Would Henry Fords stock buy back plot be legal today?

by Krehzzzy

Today I was watching a Ford documentary and it talked about how he tricked the media to into thinking he was starting a new company which scared the investors. He then had his son approach investors and buy back the stock until the Ford family owned 100% equity. Would this be legal to do today?

apcreddit

This is more of an ask finance question than an ask history question. The misrepresentation of what would be considered material facts would be an issue. But then he could always just start another company to make it seem real. Company buy outs happen all the time. It happened with Best Buy. To compare today's stock market to the pasts is very difficult. But the short answer is that he could probably figure out a way to do it. If i were you I would do some reading on activist investors some of their strategies involve try to scare the shit out of people to drive down the stock price of a Company. There are also Hostile take overs where companies just flat out buy all remaining stock. This was attempted with VW. Porsche wanted to outright own VW, something that is not allowed / possible as the government holds a lot of shares. This didn't stop Porsche from buying every single free stock they could. This make VW one of the highest valued companies for a short time as hedge funds with sort positions clamored to find stocks to cover their positions. Porsche made more money that year off the stock market than they would have selling cars for several years. I believe the CEO at the time was later indicted for stock market fraud though he his held firm that he wanted to own VW.

With all that being said. I would say in today's marketplace without any sort of collusion with activist investors it would be nearly impossible. To pull off your own single scare tactic to lower the price just won't really move the market for a long enough time to get super great prices while buying back your stock. If it was done it would have to be though an LBO. (Leveraged buy out) and the market would start know what was going on as Bloomberg lists the top 10 holders of any company. Sure they could due block trades (aka middle men, generally banks, who are told to buy or sell huge amounts of stock so the person or company behind it is shielded) but in the end eventually the technology that is in the market would show who was doing what.

So in short is is possible to buy your own company back, yes. Could it be done the way ford did it back then plausible but extremely unlikely. The markets are just too complex.

Edit: sorry for the misspellings and grammar hiccups. I am on mobile.

locomotive_mucus

Law student here focusing on corporate law. Today he could do it, but he'd open himself up to some pretty severe criminal and civil liability.

As a major shareholder in Ford, he owes a fiduciary duty of loyalty to the corporation and its shareholders. By knowingly deceiving the shareholders and causing them material injury, he has clearly violated that duty. Shareholders would have a right to sue for compensatory damages (e.g. voiding the equity transaction) and probably punitive damages since this is such a wanton breach of his fiduciary duties.

Criminally, I bet there's a strong case for this being insider trading. He is trading equity in a publicly traded corporation based on non-public information (i.e. his knowledge that he is not starting another company). Ordinarily that's probably not considered non-public information, but since he is personally responsible for releasing the false public rumors it probably would be.