Hostile Takeover td-81

by Warren Murphy

  "As I say, they're selling quite a bit of stock in this manner. Rumors are sweeping the street that they're hot. I can't imagine what will be the reaction when the market opens Monday."

  "This Nostrum, who runs it?"

  "The CEO is a mysterious person named Chiun."

  "Just Chiun?"

  "I understand he's Korean."

  "Hmm. The Koreans are no slackers," Looncraft mused.

  "Everybody thinks the Koreans will be the next Japanese."

  "That remains to be seen," Looncraft said disapprovingly. "What do they produce?"

  "That's the part that's fuzzy, sir. I'm unable to develop any information on their product line-if any."

  "Well, they must do something."

  "They do generate a healthy bottom line. And it looks like they plan on going places, if traders have to deposit gold in return for their stock."

  "How many shares of Global did they acquire yesterday?"

  "Quite a bit. My estimate is between seven and eight thousand. Which reminds me. Since acquiring my Global stock, LD over five percent of that firm's outstanding stock. As you know, according to SEC rules, you must declare your intentions in the matter."

  "I intend to tender an offer of eighty per share, and I would like you to handle it."

  Ronald Johnson jumped up, dropping his notes. "Sir!" he said. "But I just sold you a thousand shares at fifty!"

  "Which you were perfectly delighted to do less than fifteen minutes ago," Looncraft said pointedly.

  "But I understood . . . I mean, you told me that Global was in trouble."

  "It is. It is also the largest communications conglomerate in the world, and I mean to have it."

  "I must protest, sir. I believe you've taken unfair advantage of me as an employee."

  P. M. Looncraft's eyes narrowed until they resembled the steely eyes on the banks of Looncraft family portraits on the wall behind him. Ronald Johnson suddenly felt as if he were under the multiple gaze of some many-headed hydra.

  "Fifteen minutes ago, my good man," P. M. Looncraft said in a voice as steely as his eyes, "I had intended to divest myself of all Global holdings. But your information about Nostrum leads me to deduce that they know something about GLB I do not. Possibly a takeover by that Texas brigand Slickens. I have changed my mind. Had you not panicked, that stock would still be yours."

  "I know that, sir, but-"

  Looncraft lifted a placating hand.

  "And had I not, in my generosity, offered to relieve you of the burden of your position, you might just as easily be sitting on stocks worth far less than what I offered you. You know how this game is played. Timing is everything. A man can sometimes suffer great losses or realize tremendous riches on just a fraction of a point if he buys in at noon and sells by four."

  "May I point out, sir," Johnson rejoined, "that it was my information that brought you to this conclusion?"

  "So noted."

  "Might I not be allowed to share in the investment potential?" Johnson suggested hopefully.

  "Of course. Feel free to purchase any shares you can lay hands on come Monday morning. That is how the market functions. One investor feels a stock is overvalued and sells it to another, who feels it is undervalued. It is all calculated risk, magnificently realized."

  "But-"

  "It's a man's game, Johnson," P. M. Looncraft lectured. "If you're going to play it, be a man."

  "Yes, Sir," Johnson said unhappily.

  "Now, let's get a tender together on this Nostrum. Say, one hundred and thirty a share. No more, no less."

  "Nostrum? What about Global?"

  "I will need to take over Nostrum's shares if I am to acquire Global, thanks to that Slickens person. He currently holds more of Global than I do. The rotter."

  Johnson stood up. "At once, Mr. Looncraft."

  "Keep me updated."

  Ronald Johnson turned to go, his shoulders slanted twenty degrees from the horizontal lower than when he had entered the office.

  "And, Johnson?" Looncraft said.

  "Sir?"

  "You have a spot on your tie. Have it cleaned. It is company property."

  Johnson's smile was wistful. He was thinking of how much money that tie had cost him.

  "Thank you, sir," he said meekly as he left the room.

  Looncraft waited until the door had shut before allowing a broad satisfied smile to spread over his angular face. These affected young fogies, he thought. All wanting to play the game. Every one bound and determined to win. And all so very terrified of losing.

  It was their fear that always worked against them. And for P. M. Looncraft.

  He returned to his computer terminal.

  Chapter 11

  "It's true!" Faith Davenport was saying. "Rumors are flying up and down the street about it."

  "A talking bear?" Remo Williams said in a skeptical voice. "Imagine that." He sat on the rug in the reception area of the newly rechristened Nostrum, Ink. He had come out to strike up a casual deskside conversation with Faith, but the lack of furniture made that difficult, so he sat down on the rug with her.

  "They say he demolished Lippincott Mercantile Bank and frightened DeGoone Slickens' staff right into the street," Faith said, spooning peach yogurt into her delectable mouth. Remo watched every mouthful disappear, thinking he now preferred her pretty mouth to her uptilted nose. "They say he's a mass hallucination, but a lot of traders think he's a harbinger of a coming bear market."

  "Makes sense," Remo said soberly. "A bear ushering in a bear market."

  "Don't smirk, Remo," Faith said, shaking a plastic spoon at his nose. "The street is very superstitious. Something like this could make the traders even more jittery than they are. Besides, it really wasn't a talking bear. It was someone dressed in a bear suit. Called himself, of all things, Bear-Man."

  "Is that so?" Remo said, his eyes narrowing. "You know, I'd like you to tell Chiun that."

  "The chief, you mean."

  "He lets me call him Chiun," Remo said, knowing it would impress Faith. He was having trouble impressing her, which was a rare experience for him. Usually Remo had to fight to keep women away. Most sensed his animal power and followed him around like puppy dogs. It intrigued him.

  Remo was about to ask her if she was free for dinner when Chiun burst out into the hall.

  "Remo!" Chiun squeaked excitedly. "Quickly! Bar the doors. We are under attack!"

  "We are?" Remo said, jumping to his feet.

  "One of my minions informs me that forces are massing to conquer us."

  "What forces?"

  "A conspiracy consisting of a cabal known as Looncraft, Dymstar d."

  "The brokerage house?" Faith asked.

  "You know these villains?" Chiun asked suddenly.

  "I worked for them before I came here. I hated the place. Too stuffy. No one even knew my name."

  "Then I hereby promote you to my aide-de-camp," Chiun announced.

  "Aid-de . . . ?" Faith said, her yogurt forgotten.

  "Your salary is hereby doubled. Now, come, we must plan a counterattack. Remo, see to the doors. Let no one enter who is not known to us."

  "Hold the phone, Chiun," Remo said.

  "You will address me as 'Chief,"' Chiun said huffily.

  "That's not funny," Remo said sharply.

  "It was not meant to be," Chiun returned. "These are perilous times. My precious Nostrum is under attack."

  "If you'll listen to me a freaking second," Remo retorted, "maybe I can put this in perspective before you go completely off the deep end."

  "What do you know about business matters?" Chiun asked skeptically.

  "Enough to know that Looncraft Et Cetera isn't a secret cabal of plotters," Remo shot back. "They're an investment house. And they're not going to send in an army to loot and pillage. They're mounting a hostile takeover."

  "Yes, that is what my hireling called it. The dastards!"

  "A hostile takeover isn't what you think. They just make an of
fer to buy your company."

  "I will not sell," Chiun said firmly.

  "You may not have any choice in the matter," Faith put in.

  "Right," Remo said. "You explain it to him, Faith. He'll listen to you."

  "I am listening," Chiun said, tucking in his chin like a wizened old turtle facing danger.

  "Well, chief, it's-"

  "Call me 'Chiun,' " the Master of Sinanju said, throwing a smug look in Remo's direction.

  Remo frowned.

  Faith launched into her explanation. "The way a hostile takeover works is that the raiders-"

  "Raiders!" Chiun squeaked.

  "It's a business term," Remo said.

  "Go on," Chiun said.

  "The raiders make a public tender," Faith explained. "Say, Nostrum stock is selling for a hundred dollars a share."

  "That was twenty minutes ago. I have since raised it to a hundred and ten."

  "Okay, it's a hundred and ten a share. Well, the raider is saying he'll pay fifty dollars above that price to anyone who will sell to him."

  "He will?" Chiun cried. "Then I will sell to him."

  "Uh-uh," Faith said, shaking her head. "Better not. Because if he acquires enough outstanding stock, he can gain a controlling interest in the company. Don't you know that?"

  "Chiun's new to this country," Remo explained.

  "Silence!" Chiun said loudly. " I do not understand. I own Nostrum. How could persons who have bought my stock take control? It is merely paper."

  "Try reading the certificates sometime," Remo inserted.

  Faith added, "To own stock is to have an interest in a company. "

  "Their interest I can accept," Chiun snapped back. "Let them regard my magnificent building with envious eyes from afar if they so wish."

  " 'Interest' is a business term," Faith said firmly. "It means 'ownership.' They are buying shares in the company's ownership."

  Chiun's wrinkles smoothed in his astonishment. "You mean when I have been selling my stock, I have been selling my company?"

  "What's the problem?" Faith wondered. "You do retain controlling interest. How much stock do you own?"

  "I do not know," Chiun admitted. "I have been selling it so quickly, unaware of its true value."

  "Here we go," Remo said. "Congratulations. You're about to go down in corporate history as the CEO who sold his own company out from under him."

  "Wrong!" Chiun said triumphantly. "I have the gold."

  Remo turned to Faith. "Do you want to tell him or shall I?"

  "What? What!" Chiun squeaked.

  "That gold is the company's gold," Faith said gently. "It doesn't belong to you."

  "But Nostrum is mine."

  "It also belongs to the stockholders," Faith told him, "the ones who bought up your shares."

  "Which will belong to Looncraft if he succeeds in a takeover bid," Remo added smugly.

  Chiun took hold of the puffs of hair over his ears in exasperation.

  "What madness is this!" he shrieked. "I have been tricked by that deceiver Smith!"

  "Who is Smith?" Faith asked Remo.

  "Minority stockholder," Remo said quickly. "Chiun took his advice. Always a big mistake."

  "Oh." Faith touched Chiun's shoulder. "It's not too late, you know," she said gently.

  "That's right," Remo added. "He may not want Nostrum."

  "That's true. These raiders often buy a company just to sell off pieces for profit. Unless Nostrum owns something LD

  Remo snapped his fingers. "Global! Maybe he wants your shares of Global. Smith said it could happen."

  "Then I will sell Global!" Chiun trumpeted.

  Remo took Chiun by the elbow and drew him out of Faith's hearing. "Not a good idea. Check with Smith first."

  "This is not Smith's company," Chiun said brittlely. "It is mine."

  "Weren't you listening to anything we just told you?"

  "Let them sue," Chiun spat. " I will never give up Nostrum, which I built with my own two hands."

  "In one morning after you had it handed to you on a silver platter," Remo pointed out. "So let's talk to Smith before this gets any worse."

  "I no longer trust Smith. He did not prepare me for the duplicity of corporate life."

  "Join the club," Remo said archly. "Look we gotta call Smith anyway. We've been looking for a nibble. This may be it."

  Chiun looked toward Faith, who stood with her arms folded, trying not to overhear the conversation.

  "Perhaps there is another way," Chiun said. "Perhaps this is a job for-"

  "Don't say it!"

  "Bear-Man," Chiun whispered. "Consider coming to work for me, Remo. Nostrum, ink, can use a house assassin. I am the best, of course, but as the chief, I cannot stoop to such lowly work."

  "What, have we joined the ranks of royalty?" Remo asked.

  "Some have greatness thrust upon them-" Chiun began.

  "And others have it slip between their fingers because they get greedy," Remo finished.

  Chiun's face was stung. "I am still the Master of Sinanju."

  "Who's in a dither because some brokerage house is about to buy the rug out from under him."

  "This is my castle," Chiun said firmly.

  "Not if you've sold most of your stock and Looncraft can buy it up."

  "Maybe you should buy it back," Faith interjected. "Top his offer."

  "What? Buy back all that worthless paper?"

  "It's not worthless if you lose ownership because of it," Remo countered. "I may not know a lot about high finance, but I know that much."

  Chiun considered. "Perhaps I will speak to Smith after all," he said.

  "Can't hurt," Remo said in a reasonable tone.

  Moments later they were in Chiun's bare office. Remo put the call through because it was a secure line which couldn't be entrusted to Faith, who waited outside the office.

  "Smith, Remo. Chiun wants to talk to you." Remo handed the phone to the Master of Sinanju.

  "Smith! Nostrum is under siege."

  "Excellent. Who is it?" Smith asked eagerly. His voice was amplified by a speakerphone attachment.

  "A cabal who call themselves Looncraft, Dymstar d."

  "Wood," Remo interjected. "Buttonwood."

  "I was hoping something like this would happen," Smith said.

  "What? You admit betraying me, Smith?"

  "No, of course not. But obviously Looncraft is interested in the Global block Nostrum holds."

  "Maybe not," Remo put in. "Chiun's changed the rules. He's been selling his stock above the market price. No cash, no credit. Investors have to plunk down gold and they walk off with stock."

  Smith groaned. "Oh, no. A move like that is like blood in the water to those sharks. They'll think you're up to something. No wonder Looncraft has become interested in Nostrum. They must believe you're an up-and-coming company."

  "So maybe they don't want the Global stock after all," Remo said in disappointment.

  "It's very, very likely," Smith replied dispiritedly.

  "We will find out," Chiun said. "We will offer them Global and see if they go away."

  "No," Smith said quickly. "Global is our bait. It's the only thing we have that will draw out the plotters. Under no circumstance must you sell that stock. Or any of your other holdings. We have a responsibility to the world economy to show faith in the marketplace."

  "You cannot stop me, Smith," Chiun warned.

  "Perhaps you should call a meeting of the board of directors before you begin," Smith said after a tight pause.

  "Who are they?"

  "The co-owners of Nostrum. Majority shareholders."

  "And who are these people?"

  "Remo is one. I believe he's secretary."

  "What? Remo owns Nostrum too?"

  "I do?" Remo said, surprise on his face.

  "And there are others," Smith added. "It's standard corporate organization. Before Nostrum can make any major decisions, such as selling off Global stock, a full board meeting
must be convened and the matter voted on."

  Chiun fumed. His hazel eyes squeezed into slits of bitterness.

  "There will be no need for that," Chiun said in a distant voice. "And since you know so much about these matters, what do you suggest I do?"

  "Looncraft wants Nostrum," Smith explained. "That much we know. Why don't you meet with him? Take his temperature. "

  "Is he sick?"

  "It's an expression," Smith said. "See if his interest is in Nostrum or your Global holdings. The Asian stock markets will open at eight o'clock Sunday night, our time. We must be prepared for a rout. Every moment is precious. There is still time to head off another crash."

  "Very well," Chiun said, hanging up. He turned to Remo with smoldering eyes. "Why didn't you tell me you were secretary of Nostrum?"

  "Because I didn't know," Remo answered. "And if you want to know the truth, I don't care. This is just another Harold Smith snow job. I don't own anything. And neither do you. This place is a house of cards, and when this job is done, Smith is going to light a match to it. Count on it."

  "And Smith will rue the day," Chiun said levelly.

  "Okay, so what's our next move . . . Chief?"

  "Your next move it to take your rightful place at the reception area."

  "Me?"

  "Did you not hear Smith? You are secretary. Then you will do a secretary's job and earn your pay."

  "I get paid?"

  "Two dollars an hour."

  "No chance. I gotta have, let me see . . . two dollars and eighty-nine cents." "Two sixty-nine. And not a penny more."

  "I'll take it," Remo said, grinning. "Is that what you pay Faith?"

  "No," Chiun said seriously. "She has seniority over you. Besides, she is now my aide-de-camp in the bitter conflict to come."

  "Anything to keep me out of that itchy bear suit," Remo said fervently.

  Chapter 12

  P. M. Looncraft drained the last of his afternoon tea before responding to his secretary's intercom buzz. It was nearly six p.m., the end of a busy day. He was in no mood to be interrupted.

  Looncraft spoke into the intercom. "Yes?"

  "A Mr. Chiun on line two."

  Looncraft blinked. "Chiun, of Nostrum?"

  "That is what I understand, Mr. Looncraft."

  "Tell him I am at a meeting," Looncraft said instantly. "Let the beggar cool his heels."