Audit Notes: Amazon turns on the A/C, Fairfax’s taxes, Ponzify

The Morning Call’s Spencer Soper follows up on his Amazon sweatshop investigation, and reports that the company has since spent a whopping $52 million installing air conditioners in its warehouses:

Donna Hoffman, co-director of the Sloan Center for Internet Retailing at theUniversity of California, Riverside, said media exposure about working conditions likely prompted the investment. The company faces intense competition for online sales and doesn’t want a negative image, she said. Also, Amazon will continue to lose part of its competitive edge on prices as it is forced to collect online sales taxes in more states, she said.

“It behooves them to not be responsible for negative publicity if they can control it,” Hoffman said. “Paying $52 million to install air conditioning around the country is a smart move. They don’t need consumers asking themselves ‘Is Amazon a sweatshop?’ “

However, an analyst who follows the company for a business and technology research firm in Cambridge, Mass., said it probably wasn’t negative media coverage but a desire to protect products and maximize profits that prompted Amazon’s decision.

“Amazon ships a lot of electronics and food now. It’s not good to have that stuff in extreme temperatures,” said Sucharita Mulpuru, an analyst with Forrester Research. “I would like to think there was an element of humanity to the decision but there’s nothing in Amazon’s history or in Jeff Bezos’ public persona that would lead me to think that was the driver of the decision. … Rarely has Amazon made any business decisions that didn’t affect the bottom line.”

Whatever the reason, the results are what matter. There are thousands frazzled Amazon employees and contractors working in much more humane conditions in no small part due to the Morning Call’s reporting.

— I noted a Gretchen Morgenson column in March about a very questionable deal by Fairfax Financial that enabled to avoid some $400 million in taxes by making a complex deal with Bank of America for shares of a subsidiary. Problem is, it looks like Fairfax didn’t really own the shares, but just paid BofA to borrow them for two years—long enough to exploit the subsidiary’s tax losses.

One question I had was why Fairfax didn’t just buy the shares outright. Roddy Boyd answers that at his Financial Investigator site: Fairfax just didn’t have the $78 million. That’s why it had to borrow them. Boyd, (whom Fairfax tried and failed to subpoena in a battle against short sellers) sheds further light on why the company may not have had economic ownership of the shares:

To insiders, including Bank of America’s credit analysis unit and Fairfax’s leadership, there was little doubt that the exchange would be made in two years: The Fairfax bonds carried a below-market interest rate of 3.15% and, according to then CFO Trevor Ambridge, the bonds represented “an inferior risk exposure” for Bank of America. Had Bank of America Securities held the bonds and not exchanged them back into stock, they would have been short 4.3 million, or 33% of the remaining Odyssey Re float, something the firm estimated would have taken 20 months to buy back in the open market and, quite likely, cost their trading desk tens of millions of dollars in losses.

Per Ambridge, in a July 2003 E-mail to a PWC partner, the transaction was structured to secure a block of stock for a limited amount of time for tax consolidation purposes without reducing the public “float,” or shares available for trading. He did not even want the extra 6% worth of Odyssey Re’s earnings included in Fairfax’s income statement since it was inevitable that Bank of America would exercise its exchange privilege and take the shares back in two years.

The transaction’s structure also casts doubt on whether Fairfax’s Odyssey Re maneuvers allow it to claim true ownership of the stock.

You’d like to think the folks at the IRS are reading this stuff.

— This McSweeney’s send-up of Silicon Valley’s social-media bubble is worth a chuckle or two, if only for the name of the company, which is called Ponzify:

Our business model is simple: Attract users, advertisers, positive press and a corporate buyer; then, pull the chord on that golden parachute and have cable news book you as an expert on startups from time to time. There may be a book deal in there, too. We haven’t decided.

Users love our product because it’s something free. Venture Capitalists love it because they can imagine themselves talking about it at T.E.D. or on Charlie Rose. Trust us: Once you invest in Ponzify, you’ll have a difficult time investing your money anywhere else ever again…

We tried selling our product to users but that failed miserably; so, we turned to an ad-driven model. The way it works is, we give away the product for free, then lure advertisers with the promise of connecting them to millions of people who hate to pay for things. Amazingly, it works.

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Ryan Chittum is a former Wall Street Journal reporter, and deputy editor of The Audit, CJR's business section. If you see notable business journalism, give him a heads-up at Follow him on Twitter at @ryanchittum. Tags: , , , ,