The Rule of Stephens

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The Rule of Stephens Page 20

by Timothy Taylor


  It was two years’ worth of struggle that she was releasing, she wanted to say. To have come down from the clouds so sharply, to be set on such a delicate, unsustainable edge. No more black birds in Catherine’s life. These were the things she wanted to but could not say to her sister.

  Something different instead. Something she hoped had the ring of truth. “I dreamt up DIY, the idea, the concept. The dreaming is done. Now it’s time for the rainmakers and the engineers.”

  Valerie was unconvinced. “I have to tell you I’m really disappointed.”

  “I’m sorry,” Catherine said. “But do recall that you advised me to accept when Morris first made his offer.”

  “I know, I know. It’s just”—Valerie was looking around for words—“anybody but Kate Speir.”

  “No, no,” Catherine said, gently closing that line of conversation, turning to her slice of frittata and a cappuccino decorated artfully with ringlets and feathers of milk foam. Speir did not in the end deserve their animosity. Maybe she was building something that would make the world a far worse place. But she’d gone after DIY because that’s what funds do. She’d stung the frog because that’s what was in the scorpion’s nature.

  “So where do I go?” she asked her sister. “I mean, as in holidays?”

  Valerie looked a little hurt. “It’s the week before Christmas, babe. You know, you could take a break and spend it with family.”

  Catherine had entirely forgotten the season. And yes, it was upon them. Just three days to Christmas Eve. But Valerie never pushed. So she jumped in with alternatives. She was the perfect person to ask the holiday question. Vietnam. San Sebastian. “Maybe Puerto Rico,” Valerie said. “San Juan is so beautiful.”

  Catherine went home and started packing for a trip without knowing where she was going. She packed for somewhere hot. Then she repacked for Europe. More like it. Museums and galleries. Go look at Venice before it sinks into the waves. And then, when almost everything she owned was packed into two enormous suitcases, she unpacked it all and fed Toby and sat watching CNN for several hours eating crackers and cheese. Yet another expert talking about AF801, as the second anniversary was on them. Still such curiosity, after all that time, all those months in which the media-sphere might have grown fixated on something else instead. Still the curiosity and innuendo, but this time with not one word said about survivors. Catherine was pleased about that, sitting there with a box of saltines and a package of jalapeno Jack slices.

  At which point her own phone began to ring and ring and ring again. Hapok. Stunned that she would leave. He had looked up to her so much. He had admired her and worried that his style might have suggested otherwise. “Never had a boss like you, honest. I’m thinking of quitting.”

  Yohai all choked up. Engineer-kibbutznik Yohai manifesting real emotion. “I thought we shared a vision. I thought…”

  There wasn’t much to say. She just kept it simple. Mako Equity. New plans.

  “Let’s do something else,” Yohai said. “Hire me again.”

  We’ll see, she said. We’ll see.

  Kalmar too, eventually. It took him until late that afternoon. But then the phone vibrated warmly and there was beautiful Kalmar on the line. She didn’t mind hearing that voice, and perhaps she even welcomed it more under these new circumstances. She was completely free, after all. No more CEO and the markets director to gossip about, to undermine morale.

  “What’ll you do, Red?” he asked her.

  And it came to her suddenly that taking Kalmar to Maui might be just the thing to mark new beginnings. She wondered what Phil would think about that, then decided she didn’t have to care and it wasn’t his business anyway.

  “Say, Kali,” she said, leaning back on the sofa, her hand stroking Toby from between his ears, down his long back and to the end of his curling tail. And they talked about it at length. The area beaches. The potential to surf and dive. Though they never quite got to firm dates, as Kalmar had to deal with a couple things, sort out his schedule, he said he’d get back to her. And then neither of them had the time to linger as her phone was vibrating. Phil again. Catherine experienced a prick of conscience and irritation simultaneously, as if she’d been caught cheating by someone who had no claim to her at all.

  “Yes?” she said, sounding quite annoyed. And she could hear it in the air between them immediately, before he even spoke. Phil was fussed and bothered.

  Morris had been in touch. And Morris was inquiring about Kate Speir, who seemed to have vanished. Back to Seattle or Palo Alto or wherever she had originated. “It seems she’s bailed,” Phil said.

  Catherine, who’d been lounging, was up sharply on her feet.

  Mako Equity had written Morris and copied Phil’s firm on their withdrawal from the acquisition of Parmer Ventures.

  “That Mako-Parmer deal hadn’t closed?” Catherine, more incredulous.

  Apparently not. Morris had gloated far too soon. Speir had walked. So the whole thing reverted to what it had been before, which was something she’d want to think carefully about.

  “You accepted his offer,” Phil said. “He’s legally bound.”

  “I do remember that,” Catherine said.

  “I’d advise that you not let him off the hook,” Phil was saying. That might be hard for her to hear at just that moment. But Mako backing out would send strong negative market signals. DIY valuations would almost certainly fall, possibly by a lot. And that would make Morris’s offer far richer than it had been by comparison. “Forget the unicorn for now,” Phil was saying. “Just close this deal.”

  He was agitated. Breathing heavily on the line. But as she listened, Catherine was finding the signals crossed and confusing. If Phil really did have a stake in the Mako deal, it made sense that he might be in a panic. But she couldn’t see why, under those circumstances, he’d call her to reveal the fact, to let her know his mood.

  “Why are you telling me this, Phil?” she asked, before carefully considering those words.

  There was silence on the line for a good stretch. Five seconds, maybe ten. And Phil’s breathing had steadied by the time he spoke again. He’d processed something in those seconds that had given him a sudden, stable calm.

  “Well,” he said, “I would have thought that was obvious, Cate.”

  “Oh, listen…”

  “No, no,” he said, voice quieter now. “No, I do get it. Under your circumstances. The way all this went down.”

  “Phil, please…”

  “I’m telling you this for the same reason I’ve ever told you anything,” he said. “Because you’re an old and valued friend.”

  “Of course,” Catherine said. “I’m sorry if I…”

  “But I’m also telling you now,” Phil pressed on, “because I’m leaving.”

  “Leaving?” Catherine said. And now it was her breathing that was quickening, her pulse rising in her temples.

  Leaving it all, he said. His practice. The city. The West Van prison. He didn’t call it that, but that’s how she heard it.

  “Saturna Island,” Catherine said. “You’re moving there.”

  “Yes,” he said. “It’s been coming.”

  Probably years coming, he told her. He’d kept it to himself because people tended to talk you out of these things. Partners. Friends.

  “We should meet for a drink. Do you have time?”

  “Oh, gosh,” Phil said. “I don’t think so. Packing tonight. Christmas on the island. But it’ll all be fine. Don’t worry. We’ll talk in the new year.”

  Then he got off the phone, the conversation cut short. Phil hung up and she stood there thinking about the advice he’d given. Take the inflated Parmer offer. Take the money that might not be there in six months. He didn’t sound like a guy secretly on the far side of the deal. And ditching his life in the city after orchestrating such a thing didn’t really seem like Phil’s kind of common sense either.

  She put her palms to her eyes and pressed. She took a deep breath, held
it, exhaled. Then she phoned Stephanie Gorman, who thought Phil was maybe missing a key point.

  “Great guy,” Gorman said. “Love Phil. But valuations are voodoo.”

  The key point was that without Mako, Morris would struggle to complete the sale. “If he had the money himself he wouldn’t have looked to Mako for support in the first place.”

  Maybe Phil was distracted, Gorman said. Maybe he had other things on his mind. But if Morris couldn’t complete, then that left Catherine with two bad scenarios. “Sue someone who doesn’t have the money to pay,” Gorman said. “Or go back to a fifty-fifty with him and wait for Morris to go find another Speir in six months and do this all over again.”

  But there was a third way, of course. There always was. Option three: raise money and buy Morris out herself.

  Gorman had a point, Catherine could see. And while she now had the strong urge to phone Phil back, to run Gorman’s logic by him for vetting, that would be her phone buzzing again. And this time, it was Morris.

  “Stephanie, you may well be right,” she said. “But hang with me for a few hours here. I will call you later.”

  What Morris had in mind, he said when Catherine picked up, had less to do with one of them buying the other out at all. He was thinking more along the lines of tearing up and rewriting the partnership agreement entirely. Same share split as before, better separation provisions for her.

  “That buy-sell is not the best deal for the smaller partner,” he explained.

  “Oh, you think?” Catherine said.

  “Listen, listen,” he said, and she could hear the squelch of him shifting in his leather swivel office chair. “We’ve been together three years. There have been disagreements, but a lot of real progress has also been made. DIY is sitting on an incredible product. We’re nearly ready to beta. Kudos to you.”

  Catherine was preparing. She was applying flame to an answer so that it would be both burnt black and searing hot when she handed it to him. But Morris plowed on ahead of her, filling phone space, and she waited to see how deep a hole this man would dig for himself. Morris was asking her now to pretend the offer had never happened. Speir was gone. And yes, that put Morris in the tricky position of not having financial backing for his offer. But don’t punish him for the takeover attempt. It hadn’t been his idea. Speir hadn’t even been his contact, Morris said. He’d never himself actually met the woman or anyone from Mako.

  “Sorry, what?” Catherine said. “You never met her?”

  Morris was stammering and backpedalling, sidestepping, tripping over himself. It wasn’t his place to say exactly how it had all gone down. But yes, there was somebody else involved, okay? A third party had brought Mako to the table. A third party had done all the negotiating and the face-to-face.

  “Run that by me again,” Catherine said. “A third party?”

  None of his doing, Morris was saying. Yes, the offer finally took the form of a Parmer buyout. But that was all brokered by somebody else.

  “Who, Morris?” Catherine said. “Tell me.”

  “Someone helped her.” Morris, increasingly frantic. “But I can’t say more. I’m completely outside of this thing. Nobody is returning my calls. Not Mako. Nobody at DIY. But you have to understand, Catherine, all cards on the table: I don’t have the funds to complete my offer, and I wouldn’t for many months.”

  Catherine had been pacing as they spoke. But as these last words sank into her, she was at her window. She was staring across those grey waves to the far shore, to the building, the blinds wide open in that suite on the top west corner. Nobody standing where she had stood that night. Nobody standing where she’d heard those voices. Kate Speir and the man who had wanted to provide such crucial assistance. A voice Catherine knew. The exact words too. Let me help.

  Her fingers were on the windowpane. It was cold outside and the gulls were screaming. She stood frozen for several seconds. And then the sudden inner thaw. Rapid and relieving.

  Speir herself had said it. Speir had directed them both to the finding. The significant factual statement that could be made about AF801 was that there was a survivor. Catherine Bach. And she was supposed to be alive.

  “Catherine, listen,” Morris began.

  “Morris,” Catherine said, finally. “Your offer has been accepted and payment is due. If you want to discuss different arrangements, come to Vancouver. Tomorrow late morning works for me.”

  Then she phoned Stephanie Gorman back with her last big idea, which she thought was also the worst idea of all for being so risky, but to which Gorman agreed in exactly one second.

  —

  Going back to those same bankers with the reassuring addition of a man in the deal was hard on Catherine’s pride. But those three in their dark suits agreed to meet. And that very afternoon, they further agreed to a six-month bridge loan if Gorman’s husband and the Kaizen Forum co-signed the note.

  “This is a great deal for everyone except my client, right?” Stephanie Gorman said to the bankers. “You’re lending us bridge money against security from a third party. Like her company, her effort, her sweat equity is worth what, exactly?”

  In that high boardroom, outlook on urban Vancouver and the impossible mountains beyond.

  “Stress on the word bridge,” the sandy-haired one said, shooting cuffs with those T-bone cufflinks. “After six months, your client has to be on the far side. We’re paid out or I’m afraid you’re out of the frying pan and into the fire.”

  They all laughed at that. Catherine didn’t laugh. And Gorman didn’t laugh either. Then they pushed a loan agreement across the table towards both of the women. They talked among themselves about boats and road biking. And when it came time for Catherine and Stephanie Gorman to leave, the bankers shook Gorman’s hand firmly but Catherine’s with much more caution, as if she were a delicate and possibly poisonous flower.

  “Regards to your husband,” said the one to Gorman. “Merry Christmas.”

  And the women were then in an elevator and dropping fast after what seemed like about ten minutes since they’d arrived.

  “Morons,” Gorman said, after a few seconds of silence. “You’ll be worth more than all of us combined one day.”

  Catherine looked over at the older woman. She had her eyes up on the screen in the top corner of the car just as Phil had that day in Chicago. All that news, all the time. Markets and global affairs, things dropping to earth and things aflame.

  “Thank you,” Catherine said.

  “You’re welcome,” Gorman said. “Six months of financing and we need to get you to market. Now go close with Morris.”

  —

  He called the next morning. Morris in a foreign airport two days before Christmas Eve. He was climbing into a car, coming into town. She could have flown to him, of course. But she’d been to Chicago twice in a month. Morris could bloody well fly to her.

  “Go get him,” Valerie said when Catherine called to tell her.

  “I will,” Catherine replied. “I’m going to be that woman with the snakes for hair.”

  She met him in a Starbucks just to lower any expectations he might have. In Vancouver, the weather had warmed and the place was flooded with sun. But Morris had worn heavy clothes, suitable for the Chicago Christmas cold. They were squeezed into a corner next to the cream and sugar station. Christmas jazz was playing on the stereo, the air cloying with the scent of gingerbread and eggnog lattes. The place was jammed with Christmas shoppers and Morris was sweating. If she was indeed Medusa, Morris seemed to know it instinctively and kept his eyes off her face, over her shoulder and out towards the front door. She kept up an uncomfortable line of questioning about Kate Speir, and about Morris’s implied complicity in releasing confidential information to an outside financial interest. About camaraderie, trust, business ethics and of course signed and witnessed nondisclosure agreements.

  Morris squirmed and sweated and struggled to answer. Then he finally cracked and said it again: “Kate, I just don’t have t
he liquidity. You press on with this if you like, but you can’t get blood from a stone.”

  She sighed elaborately and actually looked at her nails. Morris was melting in the warm afternoon sun, barely touching the chai he’d ordered. She waited, then waited a bit more. Then she tabled her offer to pay Morris out of the picture, for good.

  Morris rocked back in his chair, his expression fixed in a grimace of surprise as it might have been during acute myocardial infarction. But Catherine knew Morris was not going to die there in that café. You didn’t die from the shock of having your bacon undeservedly saved. And while the money might have been half what Morris had originally offered her, he was going to recover from his rictus here and take that money over getting sued. For a moment Catherine wished those bankers could have witnessed the moment. But on only a nanosecond’s review, she knew it would never feel better than this, to have closed the matter on her own.

  And on paper, in any case, the sitch was exactly that clear. The matter was now closed. And when she had slid that term sheet across the table to Morris in that crowded, overheated Starbucks, “Jingle Bell Rock” playing several notches too loud, she knew that DIY was hers alone.

  For better or worse. For richer or poorer. A contest won not by fighting, but by walking away.

  —

  Or almost. There remained one matter. Because she did still need answers, and it was now clear to her that only one person had them. So late lunch was arranged for that same day. And despite the fact that he’d made plans for Christmas and was leaving the city that evening, he agreed to meet when she insisted.

  “I thought we’d talked about going to Maui,” Catherine said.

  Kalmar shrugged and gestured. “It came up unexpectedly. These plans.”

  “For what, Kalmar?”

  “Whistler,” he said. “With friends.”

  The man whose face she had long admired, coming in through the crowds in that hipster brewery in Japantown: brown glass growlers and charcuterie plate with pâtés and salamis. He looked the same as always: her urban mystic. But Catherine could feel the tremor of his leg bouncing under the table. She saw the anchor tattoo as his hand went up to his face unconsciously to conceal now-nervous lips. And in the end, despite feeling Medusa surge again within, Catherine realized she didn’t want Kalmar dead. Part of her was still too disappointed. So she ate rabbit pâté and pickles and listened to the room around them. He didn’t touch his food. He seemed to be waiting for her to speak.

 

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