Goldman Sachs 1999 Annual Report Download

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1999 Annual Report

Table of contents

  • Page 1
    1999 Annual Report

  • Page 2
    .../ BOSTON/ BUENOS AIRES/ CHICAGO/ DALLAS/ FRANKFURT/ GEORGE TOWN/HONG KONG/ HOUSTON/ JOHANNESBURG/ LONDON/ LOS ANGELES/ MADRID/ MEMPHIS/ MENLO PARK/ MEXICO CITY/ MIAMI/ MILAN TABLE OF CONTENTS 2 Letter to Shareholders 4 Our Core Businesses 5 Financial Highlights 6 Client Accomplishments 22 Global...

  • Page 3
    ... environment. To help clients achieve their goals, in 1999 Goldman Sachs launched new products and services, acquired new capabilities and introduced new technologies. What we did not change is how our people work with clients and with one another. Judgment, teamwork, innovation and reach...

  • Page 4
    ... on more than $1.3 trillion in announced merger transactions. We were also first in equity offerings worldwide, and third in global highyield offerings, gaining momentum from a fourth-place high-yield ranking in 1998. And we enjoyed very strong performances in our trading and other businesses. Our...

  • Page 5
    ... technology firm in our own right. We are the leading advisor to high-tech companies in the areas of M&A and IPOs. Goldman Sachs lead managed 47 high-tech offerings in 1999 that generated more than $150 billion in market capitalization, giving us an industry-leading 22 percent market share. This...

  • Page 6
    ... • Financial restructuring advisory services • Mergers and acquisitions advisory services • Real estate advisory services ASSET MANAGEMENT AND SECURITIES SERVICES • Commissions • Institutional and high-net-worth asset management • Margin lending • Matched...

  • Page 7
    ...) (in millions) GLOBAL CAPITAL MARKETS Investment Banking Net Revenues $4,359 $3,368 $2,587 $2,926 $2,379 Trading and Principal Investments Net Revenues $5,773 1997 1998 1999 1997 1998 1999 (in millions) (in millions) ASSET MANAGEMENT AND SECURITIES SERVICES Net Revenues Assets Under...

  • Page 8
    ... is constant, as we have to maintain our clients' trust with every engagement. To provide the highest quality service and advice, we rely on a combination of analysis, experience and instinct. But the most important hallmark of a Goldman Sachs team is the commitment to integrity that underlies its...

  • Page 9
    ...example-our judgment reï¬,ects a proven track record in pricing risk and creating markets for specific products." Michael Nartey, Associate, Structured Credit Sales NTREALO MOSCOWO MUMBAIO NEW YORK New York equities trading floor ~ O PAULOO SEOULO SHANGHAIO SINGAPOREO STOCKHOLMO SYDNEYO TAIPEIO...

  • Page 10
    ... company. As its advisor, the firm assisted in structuring the equity offering, in analyzing the potential investor response, and in timing and pricing the transaction. in the energy industry, the largest cross-border acquisition by a Spanish company and the largest acquisition in Latin America...

  • Page 11
    ... principal investment makes Goldman Sachs the single largest shareholder in the largest consumer bank in Korea. very relationship-oriented firm that knows how to use teamwork to get the job done for the client. The firm expanded its account team for our merger with Duke, and every person it brought...

  • Page 12
    ..., MD, Energy Trading ATLANTAO BANGKOKO BEIJINGO BOSTONO BUENOS AIRESO CHICAGOO DALLASO FRANKFURTO GEORGE TOWNO HONG KONG Debt capital markets team O HOUSTONO JOHANNESBURGO LONDONO LOS ANGELESO MAD "When we take a position in a company through a principal investment, we involve highly trained...

  • Page 13
    ... productivity of a Goldman Sachs team, trained to work with colleagues from around the world who share their dedication, is the greatest asset we offer. We select our people with the same care we have always used. We support and challenge them with training and diverse assignments with which...

  • Page 14
    ... team effort, from Capital Markets to Research." in its $2.9 billion acquisition of Jiangsu Mobile Communications Co. Ltd. in 1998. • In 1999, Goldman Sachs was financial advisor to China Telecom (Hong Kong) Ltd. in its $6.4 billion acquisition of the cellular assets of Fujian Mobile Limited...

  • Page 15
    ...asset managers and tax professionals. We supported the client with a very broad range of services, from pricing and marketing the IPO, to managing the proceeds." Joseph T. Carroll, VP, Tax Department VIVENDI S.A. Guillaume Hannezo, Deputy Chief Operating Officer: base of high-quality institutional...

  • Page 16
    .../ BEIJING/ BOSTON/ BUENOS AIRES/ CHICAGO/ DALLAS/ FRANKFURT/ GEORGE TOWN/ HONG KONG/ HOUSTON/ JOHANNESBURG/ LONDON Enabling the technology revolution / LOS ANGELES/ M "We're always looking for new ways to capitalize on market opportunities. Last year, for example, we developed a new private...

  • Page 17
    ... MADRIDO MEMPHISO MENLO PARKO MEXICO CITYO MIAMIO MILANO MONTREALO MOSCOWO MUMBAIO NEW YORKO PARISO PHILADELPHIAO PRINCETONO SAN FRANCISCOO SA Our clients are making huge investments in the technology and resources necessary to create new products and services - and even new companies - that were...

  • Page 18
    ... CROSSING LTD. Dan Cohrs, Chief Financial Officer: "Goldman Sachs has been supporting us with a broad range of strategic advisory and financing services as we've moved to build a worldwide, state-of-the-art telecommunications network." in its $34 billion merger of equals with Astra AB of Sweden...

  • Page 19
    ... "open source" software Ascend, we can say that Lucent holds the number one position in our company to go public was the foundation for a trusting relationship. A sector in terms of market share and new products." central challenge was to educate the investment community about how • Goldman Sachs...

  • Page 20
    ... goes to extraordinary lengths to help clients achieve their goals. No firm is as well positioned to do so. From Sydney to São Paulo, from Menlo Park to Milan, Goldman Sachs teams bridge time and space to give clients access to the information, insight, capital and relationships they need to grow...

  • Page 21
    .../ STOCKHOLM/ SYDNEY/ TAIPEI/ "We provide borderless 24/7 service to our clients. From London to New York to Tokyo to Hong Kong, our 24-hour operations enable us to pass on information continuously to our colleagues around the world. That supports quick decisions. And with our global transaction...

  • Page 22
    ...Corp. to form the largest U.S. mobile communications operator. Valued at approximately $80 billion at signing, this was the largest joint venture transaction ever. • Goldman Sachs served as sole financial advisor to Vodafone in the sale of its stake in German mobile operator E-plus Mobilfunk GmbH...

  • Page 23
    ...integrated marketing campaign with banking teams in Tokyo as well as Hong Kong, Menlo Park, New York and London, and lead managed the $187 million offering, including the "Green Shoe. " IIJ directly reached U.S. institutional investors who had a keen appreciation for Internet companies and supported...

  • Page 24
    ... to The Goldman Sachs Foundation at the time of the firm's initial public offering. The Foundation will focus its grants on high-quality organizations' operating programs to enhance secondary school students' academic achievement, and to generate interest and educational opportunities worldwide in...

  • Page 25
    ... Policies The Balance Sheet Credit Ratings Long-Term Debt Regulated Subsidiaries Risk Management Risk Management Structure Risk Limits Market Risk Trading Net Revenues Distribution Nontrading Risk Credit Risk Derivative Contracts Operational Risks Accounting Developments 46 REPORT OF INDEPENDENT...

  • Page 26
    ... more normal conditions in financial markets prompted the Federal Reserve to raise interest rates three times during the second half of 1999, returning interest rates to levels in existence before the 1998 financial market crisis. European equity markets posted solid gains in 1999 as economic growth...

  • Page 27
    ... forms of stock-based compensation can be awarded to employees. Of the total restricted stock units that were granted at the end of 1999, approximately 50% require future service as a condition to the delivery of the underlying shares of common stock. In accordance with Accounting Principles Board...

  • Page 28
    ... could lead to significant liquidity problems, losses or defaults by other institutions, which in turn could adversely affect Goldman Sachs. • If any of the variety of instruments and strategies we utilize to hedge or otherwise manage our exposure to various types of risk are not effective, we...

  • Page 29
    ... lending and margin lending and growth in assets under management. Net revenues in Global Capital Markets increased 4% as strong net revenue growth in Investment Banking, resulting from higher levels of mergers and acquisitions activity, was substantially offset by lower net revenues in Trading...

  • Page 30
    ... 1999 reflect payments for services rendered by managing directors who, prior to our conversion to corporate form, were profit participating limited partners. In prior years, these payments were accounted for as distributions of partners' capital rather than as compensation and benefits expense. As...

  • Page 31
    ... expense related to services rendered by managing directors who, prior to our conversion to corporate form, were profit participating limited partners, higher levels of incentive compensation commensurate with growth in net revenues, and increased costs associated with global expansion and higher...

  • Page 32
    ...include high-yield debt, bank loans and investment-grade corporate debt) benefited from improved economic conditions as credit spreads and market liquidity returned to more normal levels following the dislocation experienced during the second half of 1998. Net revenue growth in commodities benefited...

  • Page 33
    ...set forth below: • Asset Management. Asset Management generates management fees by providing investment advisory services to a diverse client base of institutions and individuals; Securities Services. Securities Services includes prime brokerage, financing services and securities lending, and our...

  • Page 34
    ... funds also contributed significantly to the increase in Commissions. Operating Expenses In recent years, our operating expenses have increased as a result of numerous factors, including higher levels of employment and compensation, expansion of our asset management business, increased worldwide...

  • Page 35
    ... charges associated with Goldman Sachs' conversion to corporate form and related transactions, the inclusion of compensation expense related to services rendered by managing directors who were profit participating limited partners, higher levels of compensation commensurate with higher net revenues...

  • Page 36
    ... conversion to corporate form, $880 million related to the granting of employee initial public offering awards and $80 million related to the contribution of $200 million to The Goldman Sachs Foundation made at the time of our initial public offering. Goldman Sachs' effective tax rate for the period...

  • Page 37
    ... awards Nonrecurring employee initial public offering awards Amortization of employee initial public offering awards Other operating expenses Total operating expenses Pre-tax earnings (Benefit)/provision for taxes Net earnings Ratio of earnings to fixed charges Average common shares outstanding...

  • Page 38
    ... daily closing prices. Geographic Data For a summary of the net revenues, pre-tax earnings and identifiable assets of Goldman Sachs by geographic region, see Note 13 to the consolidated financial statements. Cash Flows Our cash flows are primarily related to the operating and financing activities...

  • Page 39
    ... risk management process. The Finance Committee meets monthly, and more often when necessary, to evaluate our liquidity position and funding requirements. Our Treasury Department manages our capital structure, funding, liquidity, and relationships with creditors and rating agencies on a global basis...

  • Page 40
    ... common shares outstanding, including restricted stock units granted to employees with no future service requirements, of 484,566,184 as of November 1999. As of November 1999 and November 1998, we held $2.62 billion and $2.21 billion, respectively, in high-yield debt and emerging market securities...

  • Page 41
    ...the Commodity Futures Trading Commission, the Chicago Board of Trade, the NYSE and the NASD. Goldman Sachs International, a registered U.K. brokerdealer, is subject to regulation by the Securities and Futures Authority Limited and the Financial Services Authority. Goldman Sachs (Japan) Ltd., a Tokyo...

  • Page 42
    ... changes in the market value of our trading positions is referred to as "market risk." Our trading positions result from underwriting, market-making and proprietary trading activities. Categories of market risk include exposures to interest rates, currency rates, equity prices and commodity prices...

  • Page 43
    ...Goldman Sachs' trading positions due to adverse market movements over a defined time horizon with a specified confidence level. For the VaR numbers reported below, a one-day time horizon and a 95% confidence level were used. This means that there is a one in 20 chance that daily trading net revenues...

  • Page 44
    ... table sets forth the daily VaR for substantially all of our trading positions: Daily VaR (in millions) Risk Categories As of November 1999 1998 Year Ended November 1999 Average High Low Interest rates Currency rates Equity prices Commodity prices Diversification effect (1) Firmwide (1) $ 13...

  • Page 45
    ... all of our inventory positions are marked-to-market on a daily basis and changes are recorded in net revenues. The following chart sets forth the frequency distribution for substantially all of our daily trading net revenues for the year ended November 1999: Daily Trading Net Revenues 60 50 Number...

  • Page 46
    ...part of a broader trading strategy. Accordingly, the market risk of derivative positions is managed with all of our other nonderivative risk. Derivative contracts are reported on a net-by-counterparty basis on our consolidated statements of financial condition where management believes a legal right...

  • Page 47
    ...of positions. The Network Management Department oversees our relationships with our clearance and settlement agents, regularly reviews agents' performance and meets with these agents to review operational issues. Year 2000. Goldman Sachs has dedicated resources over the past several years to address...

  • Page 48
    REPORT OF INDEPENDENT ACCOUNTANTS To the Directors and Shareholders, The Goldman Sachs Group, Inc.: In our opinion, the accompanying consolidated statements of financial condition and the related consolidated statements of earnings, changes in stockholders' equity and partners' capital, cash flows ...

  • Page 49
    ... Revenues Global capital markets Investment banking Trading and principal investments Asset management and securities services Interest income Total revenues Interest expense Revenues, net of interest expense Operating expenses Compensation and benefits, excluding employee initial public offering...

  • Page 50
    ...Physical commodities Other assets Liabilities and Equity Short-term borrowings, including commercial paper Payables to brokers, dealers and clearing organizations Payables to customers and counterparties Securities loaned Securities sold under agreements to repurchase Obligation to return securities...

  • Page 51
    CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY AND PARTNERS' CAPITAL Year Ended November (in millions, except per share amounts) 1999 1998 1997 Partners' capital Balance, beginning of year Transfer of beginning partners' capital allocated for income taxes and potential withdrawals Net ...

  • Page 52
    ... amortization Deferred income taxes Stock-based compensation Changes in operating assets and liabilities Cash and securities segregated in compliance with U.S. federal and other regulations Net receivables from brokers, dealers and clearing organizations Net payables to customers and counterparties...

  • Page 53
    ...Year Ended November (in millions) 1999 1998 1997 Net earnings Other comprehensive income, net of tax Currency translation adjustment Comprehensive income $2,708 37 $2,745 $2,428 (31) $2,397 $2,746 (28) $2,718 The accompanying notes are an integral part of these consolidated financial statements...

  • Page 54
    ... Basis of Presentation The consolidated financial statements include the accounts of Group Inc. and its U.S. and international subsidiaries including Goldman, Sachs & Co. (GS&Co.) and J. Aron & Company in New York, Goldman Sachs International (GSI) in London and Goldman Sachs (Japan) Ltd. (GSJL) in...

  • Page 55
    ... debt is terminated prior to its stated maturity, gains and losses on these transactions, including the associated hedges, are recognized in earnings immediately. Derivatives are reported on a net-by-counterparty basis on the consolidated statements of financial condition where management believes...

  • Page 56
    ... income" on the consolidated statement of financial condition. Stock-Based Compensation The firm has elected to account for stock-based employee compensation plans in accordance with Accounting Principles Board Opinion (APB) No. 25, "Accounting for Stock Issued to Employees," as permitted by SFAS...

  • Page 57
    ... Standards Executive Committee of the American Institute of Certified Public Accountants issued Statement of Position (SOP) No. 98-1, "Accounting for the Costs of Computer Software Developed or Obtained for Internal Use," effective for fiscal years beginning after December 15, 1998. SOP No. 98...

  • Page 58
    ... as "market risk." The firm's trading positions result from underwriting, market-making and proprietary trading activities. Categories of market risk include exposures to interest rates, currency rates, equity prices and commodity 56/Goldman Sachs Annual Report 1999 These risk exposures are managed...

  • Page 59
    ...market risk are set forth below: As of November (in millions) 1999 1998 Interest Rate Financial futures and forward settlement contracts Swap agreements Written option contracts Equity Financial futures and forward settlement contracts Swap agreements Written option contracts Currency and Commodity...

  • Page 60
    ...Interest rate Equity Currency and commodity $484,104 114,680 210,421 $509,770 59,571 186,748 The firm utilizes replacement cost as a measure of derivative credit risk. Replacement cost, as reported in "Financial instruments owned, at fair value" on the consolidated statements of financial condition...

  • Page 61
    ... on LIBOR, the U.S. treasury bill rate or the federal funds rate. Certain equity-linked and indexed instruments are included in floating rate obligations. (3) Long-term borrowings bear fixed or floating interest rates and have maturities that range from one to 30 years from the date of issue. 59

  • Page 62
    ...Rate Fixed rate obligations Floating rate obligations Total $ 650 10.17 % $ 6.03 6.16 222 8.09 % ) 20,302 20,952 19,684 __ _____ $19,906 5.63 5.66 As of November 1999 and November 1998, the notional amounts of the related swap agreements used for non- trading purposes were $12.94 billion...

  • Page 63
    ... and margin deposit requirements. Letters of credit outstanding were $10.30 billion and $8.81 billion as of November 1999 and November 1998, respectively. Leases The firm has obligations under long-term noncancelable lease agreements, principally for office space, expiring on various dates through...

  • Page 64
    ...business of The Goldman Sachs Group, L.P. These transactions included the exchange of the partnership interests of the participating limited partners (PLPs), retired limited partners, Sumitomo Bank Capital Markets, Inc. and Kamehameha Activities Association for shares of common stock. As of November...

  • Page 65
    ... of year Actual return on plan assets Firm contributions Benefits paid Effect of foreign exchange rates Balance, end of year Prepaid/(Accrued) Benefit Cost Funded Status Unrecognized actuarial loss Unrecognized transition obligation Unrecognized prior service cost Prepaid/(accrued) benefit cost...

  • Page 66
    ...based on the economic environment of each applicable country. Year Ended November 1999 1998 1997 Defined Benefit Pension Plans U.S. Plans Discount rate Rate of increase in future compensation levels Expected long-term rate of return on plan assets International Plans Discount rate Rate of increase...

  • Page 67
    ... future dates if the participant satisfies certain conditions and the participant's employment with the firm has not been terminated, with certain exceptions for terminations of employment due to death or a change in control. Dividends on the underlying shares of common stock are paid currently...

  • Page 68
    ...429 214 52 $2,038 The activity of these stock options during 1999 is set forth below: Options Outstanding Weighted Average Exercise Price Weighted Average Remaining Life (years) Outstanding, beginning of year Granted Exercised Forfeited Outstanding, end of year - 40,863,172 - (503,506) 40,359,666...

  • Page 69
    ... is estimated as of the grant date based on a binomial option pricing model using the following weighted average assumptions: Risk-free interest rate Expected life Expected volatility Dividend yield Pro Forma Effect of SFAS No. 123 If the firm were to recognize compensation expense under the fair...

  • Page 70
    ...Total deferred tax liabilities Net deferred tax assets (1) (1) $1,397 140 57 226 1,820 (83) 1,737 257 257 $1,480 $44 - 14 14 72 - 72 33 33 $39 Total deferred tax assets Relates primarily to the ability to recognize tax benefits associated with non-U.S. operations. 68/Goldman Sachs Annual Report...

  • Page 71
    ... Markets; and Asset Management and Securities Services. Global Capital Markets The Global Capital Markets segment includes services related to the following: Investment Banking. The firm provides a broad range of investment banking services to a diverse group of corporations, financial institutions...

  • Page 72
    ...securities, commodities and other positions in relation to the cash generated by, or funding requirements of, the underlying positions. Net interest is allocated to the Trading and Principal Investments component of Global Capital Markets and the Securities Services component of Asset Management and...

  • Page 73
    ... assets: Year Ended November (in millions) 1999 1998 1997 Global Capital Markets Net revenues (1) $ 10,132 6,232 $ 3,900 $ $ 5,747 3,978 1,769 $ $ 5,513 3,228 2,285 Operating expenses(2) Pre-tax earnings(3) Segment assets Asset Management and Securities Services Net revenues(1) Operating...

  • Page 74
    ...two segments: Year Ended November (in millions) 1999 1998 1997 Financial Advisory Underwriting Investment Banking FICC Equities Principal Investments Trading and Principal Investments Total Global Capital Markets Asset Management Securities Services Commissions Total Asset Management and Securities...

  • Page 75
    ... $ 178,401 The pre-tax earnings of the firm in 1999 reflect payments for services rendered by managing directors who, prior to the firm's conversion to corporate form, were profit participating limited partners. In prior years, these payments were accounted for as distributions of partners' capital...

  • Page 76
    ...Includes a net tax benefit of $825 million related to the firm's conversion to corporate form, a benefit of $880 million related to the granting of employee initial public offering awards and a benefit of $80 million related to the charitable contribution to The Goldman Sachs Foundation. 1998 Fiscal...

  • Page 77
    ... and Chief Executive Officer of Johnson Capital Partners, a private investment company Dr. Ruth J. Simmons President of Smith College John L. Weinberg Former Senior Partner and Chairman of the Management Committee, Goldman, Sachs & Co. Robert J. Katz Secretary to the Board Management Committee...

  • Page 78
    Managing Directors Lawton W. Fitt Joseph D. Gatto Peter C. Gerhard Nomi P. Ghez Walter H. Haydock David L. Henle Francis J. Ingrassia Scott B. Kapnick Peter S. Kraus... Yee Michael J. Zamkow Mark A. Zurack ...Chang Andrew A. Chisholm Abby Joseph Cohen...Partnership Committee Members 76/Goldman Sachs Annual...

  • Page 79
    Managing Directors...Fascitelli Laurie R. Ferber Oliver L. Frankel Eduardo B. Gentil ...Zi Wang Xu Yasuyo Yamazaki Paolo Zannoni Yoel Zaoui Joan H. Zief Scott Prince..., Jr. David K. Chang Peter T. Cirenza Kent A. Clark Timothy J. Cole Donna ...J. Greenwald Erol Hakanoglu Roger C. Harper Nobumichi Hattori...

  • Page 80
    Managing Directors Roger A. Liddell C. Richard Lucy Michael C. Luethke Russell E. Makowsky Barry A. Mannis Richard J. Markowitz Robert J. Markwick Jacques Martin John J. Masterson Kathy M. Matsui Tadanori Matsumura Richard F. X. McArdle Joseph M. McConnell Mark E. McGoldrick Geraldine F. McManus ...

  • Page 81
    ... Peter G. Sachs Peter M. Fahey David A. George Willard J. Overlock, Jr. Mark O. Winkelman John R. Farmer Advisory Directors John L. Weinberg Peter M. Sacerdote Roy J. Zuckerberg Peter R. Coneway David M. Silfen Eric S. Dobkin Peter K. Barker Joseph H. Wender Jonathan L. Cohen William C. Landreth...

  • Page 82
    ... Boston Buenos Aires Chicago Dallas Frankfurt George Town Hong Kong Houston Johannesburg London Los Angeles Madrid Memphis Menlo Park Mexico City Miami Milan Montreal Moscow Mumbai New York Paris Philadelphia Princeton San Francisco São Paulo Seoul Shanghai Singapore Stockholm Sydney Taipei Tampa...

  • Page 83
    ... Goldman Sachs Group, Inc. is listed on the New York Stock Exchange and trades under the ticker symbol "GS". Shareholder Inquiries Information about the firm, including all quarterly earnings releases and financial filings with the Securities and Exchange Commission, can be accessed at our Web site...

  • Page 84
    ... and that contribute greatly to our success. 11/ We constantly strive to anticipate the rapidly changing needs of our clients and to develop new services to meet those needs. We know that the world of finance will not stand still and that complacency can lead to extinction. 12/ We regularly receive...

  • Page 85
    EAL/ MOSCOW/ MUMBAI/ NEW YORK/ PARIS/ PHILADELPHIA/ PRINCETON/ SAN FRANCISCO/ SAO PAULO/ SEOUL/ SHANGHAI/ SINGAPORE/ STOCKHOLM/ SYDNEY/ TAIPEI/ TAMPA/ TOKYO/ TORONTO/ VANCOUVER/ WASHINGTON DC/ ZURICH © 2000, The Goldman Sachs Group, Inc. Except where specifically defined, the terms "Goldman Sachs...

  • Page 86
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