Carlyle Group May Buy Major CIA Contractor: Booz Allen Hamilton
by Tim Shorrock
The Carlyle Group, one of the world’s largest private equity funds, may soon acquire the $2 billion government contracting business of consulting giant Booz Allen Hamilton, one of the biggest suppliers of technology and personnel to the U.S. government’s spy agencies.
Carlyle manages more than $75 billion in assets and has bought and sold a long string of military contractors since the early 1990s. But in recent years it has significantly reduced its investments in that industry. If it goes ahead with the widely reported plan to buy Booz Allen, it will re-emerge as the owner of one of America’s largest private intelligence armies.
Reports of a potential Carlyle acquisition of Booz Allen’s government unit began circulating among U.S. military contractors in December 2007, after Booz Allen’s senior partners and board members – a group of 300 vice presidents who own the privately-held firm – gathered at company headquarters in McLean, Virginia, for an extraordinary two-day meeting.
According to a December 15 letter to Booz Allen employees from
CEO Ralph W. Shrader that was released by the firm, the vice presidents
signed off on a “new strategic direction†that would involve separating
the company’s commercial and government units and operating them as
separate companies. That was widely seen, both inside and outside the
company, as a sign that a sale of one or both of the units was
imminent. Shrader said the company hoped to come to a resolution of the
issues involved by March 31, 2008.
In January 2008, major
newspapers – each quoting unnamed people close to the situation –
reported that discussions between Booz Allen and Carlyle about the sale
of the government unit were underway. According to the Wall Street
Journal, the deal will be “centered on Booz Allen’s influence in
defense and intelligence contracting. If an agreement is reached the
sale price will likely be around $2 billion.â€
Christopher
Ullman, Carlyle’s chief spokesman, could neither confirm nor deny that
a deal was in the works, and declined to comment to CorpWatch about the
reports. Because of Carlyle’s long experience in the defense sector, he
added, such companies “would be a priority for us when the price is
right and it’s the right fit for us.†George Farrar, a Booz Allen
spokesman, said his company “has refused to discuss particulars of any
ongoing discussions†and would not comment beyond what Shrader wrote in
his December 15 missive to Booz Allen’s workforce.
Who Is Booz Allen Hamilton?
In
2006, Booz Allen Hamilton, a privately held company based in McLean,
Virginia, had a global staff of 18,000 and annual revenues of $3.7
billion. Its work for U.S. government agencies accounts for more than
50 percent of its business. Notably Booz Allen is a key adviser and
prime contractor to all of the major U.S. intelligence agencies – the
Central Intelligence Agency (CIA), the Defense Intelligence Agency
(DIA), the National Geospatial-Intelligence Agency (NGA), the National
Reconnaissance Office (NRO), the National Security Agency (NSA), and –
as well as the Department of Homeland Security (DHS), the National
Counterterrorism Center, the Department of Defense and most of the
Pentagon’s combatant commands.
Shadow Intelligence Agency
Shadowy Intelligence Agency
Booz
Allen prides itself on the long-term personal relationships it has
forged between its personnel and their government clients. “We stay for
a lifetime,†Mark J. Gerencser, the senior vice president in charge of
Booz Allen’s government contracting division, remarked in 2006. A quick
study of their biographies posted on Booz Allen’s Website suggests that
this is indeed true – the senior management have shuttled back and
forth between the company and the government for their entire lives.
As
the director of Booz Allen’s U.S. government business, for example,
Gerencser serves in “several broad-based roles,†including
“representing industry†to the Office of the Secretary of Defense and
the Joint Chiefs of Staff, which manage the Pentagon’s vast
intelligence operations. He is also a member of Booz Allen’s leadership
team that sets the strategic direction of the company, and has run many
of the war games staged by Booz Allen for its government clients.
Just
below him in the company’s intelligence hierarchy is Ken Wiegand,
another senior vice president. Weigand came to Booz Allen in 1983 after
working for a decade in Air Force intelligence, and now leads the
firm’s work for national intelligence and law enforcement agencies and
the Department of Homeland Security. His specialty, the Website says,
includes imagery intelligence operations, which are managed by the NGA,
one of Booz Allen’s most important clients.
Senior vice
president Joseph W. Mahaffee, a veteran of naval intelligence, is the
leader of Booz Allen’s Maryland procurement office business, which puts
him in charge of the company’s contracts with the NSA in Fort Meade. He
focuses on “meeting the Information Assurance mission objectives†of
the NSA with various technology services, including systems
engineering, software development and “advanced telecommunications
analysis.â€
Another key Booz Allen figure at the NSA is Marty
Hill, who came to the company after a 35-year career in signals
intelligence and electronic warfare and previously served as an expert
on “information operations capabilities and policy†for Donald
Rumsfeld’s Pentagon. He leads of team of 1,200 professionals engaged in
all aspects of “signals intelligence†including technical analysis,
systems development and operations.
Vice President Pamela
Lentz is a former cryptology officer with the Navy and once worked as a
program manager for TRW, one of the nation’s oldest intelligence
contractors (it is now owned by Northrop Grumman). She is Booz Allen’s
“client service officer†for the DIA and other military intelligence
markets, which includes intelligence units within the Navy, Air Force,
Army, the unified combatant commands and the undersecretary of defense
for intelligence. Among other tasks, Lentz manages a 120-person Booz
Allen team that supports the NRO, the Pentagon agency that manages the
nation’s military spy satellites. She also runs a task force that
supports human intelligence collection efforts at the DIA.
Vice
President Laurene Gallo, a former intelligence analyst at the NSA,
leads a Booz Allen “intelligence research and analysis†team that
support several agencies, including the CIA, the DNI and the National
Counterterrrorism Center. Vice President Richard Wilhelm, whose job at
Booz Allen is to work with the CIA and the ODNI, came to the company
after a long career in U.S. intelligence that included stints directing
the Joint Intelligence Center for Iraq during Operation Desert Storm
and the NSA’s first director of information warfare.
Vice
President William Wansley, a former Army intelligence officer, leads a
team of experts in “strategic and business planning†who support the
CIA’s National Clandestine Service, the part of the CIA that conducts
covert operations and recruits foreign spies, as well as the DNI.
Another vice president Robert W. Noonan, a retired Army lieutenant
general who once served as the Army’s deputy chief of staff for
intelligence and the commanding general of the U.S. Army’s Intelligence
and Security Command, is in charge of expanding Booz Allen’s military
intelligence business within all the armed services, the combatant
commands, the DIA and the Office of the Secretary of Defense.
It is each of these vice presidents who are poised to personally profit from a corporate takeover by the Carlyle Group.
On
its website, Booz Allen describes its intelligence work as part of its
broader expertise in information technology. “Whether dealing with
homeland security, peacekeeping operations, or the battlefield, success
depend on the ability to collect, safeguard, store, distribute, fuse,
and share information – on getting the right information to the right
place at the right time,†it says. “Our security professionals work in
partnership with clients to develop capabilities … for protecting
information and networks against cyber and physical threats.â€
That
has not always been the case: Booz Allen Hamilton was founded as a
management consultancy in 1914 in Chicago by three businessmen whose
surnames gave the firm its name. In 1940, after more than three decades
of giving advice to top ranking companies in America’s manufacturing
and service economy, such as Montgomery Ward, Goodyear Tire and the
Illinois State Railroad, Booz Allen started working for the U.S.
military, where its clients included the Army, the Navy, and, after the
war, the Air Force and the Pentagon.
Its initial contracts
with the Navy in 1940 set the pace for its military work: as a
management consultant, Booz Allen helped the Navy restructure for World
War II and permeated its ranks with contractors (“Each Navy bureau had
a Booz rep,†Investors Daily reported in a 2005 profile of the firm).
That relationship served as a template for Booz Allen’s later work in
intelligence and national security where its personnel worked inside
government agencies alongside public employees.
Since the
late-1990s, Booz Allen has forged a particularly close relationship
with the NSA, the spy agency that monitors global telephone, e-mail and
Internet traffic for the U.S. military and political leaders, which
hired Booz Allen as its chief outside consultant on Project
Groundbreaker. This $4 billion project outsourced the NSA’s internal
communications and networking systems to a consortium led by Computer
Sciences Corporation (CSC) and the IT subsidiary of Northrop Grumman.
Today,
among the many services Booz Allen provides to intelligence agencies,
according to its Website, are war-gaming – simulated drills in which
military and intelligence officials test their response to potential
threats like terrorist attacks – as well as data-mining and analysis of
imagery and intelligence picked up by U.S. spy satellites, the design
of cryptographic, or code-breaking, systems (an NSA specialty) and
“outsourcing/privatization strategy and planning.â€
The company’s 2007
annual report spells out several other areas of expertise, including
“all source analysis,†an intelligence specialty managed by the CIA and
the Office of the Director of National Intelligence (DNI) that draws on
public sources of information, such as foreign newspapers and
textbooks, to add texture to data gathered by spies and electronic
surveillance.
According to the company’s annual report, Booz
Allen is also working on one of the most important spy initiatives
launched in recent years: the Cryptographic Modernization Program. Air
Force General John C. Koziol, the commander of the Air Force
Intelligence, Surveillance and Reconnaissance Agency, described this
program as an attempt to combine a variety of intelligence technologies
to pick up tell-tale signs of chemicals and other substances – into a
single electronic package that can be used by combat and special
operations commanders to track the enemy.
Booz Allen is a full
partner in the project, according to General Koziol, an idea that has
been “fully endorsed†by the Director of National Intelligence Michael
McConnell, the nation’s spy chief – himself a Booz Allen alumnus (see
box).
Revolving Door
To carry out its tasks at the
intelligence agencies, Booz Allen has hired a dazzling array of former
national security officials and foot-soldiers. In 2002, Information
Week reported that Booz Allen had more than 1,000 former intelligence
officers on its payroll. In 2007, as this reporter was researching a
chapter about Booz Allen for his forthcoming book, he asked the company
if it could confirm that number or provide a more accurate one, and
received an e-mail reply from spokesman George Farrar: “It is certainly
possible, but as a privately held corporation we consider that
information to be proprietary and do not disclose.â€
Buried
deep on the company's Web site, however, a much larger number is
confirmed in an explanation of a Booz Allen information technology
contract with the DIA, which carries out intelligence for the Joint
Chiefs of Staff and the Office of the Secretary of Defense. It stated
that the Booz Allen team “employs more than 10,000 TS/SCI cleared
personnel.†TS/SCI stands for top secret-sensitive compartmented
intelligence, one of the highest possible security ratings, which would
make Booz Allen one of the largest employers of cleared personnel in
the United States.
Many of these former intelligence officers at
Booz Allen, do the same jobs as they did for the government. For
example, Keith Hall, a Booz Allen vice president initially worked in
Army intelligence and on one of the congressional intelligence
committees. In the early 1990s, he was hired by the CIA to manage
budgets and policy development for then-Director of Central
Intelligence Robert Gates. During that time, he played an instrumental
role in creating the National Imagery and Mapping Agency, which was
later renamed the National Geospatial-Intelligence Agency. During the
Clinton administration, Hall was named Assistant Secretary of the Air
Force for space programs and, simultaneously, director of the NRO, the
agency that manages the nation’s military satellite program.
Now,
as a Booz Allen executive, Hall leads a “strategic intelligence
initiative†that integrates the company’s extensive contracting
activities for the NRO and the NGA. Recently, one of his most important
tasks involved chairing a 2005 homeland security study group that
recommended a major expansion of information and data-sharing between
U.S. spy agencies that work outside the country and domestic law
enforcement, like the Federal Bureau of Investigation (FBI). “The
study’s findings have become a road map for the government in making
decisions related to critical information sharing in support of
homeland security,†Booz Allen boasts in its 2007 annual report. (See
our article, Domestic Spying, Inc.)
Who is the Carlyle Group?
The
Carlyle Group is a private equity fund – a group of financial advisers
that invests large sums of money from pension funds, large
corporations, wealthy individuals and foreign banks into privately held
companies in many different industries, and then run those companies
until the market is right to sell them at a substantial profit. During
the early years of the George W. Bush administration, it gained
attention – and some notoriety – because of the large number of former
high-ranking political figures it had attracted as advisers and
managers. They included former President George H.W. Bush, former
Secretary of State James Baker and former British Prime Minister John
Major.
Shortly after the September 11, 2001, attacks on New
York and Washington, Carlyle was in the news again when newspapers
revealed that Osama Bin Laden’s family in Saudi Arabia – which owns one
of the world’s largest construction companies – held a stake in the
fund. The stake was quickly liquidated after the news broke.
Until
the recent slowdown in the financial markets, the private equity
industry, with over $160 billion under its control, was widely seen as
one of the most important drivers of the global economy, pumping
venture capital into high-tech startups and buy-out capital into
corporate reorganizations worldwide. They are extremely active in
Britain, where more than 20 percent of the private sector workforce is
employed by companies that are, or have been, the targets of private
equity investments. Business magazines credit them with breaking up
some of America’s worst-run conglomerates and bringing competition to
Japan’s highly regulated and incestuous banking industry.
“Private
equity funds now wield much of the transformational power at the heart
of the capitalist system,†The Economist magazine recently observed. In
addition to Carlyle, which has more than $75 billion under management,
industry leaders include the Blackstone Group ($30 billion), Bain
Capital ($27 billion), Kohlberg, Kravis, Roberts & Co. ($26
billion) and Texas Pacific Group ($20 billion).
Carlyle, the
largest of the funds, is best-known for owning large military
contractors and aerospace contractors, such as United Defense
Industries, the maker of the Bradley Fighting Vehicle and other weapons
systems, which it sold to BAE Systems in 2004, and Vought Aircraft
Industries, a major producer of structural assemblies for commercial,
military and business aircraft, which it still holds. Other military
contractors that have gone through Carlyle’s hands include EG&G,
LTV Aerospace and Magnavox Electronic Systems.
During the
1990s, when it made most of these acquisitions, the fund was led by
former Secretary of Defense Frank Carlucci, who served during the
Carter administration as deputy director of the CIA. During his tenure,
Carlyle bought and sold nearly a dozen companies active in the
intelligence industry. They include BDM International, an influential
company that, during the 1990s, provided some of the U.S. Army’s first
contract interpreters and, through a subsidiary known as Vinnell
Corporation, once trained the Saudi National Guard. It was eventually
sold to Northrop Grumman and is now part of that company’s huge
intelligence division.
U.S. Investigative Service, which
Carlyle bought in 1996 and sold in 2007, is the largest provider of
security investigations for employees and contractors hired by the
Pentagon, the National Security Agency and other agencies, and in
recent months has been training Iraqi police commandoes under contract
to the Pentagon. (See CorpWatch coverage of USIS.)
Another
spectacular acquisition was QinetiQ, the privatized arm of Britain’s
military research corporation. It was acquired by Carlyle in 2003, sold
in 2007, and recently emerged as one of the premiere U.S. intelligence
contractors – after netting a $470 million profit for Carlyle. (See our
article “ QinetiQ goes Kineticâ€.)
Carlyle, however, has
divested itself of most of its military holdings. “In our current U.S.
portfolio, there’s none,†Carlyle’s Ullman told CorpWatch. Today, most
of its investments are concentrated in commercial industries, such as
real estate and banking. During a few months’ span in 2006, for
instance, Carlyle did a “manufacturing deal, an education deal, a
consumer products deal, and buildings deal, and a financial services
deal,†according to an account in the Washingtonian magazine. Its
holdings are extensive and pervasive: every time you rent a car from
Hertz, catch a quick breakfast at Dunkin’ Donuts or get ice-cream at
Baskin-Robbins, you’re sending money to Carlyle.
A $2 billion
acquisition of Booz Allen’s contracting business would therefore put
Carlyle back in the big leagues of military contractors.
Other key
executives who came to Booz Allen from the spy agencies include R.
James Woolsey, the former director of the CIA, who was hired in 2003 to
run Booz Allen’s “global resilience†division, which advises
corporations on security issues, and Joan A. Dempsey, a career U.S.
intelligence official and a former top aide to former CIA Director
George Tenet, who was hired in 2005 as a Booz Allen vice president with
responsibility to advise the DNI and other key intelligence agencies.
(See box for list of other key corporate figures that previously worked
in government intelligence agencies.)
It is these senior managers who would most likely benefit from a sale to Carlyle.
Unlike
many of its competitors in the intelligence industry, Booz Allen is a
privately held company whose shares are owned by its 300 vice
presidents of whom “approximately 80 are in government support,†Booz
Allen’s Farrar told CorpWatch. For these vice presidents, Carlyle’s
infusion of capital, and its $2 billion buyout of their shares, will
make them very rich men and women indeed. After all, $2 billion divided
by 80 is $25 million; even if Booz Allen’s shares were divided equally,
which is unlikely, that’s an astounding windfall for any executive.
Booz Allen CEO Ralph Shrader
The
man most responsible for Booz Allen’s growth as an intelligence
contractor is Ralph Shrader, who has been running the company as
chairman and CEO since 1998. Shrader, an electrical engineer by
training, came to Booz Allen in 1974 after serving at senior management
levels of two prominent telecommunications companies – Western Union,
where he was national director of advanced systems planning, and RCA,
where he served in the company’s government communications system
division. These positions prepared him well for his later work at Booz
Allen as a consultant to the telecommunications industry. According to
his official biography, he “led major assignments†for the industry as
a Booz Allen consultant and was deeply involved in the company’s
“landmark work for AT&T†when that company was broken up by the
government.
In those assignments, Shrader may have been
exposed to the telecommunications industry’s close ties to U.S.
intelligence. During the years he worked for Western Union and RCA,
those companies, along with ITT World Communications, were part of a
secret surveillance program known as Minaret in which telecommunication
companies, with the concurrence of a handful of high-ranking
executives, handed over to the NSA information on all incoming and
outgoing U.S. telephone calls and telegrams – an early version of the
NSA’s warrantless surveillance program launched by the Bush
administration after the September 11th attacks. Minaret, and the
involvement of the private companies in NSA spying, was exposed by the
congressional committees investigating intelligence abuse in the
mid-1970s, and was the inspiration behind the 1978 Foreign Intelligence
Surveillance Act (FISA), which set the rules – including the important
requirement for warrants – for domestic surveillance of telephone
traffic.
None of this is alluded to in Booz Allen’s official
literature, of course; but Shrader, upon his appointment as CEO in
1998, mentioned in a rare press interview (with the Financial Times)
that the most relevant background for his new position of chief
executive was his experience working for telecommunications clients and
doing classified military work for the U.S. government – “something of
a Booz specialty,†the FT pointed out.
Booz Allen adds on its
website that Shrader, as CEO, has also “led important programs for the
U.S. National Communications System and the Defense Information Systems
Agency,†two of the most important classified intelligence networks in
use by the federal government. Under Shrader, Booz Allen also became
the NSA’s most important outside consultant, culminating in its
advisory role in Project Groundbreaker. That project, which awarded its
first contracts in the summer of 2001, put Booz Allen in a prime
position to capture NSA and other intelligence work in the aftermath of
the September 11th attacks, when intelligence budgets, and NSA
surveillance, increased substantially.
“War on Terror†Contracts
After
September 11th, 2001, by Booz Allen’s own account, the firm helped the
government reshape its spying capabilities to match the new era of
counterinsurgencies and terrorist threats. “The nature of intelligence
changed dramatically in the wake of 9/11,†Christopher Ling, a Booz
Allen vice president, explains in the company’s most recent annual
report. “An entire analytic production system geared to detect
large-scale cold war adversarial capabilities was suddenly required to
transform.†At Booz Allen, he added, “We are finding innovative ways to
integrate intelligence and operations, enabled by advanced
visualization and data management capabilities, which has allowed us to
pioneer tactics, techniques, and procedures.â€
In addition to
serving as a prime contractor on Admiral John Poindexter’s
controversial Total Information Awareness project (see box), Booz Allen
was active on both the military and economic fronts on the “war on
terror.†For the Pentagon, it helped develop the “blue force†tracking
system that allows soldiers and commanders in Iraq and other
battlegrounds the ability to electronically identify friendly troops.
And in the weeks leading up to the invasion of Iraq, Booz Allen
sponsored and organized several conferences aimed at helping U.S.
corporations secure contracts in occupied Baghdad, with former CIA
director Woolsey, one of the most ardent backers of the war, as a
keynote speaker.
Michael McConnell
Booz Allen
Hamilton’s most illustrious alumnus is Michael McConnell, the current
Director of National Intelligence, the top spy job in the country, who
epitomizes the term revolving door, spinning from government job to
industry and back again.
McConnell was a senior Pentagon
official during George Bush Senior’s administration and the first Gulf
War, where he worked for Dick Cheney, then the Secretary of Defense, as
the chief intelligence adviser to General Colin Powell, the chairman of
the Joint Chiefs of Staff. Cheney was so impressed with McConnell’s
work during the war that he appointed him to head the NSA in 1993 (he
later intervened personally to convince McConnell to take the DNI job
in 2007).
McConnell subsequently spent more than 10 years as a
Booz Allen senior vice president in charge of the company’s extensive
contracts in military intelligence and information operations for the
Pentagon. In that job, his official biography states, McConnell
provided intelligence support to "the U.S. Unified Combatant
Commanders, the Director of National Intelligence Agencies, and the
Military Service Intelligence Directors." That made him a close
colleague of not only Donald Rumsfeld, who ran the Pentagon from 2001
to 2007, but of Vice President Cheney, who has served President Bush as
a kind of intelligence godfather since the earliest days of the
administration.
As Booz Allen’s chief intelligence liaison to
the Pentagon, McConnell was at the center of action, both before and
after the September 11 attacks. During the first six years of the Bush
administration, Booz Allen’s contracts with the U.S. government rose
dramatically, from $626,000 in 2000 to $1.6 billion in 2006. McConnell
and his staff at Booz Allen were deeply involved in some of the Bush
administration’s most controversial counterterrorism programs.
They
included the Pentagon’s infamous Total Information Awareness
data-mining scheme run by former Navy Admiral John Poindexter, which
was an attempt to collect information on potential terrorists in
America from phone records, credit card receipts and other databases.
(Congress cancelled the program over civil liberties concerns, but much
of the work was transferred to the NSA, where Booz Allen continued to
receive the contracts.)
In 2002, when the CIA launched a
financial intelligence project to track terrorist financing with the
secret cooperation of SWIFT, the Brussels-based international banking
consortium, Booz Allen won a contract to serve as an “outside†auditor
of the project.
In January 2007, McConnell resigned from Booz
Allen after he was appointed by President George W. Bush to his current
job. He now oversees all 16 U.S. intelligence agencies, and thus much
of Booz Allen’s government business. (See this reporter's 2007 Salon
article.)
Under Shrader’s leadership, Booz Allen played
an instrumental role after September 11th in proselytizing for a
greater corporate role in national and homeland security. This was
important, the Booz Allen CEO said at a CEO summit he organized in
2002, because “business leaders cannot opt out of geopolitics and leave
the job of security solely to government and the military.â€
Deepening
the corporate alliance with the Bush administration and its war on
terror also had significant advantages for Booz Allen and its fellow
corporations: on one hand, it drastically increased their contracts
with military and intelligence agencies; and on the other, homeland
security provided a convenient excuse for reducing government oversight
and regulation. These dual interests were spelled out in unusual detail
in 2004 by Richard Wilhelm, a former CIA and NSA officer who once
served as national security adviser to former Vice President Al Gore
and now leads Booz Allen’s business with the CIA and the Office of the
DNI.
Speaking to a conference on information-sharing and
counterterrorism, Wilhelm explained that the “right mix of policiesâ€
for business should include a wide range of “incentives†and
“cooperative arrangements,†including “appropriate protections from
Freedom of Information Act requirements and other unintended
consequences of more open information sharing.†Government, he argued,
should “help make the business case, and then sweeten it – because
industry will share information when there is a business case to do
so.â€
In other words, corporations were happy to participate in the
exchange of information about terrorism and other security threats, but
only if there were enough rewards. And for Booz Allen, those rewards
have been sweet indeed, as a short list of their recent unclassified
contracts attests.
They include:
- A $6.3 million contract
to provide research on 3-D facial recognition biometric software for
the Information Assurance Technical Analysis Center at Offut Air Force
Base in Nebraska, awarded in 2008.
- A $48 million contract
with the U.S. Air Force to conduct research on “survivability and
lethality implications†of an Air Force vehicle program, awarded in
2008.
- In a partnership with CACI International, EDS, Lockheed
Martin, SAIC and SRA, the right to bid on $12.2 billion worth of
contracts for telecom and IT services for the Defense Information
Systems Agency (DISA), awarded in 2007.
- Participation in a
consortium of seven companies that will bid on up to $20 billion worth
of work in Command, Control, Communications, Computers, Intelligence,
Surveillance and Reconnaissance – a mouthful of a term usually referred
to as C4ISR – for the Army’s Communications Electronics Command, which
is based in Fort Monmouth, New Jersey, awarded in 2006.
- A
five-year, $25o million contract to provide “systems engineering
technical assistance†to the Science and Technology Directorate of the
Department of Homeland Security, signed in 2005.
Little Congressional Scrutiny?
In
spite of its tremendous power as a contractor, Booz Allen has received
very little criticism or even scrutiny from the U.S. Congress. In
January 2007, the Senate had a rare opportunity to inquire about the
company when it held hearings on Michael McConnell’s nomination as
Director of National Intelligence (see box). Prior to the hearing,
several senators said they would question McConnell about Booz Allen’s
role as a contractor; but the hearing was a desultory affair, and few
questions were asked of the new DNI about the high level of contracting
among the spy agencies or the specific role of Booz Allen.
A
month later, a Booz Allen contract with the Department of Homeland
Security came under close scrutiny in the House. In February 2007,
Henry Waxman, a Democratic Congressman from California, the chairman of
the House Committee on Government Oversight and Reform, charged that
Booz Allen had a significant conflict of interest over its contract to
oversee an $8 billion contract with the DHS Secure Border Initiative
known as SBI-Net. Under the contract, Boeing and other companies will
build a “virtual fence†of cameras, radar and sensors that will
transmit imagery and data to border patrol agents working along the
U.S. borders with Canada and Mexico. (See CorpWatch's “ Fencing the
Border".)
The conflict arose, said Waxman, because Booz Allen
had long-standing business partnerships with Boeing, the prime
contractor for SBI-Net, and could therefore not provide objective
oversight of the program. At the hearing, Waxman pointed out to DHS
officials that they had hired 98 people to oversee the SBI-Net
contract. “But the problem is that 65 of these people don’t work for
the government. They work for the contractor,†he said. “You’re relying
on them to do the function that a government ordinarily would do.†DHS
officials responded that Booz Allen had been hired for advice, not for
oversight.
Waxman’s criticism could be made of a myriad of
contracts Booz Allen holds with intelligence agencies. At the NSA, for
example, it has advised the agency about several contracts that involve
companies that Booz Allen has close business ties with. That is also
true at the NRO, the NGA and the CIA. So far, however, no reports of
conflicts of interest have emerged from Congress, which in any case
exercises little oversight over intelligence contracts.
In
another damaging report issued in 2007, the General Accounting Office,
the audit arm of the U.S. Congress, found that the Department of
Homeland Security was spending nearly $16 billion a year on goods and
services from the private sector, making it the third-largest employer
of contractors in the federal government. Among the beneficiaries of
DHS’ spending was Booz Allen Hamilton, which in 2006 was awarded a $43
million no-bid contract to provide services to the DHS intelligence
unit. Upon reading the $16 billion DHS figures in the GAO report,
Joseph Lieberman, an independent U.S. senator from Connecticut, angrily
commented: “plainly put, we need to know who is in charge at DHS – its
managers and workers, or the contractors.â€
The Washington Post
later found that Booz Allen’s no-bid intelligence contract with DHS had
ballooned in value from $2 million in 2003 to over $30 million in 2006
– 15 times its original value. When DHS lawyers first examined the Booz
Allen deal, the Post said, they found it was “grossly beyond the scopeâ€
of the original contract and had violated government procurement rules.
An open competition was ordered by DHS lawyers, but delayed for a year.
During that time, the Post said, “the payments to Booz Allen more than
doubled again under a second no-bid arrangement, to $73 million.â€
Union Protests
So
far, the only public criticism of the potential Carlyle-Booz Allen deal
has come from the Service Employees International Union (SEIU), one of
the country’s largest labor unions. Last year, the union launched a
blistering attack on Carlyle and the private equity industry in a
widely distributed report called “Behind the Buyouts: Inside the World
of Private Equity.†The gist of the report was that Carlyle, Kohlberg,
Kravis, Roberts (KKR) and other large private equity funds were
undermining the U.S. economy by avoiding taxes and creating “harsh
consequences,†such as layoffs, for workers and communities. In late
2007, when Carlyle acquired the assets of Manor Care, a chain of
nursing homes where the SEIU is trying to organize workers, the union
stepped up its campaign.
Of Unions, Pension Funds and the Carlyle Group
The
SEIU’s campaign material on the Carlyle Group, including a 40-page
white paper on private equity issued last year, fails to mention a
salient fact: that many SEIU members are affiliated with a pension fund
that holds a significant stake in the Carlyle Group.
That fund
is the California Public Employees Retirement System, the world’s
largest public pension fund, often known as CalPERS. It has held a five
percent stake in Carlyle’s core management group since 2000, and
therefore profits every time Carlyle makes money from one of its
investments. Many of the California state officials who sit on CalPERS
boards are also members of the SEIU, although they officially only
represent their employer, not the union.
In 2001, this
reporter attended a meeting of the CalPERS investment board where
Carlyle’s three founding managers appeared as witnesses. The public
meeting took place at a time when Carlyle was a hot media topic because
of its close ties to the Bush administration and its prominence as the
nation’s 11th largest military contractor. Several SEIU officials
attended the meeting, and the questioning of Carlyle was led by a
CalPERS official who belonged to the SEIU. However, the investment
board didn’t ask about Carlyle’s military industry investments, and
instead posed a single, softball question about Carlyle’s views on the
U.S. investment climate.
Asked why the SEIU hasn’t mentioned
CalPERS’ stake in Carlyle in any of its literature, Stephen Lerner, the
director of SEIU’s Private Equity Project, replied that the union
didn’t start investigating the pension fund’s role in Carlyle until
2007.
Until then, “we never really thought about CalPERS’
investment in Carlyle,†he said. “Now that we’re digging in deeper,
we’re raising lots of questions.†Under SEIU’s initiative, a California
lawmaker has introduced legislation that would prohibit CalPERS from
investing in private equity funds owned in part by overseas funds from
countries that don’t “generally respect human rights.†According to an
SEIU handout, the legislation “is only applicable to private equity
firms in which sovereign wealth funds have an ownership stake,†such as
Carlyle.
Carlyle’s Ullman responded that the legislation could
hurt the people it is supposed to protect. California lawmakers “should
consider the detrimental impact on California pensioners who have
benefited greatly from CalPERS’ investment in, and ownership of, the
Carlyle Group,†he told CorpWatch.
In January 2008, after
rumors of a Carlyle takeover of Booz Allen surfaced in the press, SEIU
issued a blistering press release denouncing the potential deal. The
union’s criticism of the proposed acquisition didn’t focus on Booz
Allen’s role in intelligence outsourcing but on Carlyle’s ties with the
Mubadala Development fund of the Government of Abu Dhabi. In 2007, that
fund paid $1.35 billion to buy a 7.5 percent ownership stake in
Carlyle’s general partnership.
As a result of that investment,
the SEIU charged, Carlyle was risking national security. “The potential
for a Carlyle Group-Booz Allen buyout demands urgency on the part of
lawmakers and regulators to examine the risks faced by the U.S. when
foreign governments potentially have access to classified and other
sensitive national security information through their stake in U.S.
companies,†the union declared in a press release. In an interview with
CorpWatch, Stephen Lerner, the director of SEIU’s Private Equity
Project, said the union launched this nationalist campaign out of
concern that classified information from Booz Allen could leak into the
hands of the Abu Dhabi fund, thus compromising U.S. security interests.
“When you combine buyout firms, which have much less reporting
requirements because they are private, with opaque sovereign wealth
funds, you get a toxic stew of secrecy,†he said. Asked how or why Booz
Allen executives might leak classified information to a foreign
government, he replied: “The point is, you have no way of knowing if
they would or wouldn’t.†He added that, while the SEIU has not taken a
position on Booz Allen’s extensive role in intelligence outsourcing,
the issue of “government jobs being done by private contractors†might
emerge in the future for the union.
(The SEIU does not mention
in its material that the California Public Employees Retirement System,
the pension fund for California state retirees where the SEIU has
significant influence, owns five percent of the Carlyle Group – see
box.)
Carlyle’s Ullman, who recently discussed the union
campaign with SEIU president Andrew Stern during a conference on
private equity, rejected the SEIU’s claims. The charges that the Abu
Dhabi investment could jeopardize national security “is really an
obscene allegation,†he said. Ullman added that the Abu Dhabi fund was
a “passive investor†in Carlyle and would have no role in the
management of Carlyle companies. “Carlyle’s portfolio companies have a
pristine track record in handling sensitive government data,†he said.
“Giving top secret and classified data to foreign governments is known
as treason, and is punishable by jail and worse. That would be a fairly
strong impediment†to leaks.
In any case, there is virtually
no evidence to suggest that any US intelligence contractor has leaked
classified information, and it’s unlikely the union’s allegations will
be a factor if the Carlyle Group does decide to acquire Booz Allen
Hamilton.
Tim Shorrock’s book on the outsourcing of U.S. intelligence, Spies for Hire, will be published in May by Simon & Schuster.
|