Olympus Corporation Scandal & its aftermath ?
Olympus Corporation is a
Japanese manufacturer of Optical equipment and is considered one of the leaders
in the industry. It flagship products include Cameras and Endoscopes in
addition to all other related products. For the year ended 31 March 2011 the consolidated net sales were US$ 10589 million.
The total shareholders’ equity is US $
3281 million. The group employs close to forty thousand people around the world. Its assets were estimated
at US $ 13295 million. On the remarkable aspect is the good will of Olympus
Corporation which is valued at US $ 2194 million. Another significant
achievement until recent is the ability of the management to sustain the profit
level relatively constant at 35 billion
yen for several years.
PROFIT MAKING STRATEGY OF THE CORPORATION
Being a
Japanese company, Olympus used to have a clear strategy in all the areas of
operation. The management has come up with a new idea called FINANCIAL ENGINEERING where they look
up the financial aspects from a different angle. The objective of the exercise
is to maximize profits for the company from all departments. Olympus
Corporation relied on investments to boost profits. There were instances that
the investment arm of the corporation was inclined towards financial
derivatives and other risky investments. The aftereffect of this strategy was
very evident from the books. In 1991 Olympus lost 2.1 billion yen on the value
of its investments. By 1998, it suffered sizable trading losses on derivatives.
Share market responded unfavorably and the value eroded to a great extent.
Score card says the shares plunge by 11% at that time.
In
September 2011, Olympus announced it had written
off a part of 45 billion yen investment in emerging market bonds. The
company also revealed that it had lost a significant amount from interest rates
and currency swaps.
PRESS REPORTS
Bloomberg
reported that the annual financial reports of Olympus showed a US$ 201 million
prior period adjustment entry for “loss
related to the purchase of preference share from a third party”.
Financial
Times commented that the equity ratio of Olympus is the lowest and at below 14%
when compares against the peer group. Olympus is the only Nikkei 225
constituent whose intangible assets exceed net assets. Its goodwill was valued
at 168 billion yen and the net assets were only 151 billion yen. This information
sent wrong signal to the investors and market alike.
On 1
April 2011 Olympus came up with a big announcement. Michael
Woodford, a Brit, was promoted as President
and CEO for the group. He was an Olympus veteran and was in charge of the
companies European operation. He was the MD of Olympus Medical Systems (Europe). There were rumors that he was
selected to head the company because he was an easy to control guy. Company
picked a bottom ranked foreign executive director for some reasons. It was obvious
that the company was overlooking other capable managers for this position and
there were raised eyebrows from many quarters.
Woodford
himself had a bitter experience with the top management when he was heading the
European operations. The company went into acquisition of Gyrus Medical Equipment Company in UK without the actual
involvement of Mr. Woodford. In fact, it should have come under his purview but
got ignored for obvious reasons. The then president Mr. Kikukava pacified him and promised to compensate later. He was
then given the overall in charge of European operations in addition to the
inclusion as Board member of the main group.
While
his stint with the main group, Woodford started noticing some discrepancies in
the financial side of the company. He could see that there were significant
irregularities in the 2008 acquisition of Gyrus Medical Equipment Company. Upon
realizing that he sent few letters to the auditing firm Earnest & Young to
get clarity but failed to obtain anything. He then sent the details to another
accounting firm PwC and sought some clarifications. His assumptions proved
right and the accounting firm confirmed certain facts which made Woodford to
think in the line of accounting fraud happened within the company.
PwC examined the earlier write down
transaction of US $ 600 million. It came evident that Olympus paid US$ 687
million as an intermediary fee (success fee) to a third party. There were two
beneficiary companies on this list. Two US based small firms are involved here
- Axes America LLC & Axam
Investments ltd (Cayman Island based). Wood ford’s suspicion founds to be
right. The success fee of US$ 687
million paid is an all-time record until that time and not heard of in the
industry circles. In fact there was no
need for such an exorbitant amount to be released for any consultancy job.
Woodford
raised his objections and sought more clarity from the then president Mr.
Kikukava but found no avail. Sensing the danger, Mr. Kikukava asked Woodford to
step out from the current role he enjoyed. Unrelenting to this, Woodford was
removed from the post forcefully and he was stripped of his powers. He was not
allowed to speak or vote in the board meeting. Woodform himself said that an
junior level executive, upon the instruction from Mr.Kikukava, taken all his
belongings including laptop and mobile phones which contain important
documents. Kikukava got re appointed as the president and CEO for the group and
Mr. Woodford was ousted with immediate effect.
Woodford
then took a flight and reached London where he called for a press meet and
exposed the whole affair at the Olympus. He produced the relevant documents and
other materials with was enough to incriminate the directors at that time
especially Mr. Kikukava. Market
responded negatively to this happenings and the share value plunged to a great
extent. It almost lost 45-50% of its value hearing the irregularities with
Olympus. The share was trading at US$ 38 and was found trading at US$18 after
this incident.
WHERE DID THE MONEY GO?
Due to
investors demand, the government constituted a committee and its finding were
relevant to note. The fees paid as part of the M&A of Gyrus, were
exorbitant. The excess money was used to
cover up the losses incurred from the earlier investments in derivatives and
other dubious investments. This was done to improve the financials in the
records.
AFTERMATH
Recent
development being, Mr. Kikukava was removed from the post of the president and
CEO due to the pressure from the investors especially institutional investors.
He apologized before everyone and promised to look into the whole affair by
appointing an independent agency. The government was quick to take control of
the situation and Mr. Kikukava was arrested and remanded in custody pending
enquiry.
Khaleej Times, on 21 April 2012 reported
in its business section that the security exchange authorities in Japan
approved of the new board to take control of the company. Some of the investors
insisted to re-instate Mr. Woodford as President and CEO but did not get much
support from others. Woodford himself announced from London that he is not
willing to fight a proxy war to take control of the company.
HOW THIS CASE IS IMPORTANT TO US?
Financial
irregularities can happen with any company especially when their fundamentals
are dubious. This may occur when there are people in the top management who
keep their interest before their companies. It is important for any finance
student to sense the smoke and be aware of the possibility of these kinds of
irregularities or else they will be caught up unaware of the actual situation. Antony Konnoth, Dubai