“Had lunch?” he said.
Emmy shook her head.
“Don’t tell me. You were gonna have corn chips, right?”
Emmy grinned. Corn chips were her staple. There was always a cupboard full of them.
“Come on,” said Rob. “I’m buying.”
They went to a deli and got a couple of bagels. Then they headed for the park. It was a warm, breezy October day. For a while they just walked, holding hands. It felt like a long time, an awfully long time, since they had had the time together to do that.
A group of joggers went past, unbunching into a line as they went around them.
“So, what’s been happening in your world?” said Rob.
“Ah, well, no multibillion-dollar deals, funnily enough.”
“Okay,” said Rob. “I guess I had that coming.”
“We lost out in the auction.”
“Oh.” Rob looked at her. “I’m sorry.”
“We found out yesterday. That novel’s going to be huge. Honestly. Caitlin and Andrea both agree, but Fay wouldn’t bid up past fifty thousand, which was way too low.”
Caitlin and Andrea were two other editors who shared Emmy’s office.
“So that’s what you bid? Fifty?”
“Forty-five, actually. Doesn’t matter, anyway. We lost it to HarperCollins.”
“How much did they offer?”
“Not sure. Possibly six figures. We can’t compete with that, but the author really liked us. If we could have gotten some way toward it, she might have gone with us.”
“That’s a real shame,” said Rob.
“Fay’s too timid. You’ve got to have faith in your convictions. Sometimes you’ve got to be prepared to go a little further when you really think you’ve got something special. That’s how you build a great list.”
“But she’s built a list.”
“Yeah, but … we miss out on stuff. Not only because we can’t pay top price, but because sometimes we’re not even prepared to offer what we can afford. I mean, I know this must sound like peanuts to you. You’re talking in millions, and for us it’s a few thousand here or there.”
“Well, that’s the business,” said Rob. “That’s what it is. Doesn’t matter what the size of the sums is.”
“It’s not about money,” said Emmy. “I wish it wasn’t, anyway.” She shook her head. “I would have loved to edit that book, Rob. I know exactly what I’d do. Damn it! It’s honest, it’s real. It’s what I want to be in publishing for.”
“Is there any chance it might come back?”
Emmy shook her head. “It’s done. It’s gone now. Those things don’t come back.”
They walked on in silence.
“So, what about your world?” said Emmy. “Nowadays, I don’t seem to hear anything about it.”
Rob shrugged.
“Nothing?”
He didn’t reply. He had spent a long, fitful night thinking about what had happened in Pete Stanzy’s office the previous afternoon. It was still eating away at him.
Emmy looked at him knowingly. “What is it? There’s something, isn’t there?”
He hesitated. “You ever read the Herald, Emmy?”
Emmy laughed. “If you want to insult me, just tell me I’ve got a big ass.”
“You don’t have a big ass. You have a perfect ass.”
“I’d rather have a big ass than be known as a Herald reader.”
“There was a story in it yesterday,” said Rob.
“Well, that’d be a first.”
“About us.”
Emmy glanced at him. “What do you mean?”
“There was a story about how Dyson Whitney’s working with my client.”
“Is that bad?”
“It’s meant to be a secret.”
“Doesn’t sound like much of a story,” said Emmy. “Must have been a slow day.”
“It said more. It said our client isn’t very sound. It implied there’s some fancy footwork going on. The stock dipped quite a way. That’s a problem when a deal’s going on. That can really hurt them. It’s the kind of thing that could stop the deal cold.”
“Do you believe it? This story?”
Rob didn’t reply.
Emmy stopped. “Rob? Do you?”
“I’m not sure.”
“You mean you think there really is something going on?”
“It’s possible. I don’t have any proof. It’s just a suspicion.”
“What makes you suspect it?”
“Things. There are a few things. Red flags, they call them. Things that are supposed to make you suspicious.”
“And they do?”
Rob hesitated. “Yeah.”
“Well, if that’s what you think,” Emmy said, “you need to bring it up with your boss.”
“I did.”
“And he said…?”
“He said, ‘Yeah, right.’ Emmy, these guys…” Rob thought of Pete Stanzy. And Phil Menendez. “You’ve got to see these guys. When this story appeared yesterday, you know what they thought? They thought I leaked it!”
“Why would they think that?”
“Because of those things, those red flags, because I dared to say something about them. That’s the way they think. I was the one who mentioned it, so I must be the one who went and leaked this stuff about the client’s honesty. That’s their logic.”
“And did you leak it?”
“Of course not!” Rob looked at her in surprise. “What do you think? I wouldn’t even know how to do it.”
“You’d just ring up a newspaper, I guess. It couldn’t be too hard.”
“Well, I didn’t ring up any newspaper. I just…”
“What?”
“Nothing.” He hadn’t said anything to that journalist. Whatever she knew, she knew before she spoke to him.
They sat down on a bench facing an area of open grass. People were having picnics. There wouldn’t be too many warm days left this year.
“They were going to fire me,” said Rob.
“What?” Emmy stared at him.
“Pete Stanzy, he’s the MD, he was going to pull me off the team. Said he couldn’t trust me. Said he couldn’t have someone he couldn’t trust a hundred percent. Who’s going to want me after that? That happens, I’m dead in that firm. I’m dead in the business. I get kicked out after eight weeks, who’s gonna want me?”
“Could they do that? Could they fire you just like that?”
Rob shrugged. “Why not? What was to stop them?”
“So are you still on the team?”
“Yeah. I told him I didn’t leak the story. I told him I’d never do that. I told him he can trust me to the hilt, all I care about is the client. It’s like being a lawyer. I’ll do whatever it takes to do the best for my client.”
Emmy nodded.
“I tell you, Emmy, I begged. I’m not proud of it.”
“Why didn’t you tell me last night?”
“You were asleep.”
“You don’t tell me anything, Rob, do you realize that?”
“I’m sorry. It’s all meant to be secret.”
“From me?”
“You wouldn’t say anything, I know that.”
“Then why don’t you tell me anything? What are you doing? Protecting me? If you can’t even…” She stopped, shaking her head in frustration.
“I don’t know. I don’t know, Emmy. I’ve been working so hard, I don’t know if I can even think straight.”
There was silence.
“I’m telling you now, aren’t I?” Rob paused. “It wasn’t pretty, Emmy. Seriously, I’m not proud.”
Emmy watched him. Eventually she sighed. “Rob, you’ve worked for this. God knows how hard you’ve worked, everything you’ve sacrificed. Two whole years. I don’t care if you begged for your job. You did the right thing. You don’t deserve to lose it over some ridiculous suspicion.”
“The other night you said you didn’t think this job would satisfy me.�
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“I had no right to say that. It’s what you want and you worked to get it. You deserve it. So what are you going to do, walk away and let them destroy you? You stood up for yourself.”
Rob wasn’t so sure he had stood up for himself. “Rolled over” might be a better description.
“I’m proud of what you did,” said Emmy. “You understand? I’m proud you fought for your job.”
She wouldn’t be so proud if she had been there to see it, thought Rob. He wished he could blank it out. He couldn’t think about the conversation in Pete Stanzy’s office without cringing. Physically cringing. And to think about the way he had come out of there, as if he had won some kind of big victory, as if he had come back from the dead … he wished he could put it out of his mind, draw a curtain over it, put it someplace and forget it had ever happened.
But it had happened. He had spent a long, sleepless night replaying the conversation, every word he had said and everything he had done, as if he had to keep punishing himself for it and the only way he could punish himself enough was to replay it over and over and over in his head. And each time, he felt physically sick at the thought of it.
He didn’t think of himself like that, like the person who had sat in Pete Stanzy’s office the previous afternoon and begged for his job. That wasn’t the image he had of himself. He’d let go of everything. Principle. Decency. Self-respect. It had taken him all of a minute. In another minute he would have been down on his knees.
It was disgusting. Craven, cringing capitulation. When he thought about it, he felt as if he were seeing himself in a mirror for the very first time—his true self, his real self—and what he saw was enough to turn his stomach.
And yet, he was almost certain now that something really was wrong at Louisiana Light. It wasn’t the way they had pumped their revenues to get their stock price up. And it wasn’t the level of the bid, or the size of the fee they were willing to pay, or any other red flag. More than any of those things, it was that speech Pete Stanzy made. All that stuff about the great American business that had gone wrong but could still be put right. All that stuff about not needing another Enron, another Stanford Bank. It had forced its way out from inside of Stanzy, from whatever warped sense of morality was left within him after fifteen years in the business. That’s how it had seemed to Rob, when he was lying open-eyed in the darkness, thinking about it. It came out against Stanzy’s will.
Why? Because Pete Stanzy knew something about Louisiana Light, or at least suspected it strongly. He must. There was no other way to understand his need to say those things.
Pete Stanzy had sold his soul, and when he said those things, he was looking for a way to rationalize it.
But was he any better? It had taken Stanzy fifteen years. It had taken him all of eight weeks. The very first time he had been required to take a stand, he had failed. All that mattered was his job. At that moment in Stanzy’s office, he would have done anything, said anything, promised anything to keep it. Nothing else counted.
And was he still going to do nothing, just quietly go about his work, even though he was almost certain now there was something wrong with this client? Wouldn’t that make him as bad as Stanzy? Was he really going to do nothing?
But what could he do? He had already spoken to Stanzy, and Stanzy had almost kicked him out.
He watched one of the families having a picnic on the grass. The father was kicking a soccer ball with his two kids while the mother sat on the picnic blanket peeling fruit. One of the kids, Rob could see, had Down syndrome. The two kids took turns kicking the ball.
“Rob, what is it?” said Emmy.
He watched the dad with his kids. The little kid with Down syndrome kicked and missed and fell over, and the other kid and the dad laughed. But warmly. The kid himself laughed as well. The mother looked up and smiled.
“What if there is something going on with this company?” said Rob. “With our client. What if they really are doing some bad stuff?”
“I thought you said you didn’t know for sure.”
“But what if they are?”
“But it’s just a suspicion, right?”
“Emmy…”
“You raised it with your boss. What else can you do? Did anyone else even do that? Anyone else on your team?”
“I don’t think so.”
“See? Rob, honey. Listen. You’re the most junior person there. You’ve done what you can. You talked to your boss and told him what you thought. Now it’s up to him.”
Rob frowned. Wasn’t this just another way of getting out of it? If Stanzy wouldn’t do anything, did that absolve him of responsibility just because Stanzy was his boss? He remembered the big speech he had made at Donato’s, when Greg was talking about joining the corporate crime team. How you had to follow the signs, how you had to go on and on and on and not let anything stop you. And what was he doing now?
“Maybe I should go higher.”
“Higher than your boss?” asked Emmy doubtfully. “Over his head?”
Rob nodded. It wasn’t exactly the most appealing prospect. If he did that, he would need to be a hundred percent certain of his facts. Stanzy wasn’t the kind of guy to forgive something like that. If he was wrong, he was finished.
“But you’re not sure there’s a problem, are you?” said Emmy, thinking the same thing.
“Not completely.”
“Well?”
“You don’t think I should do something to try to prove it?”
“What could you do?”
“I don’t know.” Rob frowned. “There’s nothing I can think of.”
Emmy took his hand. “Rob, it doesn’t always have to be Robert Holding against the world. You know, there are other people out there as well. Sounds to me like you’ve done exactly what you had to do. You had a concern, you raised it. No one else on your team even had the guts to do that. You’re way too hard on yourself, honey.”
Rob shook his head.
“Yes, you are. That’s why I love you.”
“Because I’m too hard on myself? Now I know you’re just trying to make me feel good.”
Emmy smiled. “It’s one of the reasons. A very small one.”
“I hope so.”
Rob was silent again. Then he glanced at Emmy, smiling despite himself. Emmy moved up close against him on the bench. Rob put his arm around her. They watched the family having its picnic. The dad and the kids had stopped playing. They were all sitting on the blanket now, eating the fruit the mom had peeled.
“You still going to London tomorrow?” asked Emmy.
“I guess so. Unless Pete Stanzy changes his mind about me again. Their data room’s ready. We’ve got to get the due diligence done.”
“What is that, anyway?”
“Due diligence? It’s when you check that everything’s as it should be, that it all stands up. You look at their data, their financials. This isn’t stuff you can get publicly. It’s their confidential information. You need to check it all.”
“Sounds like fun.”
“Do you think so?”
Emmy laughed. “No.”
“Yeah. Right.” Rob smiled, but a moment later he was lost in thought again. So was that really it? He’d done what he had to do and now he was going to forget about it?
Emmy watched him, as if she knew what he was thinking. “Rob, you just go in there and show this Stanzy guy what a mistake he almost made. That bastard wanted to fire you? You go in there and do that due diligence and show him what you’ve got.”
22
British Airways Flight 178 from JFK boarded at nine o’clock on Sunday morning. When it touched down at Heathow seven hours later, it was nine P.M. on a wet London night, and it was heading toward eleven by the time Rob and Cynthia traveled across town and checked into their hotel in the Docklands area, the section in the old East End of London that had been redeveloped into a high-rise business district. They went to their rooms. Rob called Emmy, then he dozed for a short time,
and then he was awake for most of the night, finally falling asleep only about an hour before his wake-up call came through.
He met Cynthia in the lobby. BritEnergy had set up their data room in the offices of Stamfields, their law firm. The concierge in the hotel looked at the address and gave them directions to a tower a couple of minutes’ walk away.
Sammy had made sure they knew exactly what they needed to find. A data room is a repository of information that a company makes available to authorized parties during the course of a transaction. In other words, a room full of documents. The material can’t be taken away or copied, so the only way to use it effectively, without getting caught in the sheer mass of information available, is to enter the room with clear objectives and to know what you’re looking for. For Dyson Whitney, the point of gathering information from the data room was to refine the financial model Cynthia had constructed for the accounts of the combined company and to test their own valuation of Buffalo. In order to do this, they would need Buffalo’s budgets, business plans, data underlying the plans, and any work done by Buffalo on different business scenarios. All the other stuff that would be checked during the due diligence process—leases, contracts, financial statements, audit papers, legal matters—could be left to Leopard’s lawyers and accountants, who would be in there as well during the time that the data room was accessible. Some of Leopard’s executives might also be in there to check on various things. Sammy had warned Cynthia and Rob to say as little as possible to anyone. In a situation like this, it was impossible to know how much any given person knew about various aspects of the deal, client executives included. The agreed allocation of the top jobs, the timetable for the deal, and all kinds of other extremely sensitive matters might be known to some but not to others. The safest thing, Sammy told them seriously, was to say nothing at all.
Cynthia knew all that already. She had worked her way through a dozen data rooms on previous deals. She just wanted to get it over with.
The morning was bright and blustery. They got to the address across a wide, windy square. Stamfields’s reception was on the twenty-second floor. When they told the receptionist who they were and why they were there, she checked her screen and asked them to take a seat. They went to a pair of leather armchairs at a glass table in the waiting area. The receptionist made a call.
Due Diligence: A Thriller Page 18