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THE MADNESS
Berkshire Hathaway held of the company. After share repurchases by Moody’s
Corporation, Berkshire Hathaway’s holdings of outstanding shares increased to over
by . As of , Berkshire Hathaway and three other investors owned a com-
bined . of Moody’s. When asked whether he was satisfied with the internal con-
trols at Moody’s, Buffett responded to the FCIC that he knew nothing about the
management of Moody’s. “I had no idea. I’d never been at Moody’s, I don’t know where
they are located.” Buffett said that he invested in the company because the rating
agency business was “a natural duopoly,” which gave it “incredible” pricing power—
and “the single-most important decision in evaluating a business is pricing power.”
Many former employees said that after the public listing, the company culture
changed—it went “from [a culture] resembling a university academic department to
one which values revenues at all costs,” according to Eric Kolchinsky, a former man-
aging director. Employees also identified a new focus on market share directed by
former president of Moody’s Investors Service Brian Clarkson. Clarkson had joined
Moody’s in as a senior analyst in the residential mortgage group, and after suc-
cessive promotions he became co-chief operating officer of the rating agency in ,
and then president in August . Gary Witt, a former team managing director
covering U.S. derivatives, described the cultural transformation under Clarkson: “My
kind of working hypothesis was that [former chairman and CEO] John Rutherford
was thinking, ‘I want to remake the culture of this company to increase profitability
dramatically [after Moody’s became an independent corporation],’ and that he made
personnel decisions to make that happen, and he was successful in that regard. And
that was why Brian Clarkson’s rise was so meteoric: . . . he was the enforcer who could
change the culture to have more focus on market share.” The former managing di-
rector Jerome Fons, who was responsible for assembling an internal history of
Moody’s, agreed: “The main problem was . . . that the firm became so focused, partic-
ularly the structured area, on revenues, on market share, and the ambitions of Brian
Clarkson, that they willingly looked the other way, traded the firm’s reputation for
short-term profits.”
Moody’s Corporation Chairman and CEO Raymond McDaniel did not agree with
this assessment, telling the FCIC that he didn’t see “any particular difference in cul-
ture” after the spin-off. Clarkson also disputed this version of events, explaining
that market share was important to Moody’s well before it was an independent com-
pany. “[The idea that before Moody’s] was spun off from Dun & Bradstreet, it was a
sort of sleepy, academic kind of company that was in an ivory tower . . . isn’t the case,
you know,” he explained. “I think [the ivory tower] was really a misnomer. I think
that Moody’s has always been focused on business.”
Clarkson and McDaniel also adamantly disagreed with the perception that con-
cerns about market share trumped ratings quality. Clarkson told the FCIC that it was
fine for Moody’s to lose transactions if it was for the “right reasons”: “If it was an analyt-
ical reason or it was a credit reason, there’s not a lot you can do about that. But if you’re
losing a deal because you’re not communicating, you’re not being transparent, you’re
not picking up the phone, that could be problematic.” McDaniel cited unforeseen
market conditions as the reason that the models did not accurately predict the credit