Business • Richard Rainwater

The invisible man behind one of the year’s biggest deals.

September 1996By Comments

EVERY FEW MONTHS, I get a phone call from Fort Worth’s Richard Rainwater, one of the most powerful corporate dealmakers in the country. He tells me he has received my latest letter and, no, he is still not going to do an interview—but he has enjoyed hearing from me anyway. He always seems in the best of spirits. Once he called me from an airplane to say he was on his way to watch a drag race. Another time he called from Rome, where he and wife, Darla, a former Chemical Bank executive he calls Little Precious, were on vacation. Most recently, he called from Canyon Ranch, the exclusive spa in Arizona—he told me he had lost twenty pounds and had played golf with T. Boone Pickens.

Ah, Boone Pickens. If there was any doubt about the financial power and investment nerve of 52-year-old Rainwater, it was erased this past spring by his decision to invest in Mesa, Pickens’ once-feared oil and gas company. In the eighties, with his hostile takeover bids of such oil majors as Gulf Oil and Phillips Petroleum, Pickens became America’s first great corporate raider, ushering in the takeover mania soon to grip Wall Street. But by 1996, Mesa was swamped with a $1.2 billion debt and the company’s stock had plunged from $68 3/4 a share to $2 5/8. Because prices for natural gas, Mesa’s biggest asset, were at rock bottom, bankruptcy appeared certain.

Then Rainwater made his move, buying $133 million worth of stock (and offering to buy as much as $132 million more) in exchange for four seats on the board. Pickens agreed to step down as chairman and CEO so that Rainwater could install his team of executives. Oil and gas industry analysts were flabbergasted. They said that because no dramatic price increases were expected for the natural gas industry, Mesa’s hopes for a turnaround were slim.

But those who knew anything about Rainwater’s history were reluctant to second-guess him. He has been described in business publications as “one of the financial greats of the age,” “a dealmaking legend,” and “one of the nation’s most astute investors.” He likes to buy or obtain controlling interest in corporations that are faltering in what appear to be inherently unstable industries. He finds experts to reshape those corporations and then waits for economic cycles to change and bring those industries out of the doldrums. Samuel Moore, a vice president of the investment banking firm Goldman, Sachs, and Company, has said that Rainwater can look “several years into the future and see trends that others don’t see.”

In the seventies and early eighties, when he was managing money for the Bass family of Fort Worth, Rainwater invested $50 million into the then-listless Walt Disney Company and other risky investments. Today, that $50 million is worth an estimated $5 billion. Since striking out on his own in 1986, he has put together the world’s largest hospital chain and one of the world’s largest drilling companies. After the commercial real estate market collapsed in the early nineties, Rainwater created a publicly held company, Crescent Real Estate Equities, and bought distressed properties. Investors were so confident he knew what he was doing that they bought $350 million of stock in the company’s initial public offering.

Rainwater, whose net worth is close to $1 billion, prefers to keep his life private, dallying politely with reporters while telling them nothing. Even Wall Street insiders knew little about him until a 1986 Business Week cover story introduced him to the world, describing him as “the best-kept secret in high finance.” Rainwater didn’t talk to the magazine: About the only time he speaks publicly is when he’s specifically promoting one of his publicly held companies. “I’m just not the type who wants to draw attention to himself,” he told me during one of our brief phone conversations. In one of the few photos taken of him, for Forbes magazine, Rainwater wore gym shorts, a T-shirt with the word “amateur” written across the chest, white athletic socks, and no shoes. When he met newspaper reporters to announce his Mesa investment, he showed up in khakis and a crewneck sweater and cracked jokes about his golf game. Nearby was Pickens, wearing a dark suit and what one reporter described as a poker face. “It’s not money or pretense or wearing a tie that drives Richard,” says Darla, who today acts as the chief executive of Rainwater’s investment firm, Rainwater, Inc., screening and executing all his deals and doing a few of her own (most recently purchasing Monet, a large international costume-jewelry manufacturer with $130 million in annual revenues). “Richard was a math major in college. His great love is to study a problem, come up with an answer before anyone else does, and be proven right.” She snickers. “It’s what I call his Master of the Universe mentality.”

I finally got the chance to watch Rainwater in action one afternoon last year, when during one of our phone calls, he relented and told me I could see him for ten minutes. I raced to Crescent Real Estate’s twenty-seventh-floor office in downtown Fort Worth and was led into a small room with a cheap white desk that didn’t have a single sheet of paper on it. Instead of Sheetrock, the office walls were floor-to-ceiling windowpanes. Down the hallway were half a dozen similar offices filled with younger men, their feet thrown on their own cheap white desks, talking into phones or swapping sarcastic comments through the open doorways. Suddenly, Rainwater strolled into the office where I sat—I had assumed I was sitting in the empty office of some recently departed junior executive—and shook my hand with his right hand as he picked up the phone with his left to talk to someone else. Seconds later, Rainwater spied two men in another office. “Those are my real estate guys,” he said to me and pulled the phone from his ear to yell, “Hey, guys, this reporter needs to talk to you!” Before I had a chance to open my mouth, I was out of Rainwater’s office and ushered in to see Gerald Haddock, Rainwater’s longtime attorney and business partner, who helps oversee the company’s real estate trust. “What you have to understand is that Richard’s mind moves at a different speed than the rest of us,” Haddock said. “He can walk into a meeting that has been going on for thirty minutes, ask four or five questions, and then walk out, knowing at that moment whether he’s going to do the deal or not.”

Although Rainwater’s deals usually require intricate financial arrangements, he hates having to study things on paper and he never writes memos. “The minute he reads a financial statement, he throws it in the trash,” says Darla. When he brainstorms, he usually grabs some associates—there are six people around the office who work with him on acquisitions—and gathers them in a conference room, the walls of which are covered in white plastic so he can write on them with a felt-tip pen. On a typical day, the walls become filled with numbers and arrows pointing to more numbers. Occasionally, there will be a diagram of a football play or a phrase such as “How about a deal?” Research takes him only so far—a lot of his dealmaking is done by instinct. At one point, he stopped subscribing to the Wall Street Journal, the businessman’s bible, because he said the stories were too long. When then-managing editor Norman Pearlstine heard that Rainwater had stopped taking the paper, he called to say he was sorry to lose him, and the two began gossiping about business. Sometime afterward, they formed a partnership to buy multimedia properties.

Rainwater was born into a Lebanese American family in Fort Worth; his father ran a modest grocery business and his mother worked at J.C. Penney. Growing up, he developed an interest in drag racing and won 26 races in a row at the Forest Hills Dragway in his souped-up Buick. After receiving a degree in math and physics at the University of Texas at Austin, he headed to Stanford to get his MBA. There he got to know Sid Bass. After working as a securities trader at Goldman, Sachs, Rainwater joined the Bass family company in 1970. “For the first two years,” he said, “every single deal I did with them, I lost every single penny.”

He boned up on the strategies of such superinvestors as Warren Buffett and eventually developed his own moneymaking methodology. He didn’t look for companies that had a low stock price. He studied business cycles and looked for sectors of industry that had what he called “interesting problems.”

Easier said than done. “Someone asked me what are the secrets to my success, and I said there are three,” Rainwater once said in a speech at the University of Texas. “Timing, timing, timing.” Indeed, it is one thing for a corporate raider like Pickens to make a play for a blue-chip company. If he fails, he can always sell his stock in that company at a profit and start again. It’s another thing entirely to go after a company on the verge of disintegration. If Rainwater’s predictions for that company’s or industry’s turnaround are wrong, he could lose hundreds of millions of dollars.

Rainwater soon displayed his gambler’s derring-do when he entered the oil business at the very moment oil prices plummeted to $9 a barrel. In 1986 he invested in Blocker Energy, an international oil drilling company in Houston that was close to defaulting on more than $100 million in bank loans. Rainwater then went to the banks and offered to swap the Blocker debt in return for $12 million and some stock in the company. (When he is negotiating, Rainwater can be a charming, persuasive man, using the tenacious force of his personality to get his way. “He talks very fast and very intensely,” Darla says, “and he’s so dazzling that you can’t get a word in.”) Rainwater knew the banks would go for the lopsided deal. If Blocker went bankrupt, the banks would have to spend tens of millions of dollars to retrieve the company’s rigs, its only major assets, which were scattered around the world. The banks and Blocker’s shareholders approved the deal, giving Rainwater a 65 percent controlling interest in the company. Not long after, Rainwater obtained $430 million in financing and went to the banks that were desperate to get out of the $1.5 billion in loans they had made to Penrod Drilling, one of the world’s largest offshore drilling rig companies, owned by Dallas’ infamous Hunt brothers. Other oil companies also wanted to buy Penrod, but they were waiting for the highly leveraged Hunts to declare bankruptcy to get Penrod cheaply on the auction block. But by the time the Hunts defaulted on a debt payment and lost their equity in Penrod, Rainwater had made a deal to swap his $430 million for the Penrod debt and thus gain control of the company, which still had assets of nearly $1 billion. The deal was described by one energy analyst as “easily among the slickest pickoffs in modern corporate history.” After Penrod’s and Blocker’s assets were combined in the early nineties, the oil industry was startled to realize that Rainwater had created one of the world’s largest drilling companies (now called Ensco International). “If I had tried to do those deals at any other time,” Rainwater said, “I would have fallen flat on my face. But the essence of good business is knowing when to step on a train and when to step off.”

Nowhere has Rainwater had a bigger and more controversial impact than in the health-care industry. After meeting a young Dallas lawyer named Richard Scott, the two formed Columbia Hospital Corporation to buy hospitals that were struggling financially. They were among the first major investors to understand that if they owned several hospitals, they could pool their purchasing power and get supplies at lower costs. They also wanted doctors to invest in the hospitals where they worked, believing they would find ways to make the hospitals more efficient and more profitable. By 1991 Columbia had eleven hospitals and $500 million in revenues. In a leveraged buyout, Rainwater and other investors had also taken control of the much larger Hospital Corporation of America. When the two companies merged to form Columbia/HCA Healthcare, Rainwater’s original $16 million stake in the company was valued at $200 million. Today Columbia/HCA is the world’s largest for-profit hospital chain, with 343 hospitals and annual revenues of more than $15 billion. Scott, the company’s chief executive, who was recently named by Time as one of America’s 25 most influential people, predicts that Columbia/HCA will acquire as many as 500 hospitals over the next few years. While praised by financial experts, Rainwater’s strategy to build the biggest health-care company he can has been criticized by some hospital executives who say that Columbia/HCA is deliberately trying to drive the not-for-profits out of business. The company, they say, will eventually hurt medical research and medical teaching programs, which are usually found in nonprofit hospitals. Rainwater says he is simply making hospitals more efficient: “I don’t understand the theory that nonprofit hospitals that run at forty percent capacity and do not pay taxes should be granted some special privilege. I like level playing fields.”

Rainwater’s former right-hand man, Alfred A. Checchi, once said that Rainwater has “a glorious innocence” about him and takes “an almost childlike delight in doing deals.” But Rainwater insists he is not making deals just for the heck of it: “I don’t want to do a leveraged transaction because there’s one out there to be done. What we try to do is help build and rebuild America, try to fix corporate problems—unscramble the eggs, so to speak.”

Perhaps what makes Rainwater truly different from your typical tycoon is that he keeps his life deliberately unregimented. It’s his way of keeping his head out of flow charts and pie graphs and staying in touch with the world. On the day I went to his office, I had assumed I would be told to leave after my allotted ten minutes. But suddenly Rainwater asked if I wanted to go with him to see the drag-racing car he enters in National Muscle Car Association competitions. When we got to the building where the car is kept, he spent nearly an hour talking about carburetors and other engine parts with the car’s driver and the chief mechanic. Then he hustled me off to eat a vegetarian burger at a friend’s house. There, with his mouth full, Rainwater asked me out of the blue if I had any ideas about how to create better schools for urban youth.

On the way back to his office—six hours later—I asked Rainwater if he was slowing down and enjoying the money he had made. “No,” he said, “this is too much fun. It’s more fun than golf. My genius, if I have one, is picking a good business and then picking good people to run that business. I like handing the ball off to someone like Rick Scott, who’s got great enthusiasm and great knowledge, and I say, ‘Here’s your shot in life. I’m going to be cheering like hell for you from the sidelines.’ It’s incredibly satisfying to watch them take control and succeed.”

And it has got to be just as satisfying when he gets to laugh at his critics. This past April, only weeks after oil and gas analysts were chuckling over Rainwater’s Mesa investment, company executives announced that for the first time in seven years, Mesa had turned a profit with a first-quarter income of $1.1 million, or 2 cents a share. According to one press report, the announcement “shredded Wall Street projections.” “And those earnings are only going to get higher because I know—I know!—natural gas prices are going to rise,” Rainwater told me when I called him again in July. He sighed. “Gee, do people really think I don’t know what I’m doing?”

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