As Paulson paced in an anteroom at the Rayburn House Office Building, Bernanke, who had accompanied him to the hearings, became so uncomfortable with the tone of his conversation with Bolten that he left the room. He was hardly accustomed to officials screaming at each other, and worse, he couldn’t abide the bare-knuckled behind-the-scenes fighting that is a staple of politics, especially in an election year.
In truth, support for TARP—which Joshua Rosner, a managing director at Graham, Fisher & Company, told the New York Times should stand for “Total Abdication of Responsibility to the Public”—was quickly waning in both parties. Democrats charged that it was a way for Paulson to line the pockets of his friends on Wall Street, while Republicans denounced it as just another example of government intervention run amok. Congressmembers on both sides of the aisle complained about the cost of the plan, with some questioning if it could be made in installments and others seeking to include limits on executive compensation in any legislation.
“What they have sent us is not acceptable,” Christopher Dodd declared. “This is not going to work.” Jack Kingston, a Republican congressman from Georgia, went so far as to publicly criticize Paulson as “a terrible communicator,” complaining, “We’re being asked to vote on the major piece of legislation of our lifetimes, and we haven’t seen the bill.”
Beyond the rhetoric, however, lawmakers as well as investors were starting to raise practical questions about how the process of buying troubled assets would actually work. How would the government pay for them? How would the prices be determined? What if certain parties wound up profiting at the expense of the taxpayers?
When Steven Schwarzman, who had encouraged Paulson to announce a plan—any plan—finally saw the details of this one, he called Jim Wilkinson to get a message to Paulson.
“You announced the wrong plan!” Schwarzman told him.
“What do you mean?” Wilkinson asked.
“You won’t practically be able to figure out a way to buy these assets in a short period of time to provide liquidity to the system without either screwing the taxpayers or screwing the banks,” Schwarzman warned him. “And you won’t be able to force people to sell!” He explained that most bank CEOs would prefer to leave their bad assets on their books at depressed prices rather than have to realize a huge loss. “And,” he added, “each package of these assets is so highly complex that it’s not like bidding for a bond; you have to do a lot of in-depth analysis, and that takes weeks to months, and meanwhile, if you do nothing for weeks to months, you’re going to go back into crisis.”
At around 4:00 p.m. on Thursday, September 25, leaders of both parties and of the relevant committees crowded around the large oval mahogany table of the stately Cabinet Room of the White House, joined by the presidential candidates, senators McCain and Obama. Seated at the middle of the throng were the president, Vice President Cheney, and Hank Paulson. The group had been assembled in an attempt to persuade House Republicans, who had been emboldened by McCain, to rejoin the negotiations and agree on a bailout.
“All of us around the table take this issue very seriously, and we know we’ve got to get something done as quickly as possible,” Bush told the group. “If money isn’t loosened up, this sucker could go down,” he warned, referring to the nation’s economy.
But the meeting quickly degenerated from a promising effort to reach a consensus into a partisan fracas after the House Republican leader, John Boehner of Ohio, announced that House Republicans would not support the bailout, but would instead propose an alternative that would involve insuring mortgages with a fund paid for by Wall Street. When Democrats protested that such a plan would do nothing to address the current crisis, arguments erupted throughout the room, followed by finger-pointing and shouting, a spectacle that Cheney sat watching with a smile.
Obama, in an attempt to reach a compromise, asked, “Well, do we need to start from scratch, or are there ways to incorporate some of those concerns?” But by then it was too late for any effort to find a middle ground, and the meeting ended with the various factions leaving the room without speaking to one another.
As the deflated Treasury team made their way to the Oval Office a staffer stopped to inform Paulson that the Democrats were gathering in the Roosevelt Room across the corridor.
“I need to find out what they’re doing,” Paulson mumbled, disappearing before some of the staff even realized he was no longer with them.
He marched into the middle of the scrum of Democrats, who were furious at the House Republicans’ campaign to undermine the rescue plan. Paulson could see that it was only moments away from collapsing.
To break the tension, he went down on one knee before House speaker Nancy Pelosi.
“I beg you,” he said in a heartfelt plea, backed by a chorus of chuckles from the congressmembers, “don’t break this up. Give me one more chance to bring these people in.”
Pelosi tried to repress a smile at the sight of the towering Treasury secretary genuflecting before her and, looking down at him, quipped, “I didn’t know you were Catholic.”
At 4:00 a.m. on Friday morning, Vikram Pandit, Citigroup’s CEO, was puttering around his Upper East Side apartment, catching up on his e-mail. He had gotten only a few hours of sleep, having arrived home late after spending the day at the Wharton School in Philadelphia, where he had given a lecture in which he told the audience, “You have been great at picking exactly the right time to be at school.”
His in-box was almost full, with e-mail traffic among his inner circle sharing the latest news: Hours earlier the Federal Deposit Insurance Corporation had swooped in to seize Washington Mutual, which held more than $300 billion in assets—making it the biggest bank failure in the nation’s history. The FDIC had already run a mini-auction for WaMu, the largest of the savings and loans, requesting best bids a day before its announcement, just in case. The FDIC typically conducts seizures of troubled banks on Friday evenings, to allow regulators time over the following weekend to ready the institution to open under government oversight on Monday. But WaMu was deteriorating so rapidly—nearly $17 billion had been withdrawn in ten days—that the regulators had no choice.
Pandit, who had himself submitted an early bid for WaMu, learned that his rival, Jamie Dimon, had won the auction, paying $1.9 billion.
As Pandit made his way through the stream of e-mails, one from Bob Steel of Wachovia caught his eye. He knew that Steel had called his office earlier that week, and he imagined he knew the purpose of that call: Steel was probably interested in selling the firm. To Pandit, Wachovia was an attractive purchase because of its strong deposit base, which Citi, despite its mammoth size, lacked. But he knew instinctively that he would be interested in such a deal only if he could buy the company on the cheap.
“I’m sorry, I’ve been away,” Pandit e-mailed Steel at 4:27 a.m. “But I’m back, call any time.”
Minutes later, Steel, who was also awake, phoned him.
Having been abandoned at the altar the previous weekend by Goldman Sachs and Morgan Stanley—and with Kevin Warsh still pressuring him—Steel was eager to line up as many options as possible, suspecting that the upcoming weekend could well turn into another merger sprint. He had also reached out to Dick Kovacevich at Wells Fargo, whom he had run into in Aspen the previous weekend, and had scheduled a breakfast with him at the Carlyle Hotel on Sunday morning.
If everything worked out the way he hoped, he might well be able to set up an auction.
After the fiasco of Thursday’s meeting, Paulson and the White House agreed that they needed to do everything possible to resume the talks on the bailout. “Time,” Paulson warned Josh Bolten, “is running out.”
By 3:15 p.m. on Saturday, September 27, Paulson and his Treasury team were heading down the hall of the Hill’s Cannon House Office Building to conference room H-230, where they would meet with congressional leaders one more time, in hopes of fashioning a compromise.
Kashkari, in a huddle with the Trea
sury team before the gathering, reminded everyone that the biggest hurdle they faced was that Congress did not truly appreciate the severity of the economy’s problems. “We’ve got to scare the shit out of the staff,” he said, echoing Wilkinson’s instruction to Paulson earlier in the week. “Let’s not talk about the legislation,” he urged, and suggested instead that they focus on the potentially devastating problems they would all face if the legislation wasn’t passed.
When Paulson arrived in the conference room, which was across from Pelosi’s office, he took note of the presence of Harry Reid, Barney Frank, Rahm Emanuel, Christopher Dodd, Charles Schumer, and their staffs; only the speaker herself was absent.
To underscore the significance and sensitive nature of the meeting, an announcement was made that all cell phones and BlackBerrys would be confiscated to avoid leaks. A trash can was used as a receptacle for the dozens of mobile devices labeled with congressional staffer names on yellow Post-Its.
As the meeting came to order, Paulson, following Kashkari’s playbook, announced darkly, “You saw what happened earlier this week with Washington Mutual,” and, with as much ominousness as he could muster, added, “There are other companies—including large companies, which are under stress as well. I can’t emphasize enough the importance of this.”
The stern-faced lawmakers listened attentively but immediately raised what they considered to be four major obstacles to the plan: oversight of the program, which the Democrats felt was severely lacking; limits on executive compensation for participating banks, a controversial provision that Paulson himself was convinced would discourage them from participating; whether the government would be better off making direct investments into the banks, as opposed to just buying their toxic assets; and whether the funds needed to be released all at once or could be parceled out in installments.
“Damn it,” Schumer thundered, annoyed that he couldn’t get a straight answer. “If you think you need $700 billion right away, you’d better tell us.”
“I’m doing this for you as much as for me,” Paulson replied, blanching at Schumer’s aggressive tone. “If we don’t do this, it’s coming down on all our heads.”
The conversation soon turned to executive compensation. While everyone in the room was aware of the potential political fallout over huge bonuses being paid out by firms requiring taxpayer rescue, it was Max Baucus, chairman of the Senate Finance Committee, who spoke to the issue. He made it abundantly clear that he was furious with Paulson for not having insisted on strict limits on compensation for the managements of banks that would take advantage of the program. In Baucus’s view the executives should be entitled to next to nothing—and at the very minimum they should be forced to give up golden parachutes and other perks.
As Baucus railed on, raising his voice until he was virtually shouting at the Treasury staff, Paulson finally interrupted him with, “Let’s not get emotional,” and tried to explain his rationale. The reason he was loathe to put in executive compensation limits, he said, was not because he wanted to protect his friends but because he believed the measure was impractical. Banks, he said, would have to renegotiate all of their compensation agreements, a process that could take months, preventing them from accessing the program.
Paulson’s efforts to calm the group’s nerves with practical reasoning, however, didn’t appear to be working; other congressional leaders rushed in to express their own outrage, focusing now on the lack of oversight and accountability. While the three-page piece of legislation he had originally submitted the week before had since grown in size, it still contained little in the way of any watchdog provisions to guarantee that the program would be maintained properly. Paulson had been resisting the Democrats’ demands to appoint a panel that would not only oversee the program, but also have the authority to determine how it operated and made decisions, as he feared that it would inevitably become politicized. “All we’re talking about is having Groucho, Harpo, and Chico watching over Zeppo,” said Frank to laughter.
The conversation dragged on into the night, as the staffers from Treasury and Congress tried to find a middle ground, with only the same sticking points raised again and again.
“It’s impossible for us to go to hundreds of banks across the country and have them renegotiate all their employment contracts,” Kashkari said, reiterating why they couldn’t include more compensation curbs. “It’s just going to take too long; it’s impossible. So if they have golden parachutes, physically we can’t do it.”
One of Schumer’s staffers proposed a different approach. “Well, why don’t you just block new golden parachutes?”
“We hadn’t thought of that,” Kashkari admitted sheepishly.
It was the eureka! moment that finally seemed to break the impasse the group had reached. For the first time in days it appeared that with a few other compromises they could be near agreement on the terms of a deal. While the Democrats had backed down on the oversight component, they could console themselves with a victory of sorts on the executive compensation issue.
As his staffers continued to perform shuttle diplomacy among the various factions, trying to find some language on which they could finally settle, Paulson, looking deathly pale, retreated to Pelosi’s office.
“You want us to go get the Hill doctor?” Harry Reid asked.
“No, no, no,” Paulson said groggily. “I’ll be fine.”
Hurriedly pulling a trash can before him, he began having dry heaves.
Bob Steel and his lieutenant, David Carroll, entered the elegant Art Deco lobby of the Carlyle Hotel at 8:00 on Sunday morning, making their way to the elevators and to the suite of Dick Kovacevich, the CEO of Wells Fargo.
With the TARP legislation still publicly unresolved, Steel and Carroll had come to see Kovacevich in hopes of convincing him to buy Wachovia. For Steel it was an especially bitter pill to swallow; having left Treasury only two months earlier to become the CEO of the firm, he was now resigned to selling it. Much like AIG’s Bob Willumstad, he simply had no good options available to him. Any attempt to turn around Wachovia in this environment, with its portfolio of subprime loans falling even more every day, was going to be increasingly difficult. Steel felt a deep sense of responsibility to find a buyer quickly, to obtain some value out of the business before the winds turned against him completely.
He was also under particular time pressure from the fact that both Standard & Poors and Moody’s had threatened to downgrade the firm’s debt the following day. A downgrade could put even more pressure on the bank, whose stock had fallen 27 percent on Friday, further eroding confidence among customers, who had withdrawn some $5 billion that same day.
In his effort to encourage an auction, Steel had met with Pandit on Friday and Saturday, but the night before had received the bad news: Like Goldman Sachs the prior weekend, Citigroup would only buy the firm with government assistance, and even then Pandit said he was prepared to pay only $1 a share for it.
As Steel and Carroll sat down for breakfast in Kovacevich’s suite, he could only hope he was going to get a more encouraging reception.
Kovacevich, a handsome sixty-four-year-old with silver just beginning to shade his temples, had built Wells Fargo into one of the best-managed banks in the country, establishing it as the dominant franchise on the West Coast and attracting Warren Buffett’s Berkshire Hathaway as his largest single shareholder.
After a waiter poured coffee for the group, Kovacevich, who had flown from his home in San Francisco to New York expressly for this meeting, said he was very interested in making a bid for Wachovia without any government assistance, and hoped to do so by the end of the day. But, he warned, in the straight-talking manner for which he was known, “This is not going have a ‘two handle’ in front of it.”
Steel smiled. “Listen, Dick, let’s not worry about price now,” he replied, satisfied that even while Kovacevich was rejecting a $20 offer, his interest was sufficient that Steel would likely end up with a final number in the t
eens. “Let’s see how this deal works, and once we know how it looks there will be a price that makes sense,” he added.
Kovacevich said that his team would continue its due diligence, and he hoped to be able to get back to him later that day.
Steel, still smiling as he left the hotel, called his adviser, Peter Weinberg, and reported, “It was a good meeting. I think.”
Sitting in his office Sunday morning Tim Geithner, habitually running his fingers through his thick hair, pondered his alternatives.
He had spoken to Citigroup the day before, when they had laid out a plan to buy Wachovia in concert with the U.S. government. The bank would assume $53 billion of Wachovia’s subordinated debt and would cover as much as $42 billion of losses on its $312 billion portfolio; anything beyond that the government would absorb. In return for that protection, Citi would pay the government $12 billion in preferred stock and warrants. Geithner had always liked the idea of merging Citigroup and Wachovia, which he viewed as an ideal solution to each party’s problems: Citigroup needed a larger deposit base and Wachovia clearly needed a larger, stronger institution. Even so, Geithner was still hopeful that Wells Fargo would pull through and be able to reach a deal without government involvement.
But now, having just gotten off a conference call with Kevin Warsh and Jeff Lacker of the Federal Reserve of Richmond, which regulates Wachovia, he had a new problem: Despite Kovacevich’s indication to Steel just that morning that he wanted to reach an independent agreement, Kovacevich had called and stated that if he had to conclude the deal before Monday, he didn’t feel comfortable moving forward without government assistance. He was too unsure of the firm’s marks and couldn’t take the risk.
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