Corporate Divestitures Gone Terribly Wrong

Not all relationships are meant to last. In this article, I will cover two corporate breakups that went terribly wrong for at least one of the parties. Though hindsight is 20/20, this goes to show that even multi-billion dollar corporations make mistakes from time to time; mistakes they probably wish they could take back.

Gaming and reading should have gone hand-in-hand
Believe it or not, GameStop (NYSE: GME  ) used to be owned by the biggest bookseller in the industry: Barnes & Noble (NYSE: BKS  ) . Back in 1996, following the bankruptcy filing of GameStop's predecessor, Barnes & Noble stepped in and received approval to buy the enterprise. The business was renamed GameStop and, in 2004, spun off from the bookseller.

In the transaction, Barnes & Noble received total compensation of around $111.5 million for 41% of the company and distributed the remaining 59% to its shareholders. However, it is likely that this deal will go down in business history as a complete failure. Not only did Barnes & Noble lose a part of its business that produced roughly half of its net income, but it also gave up any opportunity to benefit from the growth that ensued.

Between its 2005 and 2013 fiscal years, GameStop brought in sales of $63.11 billion and net income of $1.86 billion. In juxtaposition, Barnes & Noble's aggregate revenue totaled $52.54 billion, while its net income was a paltry $388.39 million. Today, GameStop's market capitalization sits at $5.37 billion, nearly 5.5 times Barnes & Noble's $984.5 million market cap.

In all fairness, it is probably impossible to say that GameStop would have performed the same if Barnes & Noble still owned it. It may have performed better or it may very well have performed worse if management didn't have the foresight to see what kind of market presence the concept could develop. However, one thing's probably for sure: management and shareholders of the bookseller probably wish they hadn't made the decision to divest the company.

Did McDonald's bring about its own destruction?
In the case of Barnes & Noble and GameStop, both companies operated in different markets, so neither one really had the opportunity to hurt the other. However, this isn't the case with McDonald's (NYSE: MCD  ) and Chipotle Mexican Grill (NYSE: CMG  ) . Because they are both in the food-service business, both companies are on a mission to steal market share from one another.

In 2006, following a string of divestitures, McDonald's decided to spin off its majority stake of Chipotle in the form of an IPO. McDonald's invested around $360 million in Chipotle over seven years, which turned into $1.5 billion. In all, the investment gave McDonald's 90% ownership in the business.

Between Chipotle's 2007 and 2012 fiscal years, its aggregate revenue totaled $10.78 billion while its net income came in at $947.54 million. The company's market capitalization stands at $16.17 billion, 16.9% of McDonald's $95.9 billion market capitalization. Although the disparity in performance isn't as extreme as the GameStop/Barnes & Noble deal, the phenomenal growth that McDonald's missed out on has probably left its management and shareholders alike scratching their heads and asking why they did what they did.

Foolish takeaway
Unfortunately, it's not always easy to see what kind of opportunity sits in front of you until long after you make a decision. For this reason alone, we cannot demonize the management or major shareholders of Barnes & Noble or McDonald's for their decisions to divest GameStop and Chipotle, respectively. The knowledge of what opportunities escaped them is punishment enough. Rather, we can use these examples to see that management isn't always perfect and to see that attractive opportunities stem from some of the most unexpected avenues. The real trick is in identifying these opportunities early on and making intelligent, well-reasoned decisions on whether or not to invest.

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