Financial Times Europe - 22.08.2019

(Ann) #1
Thursday22 August 2019 ★ FINANCIAL TIMES 7

FT BIG READ. PRIVATE EQUITY


Marc Rowan and his protégé Imran Siddiqui invented what may be the slickest moneymaking machine on


Wall Street. Then they fell out, exposing a divide between the buyout pioneers and younger dealmakers.


By Mark Vandevelde and Sujeet Indap


something arguably more valuable than
the $300m it had sought. In riveting
detail, the arbitrator laid bare how Mr
Siddiqui had worked on his competing
venture with the surreptitious help of a
mid-level Apollo colleague.
Mr Dang was a rising star at Apollo.
He regularly pulled 100-hour weeks,
and left his phone on overnight so his
billionaire bosses could rouse him. Yet
he also found time to build Excel models
for Mr Siddiqui.The arbitrator found
that Mr Dang, who had never worked on
insurance deals at Apollo, accessed con-
fidential files belonging to the Apollo
team that was helping Athene bid for
AEL. Mr Cernich conceded it was a “stu-
pid and sophomoric” thing to do,
though the arbitrator found there was
no evidence that Mr Siddiqui was
involved or used the information.
Apollo failed to flip Mr Dang, who
resigned the day after his confrontation
with Mr Weideman and was ordered by
the arbitrator to pay Apollo $1m over
his wrongdoing.
Athenewalked away from AEL,
deciding a deal would be too expensive.
But Mr Siddiqui could not close a deal
for AEL either. The Apollo legal action
spooked his potential backers, accord-
ing to people familiar with the discus-
sions. Some believe that was the point.
For Mr Cernich, the Caldera co-
founder who is also being sued by
Athene, the case was never really about
confidential information. “It was about
the fact that we had the audacity to go
after Apollo’s income and would not
back down from its threats,” he says.

Who wins?
Apollo rejects this view entirely and the
arguments are still rattling around
courtrooms.Athene is suing Mr Sid-
diqui in Bermuda, claiming he violated
his legal duties to the company. Caldera
is suing Apollo, Athene and Mr Black in
New York, claiming that the Bermuda
lawsuit — and the arbitration action
before it — are “shams”, part of a cam-
paign of litigation and slander aimed at
suppressing competition. (The defend-
ants deny this; Apollo says it has “over-
whelmingly prevailed” in litigation
against Mr Siddiqui, and that calling its
claim a sham is “absurd”.)
Earlier this year two US-based Athene
shareholders took aim at the private
equity firm’s “extravagantly expensive”
fees, filing lawsuits against Apollo in
New York, only to drop the claims after
Athene persuaded a Bermuda court to
slap them with injunctions against pur-
suing their complaints in the US.
At Apollo, Mr Siddiqui’s former col-
leagues insist it could have ended differ-
ently if he had abandoned his secret col-
laboration with Mr Dang and respected
the peace treaty he struck when he set-
tled the first legal action at the begin-
ning of 2018. Some of Mr Siddiqui’s
allies call that fanciful, pointing out that
Apollo began litigating against his AEL
deal months before it knew one of its
employees was involved.
There have been no winners from the
dispute. Athene’s shares trade just
below their 2016 IPO price. The bloody
fight with Mr Siddiqui has cast unwel-
come attention on its controversial rela-
tionship with Apollo. Mr Siddiqui’s Cal-
dera is again looking for takeover tar-
gets, and financial backers.
In a conversation recorded in court
papers, Sorin Siddiqui surveyed the
mayhem unleashed by her husband’s
attempt to earn a second fortune in
insurance, and said: “He should have
just sat on the beach for a while.”

I


t was an offer Ming Dang was not
supposed to refuse. One afternoon
in October, the 30-year-old former
investment banker was escorted to
a private room for a meeting that
would alter the course of his career. First
to speak was Christian Weideman,
recently arrived on Wall Street after
working as a senior official in Barack
Obama’s Treasury department. He
delivered a blunt warning.
“We are lawyers for Apollo,” Mr Wei-
deman began, referring to one of the
world’s leading — and most aggressive —
private equity firms, where Mr Dang
also worked. “We don’t represent you.
Anything you tell us, we can use.”
The ambush exposed Mr Dang’s
divided loyalties in a messy power
struggle between two generations of
Wall Street fortune-makers. On one side
of the battle was Marc Rowan, co-
founder ofApollo Global Management,
who at 57 is old enough to have become a
multibillionaire from the leveraged
buyout revolution a generation ago. Pit-
ted against him: his erstwhile protégé
Imran Siddiqui, a man he regarded as
“brilliant and capable”, who earned
$20m a year in his early forties at Apollo
yet insisted he was worth far more.
The pairhad fallen out over one of the
most lucrative investments of the past
decade. During the financial crisis they
set up alife insurer, Athene Holding,
buying insurance policies at bargain
prices and moving billions of dollars of
customers’ retirement savings into
unconventional credit investments just
as markets bottomed.
Athene now pays enormous fees to
Apolloto manage its assets; analysts say
the insurance group has added $4bn to
the value of Apollo, nearly one-third of
its market capitalisation. It was a com-
plete reimagination of what a Wall
Street firm could become. The likes of
Blackstone founder Stephen Schwarz-
man and former Barclays boss Bob Dia-
mond have been trying to replicate it.
Yet this triumph has degenerated into
an ugly grudge match thatone rival pri-
vate equity executive likens to “a circu-
lar firing squad”. In particular, some
Athene shareholders have complained
about the insurer’s close ties to Apollo.
Mr Siddiqui quit Apollo when it
became clear that his rift with Mr
Rowan could not be repaired, only to
suffer damaging revelations thatset
back his own attemptto establish a rival
insurance venture. He faces a barrage of
litigation, which allies view as an
attempt by Apollo to sabotage a poten-
tial competitor.
This account, based on a dozen inter-
views with key insiders together with a
review of securities filings, court records
and other documents, reflects a genera-
tional divide that has riven the firms
that invented the alternative assets
industry four decades ago. It shows that
Apollo’s veteran founders, like their
counterparts atBlackstone,KKRand
Carlyle, are wrestling with how to groom
new leaders without giving up control —
bringing them into conflict with
younger executives behind Wall Street’s
latest moneymaking machines.
Mr Dang could only guess at any of
that as he sat in an Apollo conference
room and tried to explain away the pri-
vate emails that unmasked him as acol-
laborator in Mr Siddiqui’s new insur-
ance venture, which his employer,
Apollo, was trying to suppress.
“Do you know how long this will
take?” he asked.
Months later, an arbitrator would
conclude that Mr Dang’s account of his

internet start-ups andconsultancy,
before moving to Goldman Sachs. “The
rarest quality in junior people on Wall
Street is willingness to invent,” says a
person who supervised him there.
“Imran brought that to work every day.”
In his first five years at Apollo, Mr Sid-
diqui worked with Mr Rowan to buy
scraps of mispriced business from
major insurance companies, building
Athene into a company with enough
heft to be listed on the stock market.
In 2013 Apollo raised a new $18bn pri-
vate equity fund — and Mr Siddiqui saw
a chance to ask for more money. He also
made two unusual requests. Instead of a
bigger stake in Apollo or its funds, he
asked for a stake in Athene. And he
asked to borrow cash from Goldman
and Apollo, so he could double down
and buy even more Athene shares.
While Apollo, too, has a large equity
stake in Athene, which it says “creates a
close alignment” between the compa-
nies, the move potentially put Mr Sid-
diqui at odds with his employer over the
fees the firm extracted from the insurer.
The unorthodox pay package may
have widened a cultural gap between Mr
Siddiqui and some of his Apollo col-
leagues. He was a decade older than the
private equity firm’s typical recruits,
and some viewed him as aloof and arro-
gant. Unlike peers who usually had a
dozen or so deals at various stages of
development, he was spending most of
his time at Athene. Now, even as he
ascended to the rank of senior partner
with a slot on the Apollo Management
committee, Mr Siddiqui’s $78.5m stake
in Athene dwarfed his $20m holding of
Apollo’s shares and exceeded his partici-
pation in the firm’s private equity funds.
By mid-2015 Mr Siddiqui and Mr
Rowan were set on a collision course.

Threat of competition
A major bone of contention was the
position of Jim Belardi, who served as
Athene’s chief executive while owning a
5 per cent stake of the Apollo subsidiary
that charged fees for managing the
insurance company’s assets. In 2015, Mr
Siddiqui came close to replacing him
with respected MetLifeexecutive Bill
Wheeler. Mr Rowan called Mr Wheeler
“great window dressing for an Athene
IPO and perhaps... also a great execu-
tive” but took exception to what he saw
as a secretive hiring process. (Mr
Wheeler eventually took the role of
“president” which Athene says was
“always intended”, calling his role “criti-
cal and influential”.)
In late 2015, Mr Siddiqui and others
who worked closely with Athene felt he
was being sidelined from his role at the
insurer. Mr Rowan disputed this and
stated in sworn testimony that “Mr Sid-
diqui was fully operational with respect
to Athene through the day he left”. Still,
by the time Mr Siddiqui departed in
2017, his relationship with Mr Rowan
was so broken that, unlike Apollo co-
founders Leon Black and Josh Harris,
the man who had been his closest men-

tor did not stop by to say farewell.
Unbeknown to Apollo, Mr Siddiqui
was already working on a new venture.
Caldera Holdings would compete with
Athene, but instead of being captive to a
private equity firm it would invest poli-
cyholders’ money in fixed-income port-
folios operated run by low-fee asset
managers such as BlackRock, according
to people familiar with his plans.
The problem was that Mr Siddiqui had
signed a non-compete clause. In January
2018, Apollo started legal action. The
case was settled. Mr Siddiqui’s lawyer,
Lisa Solbakken, stated that Caldera,
which was incorporated in Bermuda last
July, “was neither founded nor operating
until well after Siddiqui’s departure”. Mr
Siddiqui gave up $15m of Apollo-related
assets as part of the settlement.
Now free to compete, Mr Siddiqui
wanted to kick-start his new venture by

acquiring a listed life insurer named
American Equity Investment Life
(AEL), which was also an Athene target.
With his Caldera co-founder Stephen
Cernich, a former Athene executive, he
began drumming up money for a bid.
In May last year, Apollo sued again,
this time accusing Mr Siddiqui of misus-
ing the firm’s confidential information.
Mr Rowan told colleagues that he could
not see how else Caldera could have
mastered the complexity of bidding for
a listed insurer so soon after Mr Siddiqui
left Apollo. A New York arbitrator
rejected that argument, suggesting
Apollo should not have settled with Mr
Siddiqui if it did not want him to com-
pete. While castigating him for falsely
stating he had destroyed confidential
documents as required, the arbitrator
found no evidence that Mr Siddiqui
used confidential information obtained
from Apollo or Athene.
Apollo lost its principal claim against
Mr Siddiqui, and was awarded $150,
against him in punitive damages on
other claims, but the firm obtained

two-timing “reflected a lack of a moral
compass”. But for now he had a job, and
a prospect that he could keep it, if he
spilled everything he knew and agreed
to testify for Apollo against Mr Siddiqui.
“Is this something we can resched-
ule?” Mr Dang suggested. “Unfortu-
nately not,” Mr Weideman replied.

Inventive approach
Mr Siddiqui left Apollo convinced that
insurancewas an industry where light-
ning could strike twice. Long before
Athene, his mentor Mr Rowan scored an
early success with Executive Life, a Cali-
fornia insurance company that col-
lapsed in 1991 after buying billions of
dollars of junk bonds from investment
bank Drexel Burnham Lambert.
Now regarded as one of the sharpest
minds on Wall Street, Mr Rowan started
at Drexel at the height of the junk bond
boom after graduating from the Whar-
ton School. Several of the bank’s top
executives were at that time perpetrat-
ing one of the most notorious financial
crimes in American history. “I worked
directly for Dennis Levine, who went to
jail,” Mr Rowan once said, summarising
his early career. “I then went to work for
Marty Siegel, who also went to jail. I
then moved out to California to work for
Mike Milken, who also went to jail.”
When junk bond prices collapsed, Mr
Rowan was out of a job and Executive
Life was out of business, decimating the
savings of some pensioners. ButApollo,

founded in 1990 by several Drexel veter-
ans including Mr Rowan, discovered a
silver lining. When regulators organised
a fire sale of the bonds the Drexel team
had sold to Executive Life, Apollo was
an enthusiastic buyer. The firm report-
edly made large profits.
Debt markets were again convulsed
by financial crisis when Apollo poached
Mr Siddiqui in 2008 from a smaller pri-
vate equity firm. He graduated from
Harvard Law School after stints in

Former Apollo partner Imran Siddiqui, left, once enjoyed a good relationship with co-founder Marc Rowan, right. But Mr Siddiqui started working on a new venture, Caldera Holdings, while still at the firm— FT montage

‘The rarest quality in


junior people on Wall


Street is a willingness to


invent. Imran brought


that to work every day’


‘It was about the fact that


we had the audacity to go


after Apollo’s income and


would not back down


from its threats’


The generational feud


that rocked Apollo


Apollo prospers while Athene
trades below its IPO price
Share prices, rebased (Dec   )













  

Apollo Global
Management

Athene Holding

Source: Refinitiv

A dispute arose
overtheposition
of Jim Belardi,
the Athene CEO
seen below at its
2016 IPO. Imran
Siddiqui wanted
to hire MetLife’s
Bill Wheeler for
the role

                   


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