Tier III derivatives go to hell, [and] the mortgage book continues to erode as do all the other leveraged credits on their balance sheet.”

As a result, he says it will be a while before anyone can truly assess the deal with any accuracy. Bank of America’s (BAC) dealings with Countrywide (CFC) come to mind: Bank of America chief Ken Lewis was lionized back in August when he agreed to have his bank put $2 billion in Countrywide via a preferred stock purchase at the equivalent of $18 a share. Since then, Countrywide shares have lost more than three-quarters of their value, and the stock continues to slide even in the wake of Bank of America’s agreement in January to buy Countrywide for more than $7 a share. Countrywide recently fetched $4.50 a share - a 31% discount to the value of the merger, which Wall Street clearly believes is in jeopardy of falling apart.

With that in mind, Ehrenberg suggests canceling any parades for JPMorgan chief Jamie Dimon.”He is taking a calculated risk, a risk that JPM certainly can absorb in exchange for the prospects of a rich payoff,” Ehrenberg writes. “But before we go patting Mr. Dimon on the back let a little time go by. Because this deal might look a lot less like a bargain a few months from now.”

Does not this deal need the blessings of Bear’s shareholders? The gov’t cannot shotgun this marriage. I can’t imagine the shareholders signing off on this. The one and only consideration so far is Bear is too connected to fail and therefore cannot be allowed to declared B/K. It would seem the CEO and whoever at Bear who signed off on this w/ JPM “took one for the financial system”. There is only 1 issue w/ this, they are suppose to take one for the shareholders and if B/K and a more orderly liquidation will net more than $2 a share (my wager said it’s a lot more than $2), they HAVE TO let the company file for protection. And bloody truth be told, the worldwide financial system be d_mned. The attorneys are going to have a field day w/ this one.

Posted By DL, Aliso Viejo, CA : March 18, 2008 7:27 pm

Dear Mr. Bernanke:

Could you please lend me $30 billion on a non-recourse basis so that I may purchase the State of Rhode Island? I know this is quite a request coming on the heels of your heroic efforts to save Wall Street, but you must agree with me that Newport is way nicer than the Hamptons and someone has to save it from those Rhode Islanders who continue to resist our efforts to turn it into Atlantic City. Mr. Trump and I would be more than happy to cut you in on the deal too and maybe even get you a guest shot on “Celebrity Apprentice” if you were willing to keep Providence as part of the deal. Whaddaya say?

Posted By Farnufar Ghorbanifar, Coney Island NY : March 17, 2008 11:31 pm

Looks like the Gov has started up the printing presses to print more $100 bills. Unfortunately this makes my savings worth less every day but fortunately they are saving some asses on wall street!

Posted By van, menomonie wisconsin : March 17, 2008 8:22 pm

The Fed did not guarantee this deal. They are providing financing for up to $30 billion. Losses on the current book, Tier III assets, plus diminution it the value of the current operations could far exceed this amount. So simply saying the “deal is guaranteed” is flat-out wrong.

Posted By Roger, NY, NY : March 17, 2008 7:52 pm

With employees with the caliber of Asib, it’s no wonder that Bear “got bankrupt”. He must have been working in the loan documentation department, which is why no one can figure out who owns the trash they were peddling.

Posted By David, Troy, MI : March 17, 2008 6:20 pm

Darryl,
Bonus time is in Feb/March…It’s already happened. Coincidence? I think not.

Posted By Jessica, St. Cloud MN : March 17, 2008 2:34 pm

“Used to work at Bear. Great firm. The anniversey and birthday parties were great. A classic living on the edge firm.
The girls were great as well. How could I forget the Sunday afternoon with Ann in the jet lounge? I can’t.”

No wonder they got bankrupt!

Posted By Asib, Austin, TX : March 17, 2008 1:51 pm

Hey Anonymous,
On that Sunday we spent together, did I mention that I used to be a man? You stud-
Ann from the jet lounge

Posted By Ann from the Jet Lounge : March 17, 2008 1:34 pm

I guess Mr. Ehrenberg did not read the part about the deal being backed by the Fed. I think the risk/reward here deserves a little investment, don’t you?

Posted By Anonymous : March 17, 2008 1:31 pm

Are you people so naive that you “assume” that just because this stuff is guaranteed by the US Government that it really means anything. I’m waiting to see who bails out the US Government when it goes tits up…

Posted By John H., Tulsa, OK : March 17, 2008 1:12 pm

Actually to address previous postings, the Fed no longer guarnatees the funds because an offer for purchase was made and accepted.

Posted By John in Denver : March 17, 2008 1:08 pm

Sorry people, I’ve looked around and don’t see anything about the Fed guaranteeing anything. Closest I read was $30 Billion from the federal reserve to cover operating expenses, no guarantee. With only a day and a-half of due-diligence, they are definitely taking on some major risk, hence the “MAJOR” discount on the purchase price. But given how antsy the FED was regarding Bear I would think that there is more money available for the industry should things continue badly.

“The wheels on the bus go round and round”

Posted By David, Cleveland Ohio : March 17, 2008 1:07 pm

What exactly has the fed guaranteed? I can’t imagine there’s no downside

Posted By Sev, New York, NY : March 17, 2008 1:02 pm

Why does the taxpayer has to continue has to put up with paying for these mistakes. How much more of this can this country take. What happens if this country has to bail out not only the financial industry but also the airline and automobile industry? This country could this for only for so long. Please wake up people!

Posted By Eddie S. New York, NY : March 17, 2008 12:48 pm

Did anyone notice on a day like this, “Pop” is touring Iraq?

Posted By Raman, Plano TX : March 17, 2008 12:26 pm

I think nothing none of the assets are guaranteed by the Feds, they can ofcourse borrow from the Fed at 300,325 bips or whatever and keep rolling it over!

Posted By vijay,chennai,india : March 17, 2008 12:04 pm

This writer needs to go to B-School and quick. Bear is probably worth well over a billion, but since no one has an accurate valuation of the toxic securities, the assumption on the street is that they are worth nothing. The reality is that these securities do have signficant value, but no one is sure of how much. The CDO’s are bundled securities- and while the Mortgage’s/MBS’s contained within those CDO’s may or may not be worthless, the other assets in the bundle do have value. $2/share sure seems to be a bargain to me when the headquarters building is worth nearly that much and other assets are being valued as nearly worthless.

Posted By Adam, New York, NY : March 17, 2008 11:58 am

Who writes this stuff??? The Government just guaranteed this deal! Is Forbes worth 3 dollars?

Posted By M-man Brighton Michigan : March 17, 2008 11:11 am

The fed guaranteed these assets. I think Jamie will come out smiling from the deal but not necessarily the crisis.

my 2 cents anyway. Quick,.. someone spot me $1.98, …

Posted By Jim, Tokyo, Japan : March 17, 2008 11:10 am

Everyone including Nos, NY, NY, keeps saying Bear’s Madison avenue headquarters building is worth more than $2/share, yes, but thats the asset side, if the bad liabilities are -$90B, who cares if Jamie gets a $2B building around the corner.

Posted By Geoff, Sutton Place, Manhattan : March 17, 2008 11:03 am

The buildiing on Park Ave is worth more than Morgan paid for the whole thing.

Posted By Eric Kardash, WIlmington, Delaware : March 17, 2008 10:50 am

The building which BearStearns owns in Manhattan alone is worth the deal which JPM paid out for.

Posted By Nos, NY, NY : March 17, 2008 10:39 am

Used to work at Bear. Great firm. The anniversey and birthday parties were great. A classic living on the edge firm.
The girls were great as well. How could I forget the Sunday afternoon with Ann in the jet lounge? I can’t.

Posted By Anonymous : March 17, 2008 10:10 am

Picking up Bear Stearns for less than $300 million is what a poker player would call “good pot odds”. The risk is there to be sure, but JP Morgan is a strong enough company that they can absorb the worst-case scenario. Weigh that against the potential gains and it seems like a no brainer.

The alternative is for everyone to duck and cover and pray the market magically improves itself. We all know that isn’t going to happen. We should be patting JPMorgan on the back for taking a risk that may help stem the collapse of the market.

Posted By Jim, Omaha NE : March 17, 2008 10:01 am

Goldilocks devours the Bear and in the process puts the Bear over a barrel and well, you know.
Jack B, NYC

Posted By Jack Broad, NY, NY : March 17, 2008 10:01 am

But that ignores the Fed guarantees

Posted By Earl Smith, Monsey, NY : March 17, 2008 9:57 am

I hope that they will still have some money left over to pay the Bear Stearns execs their annual bonuses.

Posted By Darryl Chicago,IL : March 17, 2008 9:53 am

Ban bridge, not golf. At least you can use your cell phone on the links. Let’s hope Jimmy used BSC shares as collateral for a loan on his swanky new Plaza apartment!

Posted By Steve Bedford Hills NY : March 17, 2008 9:48 am

Thank you Mr. Cayne. You will go down in history of Wall St. as one who played golf while Bear Stearns burned.

Does this mean feds will now move in to ban golf?

Posted By Raman, Plano TX : March 17, 2008 9:13 am

I’m surprised to see this side of the story - I dont buy it one bit. JPM got a deal at the expense of the taxpayers. Its a great win for capitalism and free markets. I wonder who will bail me out when I do foolish things.

Posted By Nick L, Minneapolis, MN : March 17, 2008 9:05 am

Please correct the following:

“Countrywide’s agreement in January to buy Countrywide”

Posted By Elliott, Somers NY : March 17, 2008 8:57 am

YEA THOSE ASSETS CAN BE WIPED OUT IN A NANOSECOND BUT THEY ARE GUARANTEED BY THE FED!!! YOU CAN’T BE THIS DUMB!

Posted By NEW YORK, NY : March 17, 2008 8:46 am
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