Secrets are hard to keep — and all the more so when they involve billions of dollars, bankers, lawyers, employees, advisers and all their friends, relatives and enemies.
Even so, there are often good reasons for the key players in big-time dealmaking to keep mum. Strategic advantage and stock market swings as well as fees and bonuses worth millions of dollars hang in the balance.
To try to keep it all mum as contracts are hammered out and holding companies are set up, bankers like to borrow a bit of tradecraft from spies and use code names.
Not super secret, encrypted codes. But code names that, in retrospect, can seem a little obvious.
When Bernard Arnault made his biggest luxury deal ever, agreeing to pay $16.2 billion to bring Tiffany & Co. into the LVMH Moët Hennessy Louis Vuitton fold, the company set up to do the actual buying?
Breakfast Holdings Acquisition Corp.
Given the pride Tiffany still shows in its star turn in Truman Capote’s “Breakfast at Tiffany’s” and the film featuring Audrey Hepburn, that name now seems a little like something of a no-brainer.
But a nosy reporter or key competitor glancing over a shoulder on the train ride home wouldn’t glean much from a lawyer poring over papers to establish Breakfast Holdings.
Sometimes the names are a little further afield — the 2012 sale of Chris Burch’s stake in Tory Burch was dubbed “Project Amethyst” — but for many deals, the allure of alliteration is just too much to resist.
• PVH Corp.’s 2010 Tommy Hilfiger was the “Trumpet Acquisition.”
• In the 2018 stock purchase agreement that brought Versace to Michael Kors Holdings, now Capri Holdings, the family — Allegra Donata Versace Beck, Donatella Versace and Santo Versace — are referred to collectively as the “Violet Parties” although it’s not clear how that handle was used during the process.
• And J. Crew Group’s pitch this year to stage an IPO for Madewell went by “Project Monet.”
In one way or another, word of all of these deals burst out through the code names and confidentiality agreements and found their way into the public conversation ahead of the actual signing — proving again that rumors fly faster than even fashion.