Due Diligence: A Thriller (30 page)

He didn’t sleep much that night. Thoughts kept going through his head. Sometime during those long dark hours in a London hotel room something happened to Stan Murdoch. He faced up to the truth. Something was seriously wrong with Lousiana Light, and he had known all along. Not the details, but that something bad was happening. Yet he had put on a pair of blinders, pretended that all he had to worry about were the operations of the company’s plants and that he had no responsibility for anything else. And the truth was, he did have responsibility. He was a director. He should have asked, not just signed whatever documents Mike or Lyall Gelb or Doug Earl put in front of him, telling himself no one could expect him to understand them. It wasn’t good enough to say he couldn’t understand. It was his duty to understand, or keep asking until he did.

There were names in his mind, names that had been there a long time. Subsidiaries, joint ventures, entities that had been set up for reasons he never understood or wanted to know. Nothing to do with operations. The truth was, Stan Murdoch didn’t know the first thing about the intricacies of the financial structures that Lyall Gelb had been creating at Louisiana Light over the past six years. He didn’t know how Lyall had managed to park the company’s excess debt, but he guessed that Lyall had. And he could guess where the bodies were buried. Some of them, anyway. There were names that had kept coming back over the years, names mentioned in documents that referred to other documents that he never got a sight of. Two names in particular. There was something about the way Mike and Lyall spoke whenever they mentioned them.

It would be going too far to say that during that sleepless night Stan Murdoch decided what he was going to do. It would be going too far to say that he had consciously decided he was going to do anything at all. Everything in his mind was still confused, disjointed. But he had crossed a certain threshold, and crossing that threshold had freed him to confront the reality of Louisiana Light, of the sick place it had become, and of the way it would infect another company if Mike Wilson got his hands on it. It forced him to confront his own responsibility. And for a man like Stan Murdoch, once you owned up to a responsibility—even if it was years after you should have—you couldn’t just ignore it. You had to do something. He just didn’t know what it was yet, or how he was going to do it.

The next morning, Stan Murdoch got up troubled, tired, and unhappy, and headed for the Stamfields office building. He was ushered from the reception area to the BritEnergy data room. As he left the elevator and walked toward it with the woman who was accompanying him, he was unaware that it had been open to Dyson Whitney since after the meeting with the Buffalo executives the previous day and that Cynthia Holloway and Rob Holding, having worked there all night, were just getting ready to leave.

30

They had gone in at noon, shortly after the Leopard-Buffalo meeting had broken up and the message had bounced from London to New York and back to Cynthia Holloway in London to let them know the data room was open.

The same woman who had turned them away the previous day came to the Stamfields reception to get them. She smiled icily at Cynthia, who smiled icily back. Rob shook his head. Brits! The woman gave them a pair of visitors’ passes and took them down to the twenty-first floor and through a code-controlled door. The data room was a large, windowless meeting room. On the way in, the woman showed them where there were bathrooms they could use without having to go through any access points. She gave them the numerical code to get into the data room. When they were ready to leave, she said, they should ring reception and someone would come to get them. Every part of the building was access controlled, and under no circumstances were they to try to go anywhere else unaccompanied. They would be immediately ejected if they did. If they needed anything, they should call reception. It was staffed twenty-four hours and they could work as late as they liked.

“What if there’s a fire?” asked Rob, only half jokingly. “Do we call reception then?”

The woman pointed seriously to a floor plan tacked to the back of the door, with the fire exit marked in red. “Study your exit route. You’ll be able to get out that way. Anything else?”

“No. Thank you,” said Cynthia. Her accent had gotten more and more English over the past couple of days. Especially now, as if she were in some kind of Englishness competition with the Stamfields woman. “This is confidential data. Please leave us so we can get to work.”

The woman looked at her archly. “Ring reception when you’re ready to leave. Dial zero,” she said, and she left.

Rob wouldn’t have been surprised if she were heading straight to reception to tell them to ignore their calls.

Three sides of the data room were taken up with shelves holding row after row of box files, each with a handwritten label. Other boxes of files stood in stacks inside the door. In the middle of the room four desks had been placed together to create a large table, with ten seats around it. A single telephone sat in the middle of the table, its cord running down through the crack between two of the desks to a hatch in the floor, where there was a clutch of electrical points.

“Not bad,” murmured Cynthia, glancing around at the shelving, as if she were a connoisseur of data rooms. She hoisted her computer bag onto the desk. “If we’re lucky, we’ll have the rest of the day to ourselves. The lawyers and accountants aren’t here yet so they’re probably still in New York. This place will be like Piccadilly Circus tomorrow.”

“Sorry?” said Rob.

“Like Grand Central Station. Let’s see if we can get out of here today.”

Cynthia was all efficiency and practicality again. She had said nothing that morning about the conversation with Rob the previous evening, behaving as if it had never happened. Rob let it go. He understood. She probably regretted confiding in him.

“We need the budgets and business plans, right?” he said.

Cynthia nodded, unpacking her computer at the desk.

Rob went to the shelves.

“They could be anywhere,” said Cynthia. “If they want to make life difficult for us, they’ll put one part of the budget somewhere, and another file on the other side of the room. And others somewhere else. And of course they’ll accidentally mislabel some of the boxes. Might take hours to find them.”

And it might not, thought Rob. In front of him, at eye level, was a box file labeled
BUDGETS
. A half-dozen other boxes had the same name. He hauled them off the shelf.

“Great!” said Cynthia. “I’ll start with those. You look for the business plans.”

Under the harsh fluorescent light, Cynthia sat down and began working through the files. Pretty soon, she had piles of paper all around her.

Rob found the business plans. Pretty soon he was sitting at the desk with piles of paper around him as well.

At two o’clock they called down to reception and asked to be let out. They brought sandwiches and coffees back to the room. The desk was covered with files. Rob could see why Cynthia hoped to make it out today. With another eight people in here, the place would be a madhouse.

They kept crunching through the data, hoping no one else would turn up. Rob lost track of time. Could have been morning, evening, or night; it was all the same in that windowless room as his body clock wandered around like a lost soul somewhere out in the mid-Atlantic. At eight o’clock they went out for more food and came back with supplies. At midnight they were still going. They were both on New York time, five hours behind, so they were still pretty fresh. At three in the morning they estimated they had another two hours to go, and decided to keep going. At six they realized they’d underestimated. It was now one
A.M.
New York time, neither of them had had much sleep in the last couple of nights, and they were flagging. But if they stopped now, they knew, they’d crash and probably wouldn’t be back until noon, when the place would be like Piccadilly Circus. Or Grand Central Station. They decided to crunch on.

At eight o’clock they were almost done. There were papers all over the desks, the chairs, the floor. Rob began packing them back into their boxes.

“How long are you going to be?” he asked.

“A few more minutes,” said Cynthia.

“Can I take those?”

Cynthia nodded. “Just leave this one.”

Rob packed up a set of files beside her. Cynthia kept working at the file she had open. At last she closed it.

“That’s it,” she said, shutting down her computer. “We’re done. Let’s get out before everyone else arrives.”

As she spoke, the door opened. The woman who had shown them into the room the previous day had come in with a tall, lean man.

The woman stared at them for a moment, surprised to see that they were still there. Then she began to give the man the same set of instructions she had given them.

His face seemed familiar, thought Rob.

“Excuse me,” said Cynthia, as the woman turned to go. “We’re almost ready to leave. I wonder if you could take us down. We’ll just be another couple of minutes.”

The woman glanced at the number of box files that were still on the table, yet to be returned to the shelves. “I haven’t time to wait.”

“Well, we’re just going to have to ask you to come back.”

The woman looked at Cynthia impatiently. Then there was a chime from the phone she was carrying in her hand, a cordless internal phone that allowed her to be contactable from anywhere in the building.

“Trowbridge,” she said curtly. She listened. “All right. I’ll be down.”

She left the room.

Cynthia began to pack her computer away. “Everyone’s going to want to see those ones,” she said, pointing at a set of files that Rob was about to put away. “Make sure you put them where they can find them.”

The man who had come with the Stamfields woman watched them. Rob glanced at him. He had blue eyes, leathery skin. The face was familiar, thought Rob again, he just couldn’t quite place it.

He nodded at the man. Rob hadn’t said a word. Sammy had told him not to say anything to anyone. Cynthia hadn’t said anything to the man, either. It was obviously normal practice in a data room when you didn’t know who you were with.

The man was just standing there. Not talking. Not moving. Just standing.

There were only a few files left on the table. “I’ll call reception,” said Cynthia.

But there was no need for Cynthia to call. The door opened, the woman from reception reappeared, and a half-dozen people poured in behind her. Suddenly there were loud American voices in the air, Grayson Arpel lawyers and DeGrave Peterhouse accountants who had flown in on the red-eye from New York. The woman from reception vainly tried to explain the rules. But the lawyers and accountants were already swarming around the table, grabbing places and unloading their computers.

Cynthia picked up her bag and went to the door. “You can take us out now,” she said, trying to get the woman’s attention. “We’re finished.”

Rob turned to a shelf to put the last file away. The noise of the others who had just arrived filled the room.

Suddenly he heard a voice right beside him in his ear, low, murmuring.

“If you want to know where the truth is, look at ExPar and Grogon.”

Rob looked around. The man was next to him, pretending to be looking at the shelf, his hand on a file.

His voice dropped lower. “I’m the Deep Throat. You know about Deep Throat? If you want to know the truth about Louisiana Light, tell your guys to check out ExPar and Grogon when you do your due diligence. That’s where the bodies are buried. Got it? ExPar and Grogon.”

“Rob!” said Cynthia. “Come on! What are you waiting for?”

Rob nodded at her hurriedly. He looked around again. The man had stepped away.

Cynthia walked out the door. The Stamfields woman was looking at him impatiently.

Rob grabbed his computer bag and headed out. He glanced back as he left. He caught a glimpse of the man looking at the shelves, and then the door to the data room, full of jabbering lawyers and accountants, closed behind him.

Inside, Stan Murdoch let his head rest against a shelf. The metal was cool against his forehead. He felt weak, drained, yet with an enormous sense of calm, as if he had just made some kind of confession.

He hadn’t known what he was going to do that morning when he came into the data room. Hadn’t had a plan. He only knew that he hated this deal. He hated Wilson and Gelb and what they had done to the company. He hated himself for letting it happen, watching it all these years and not saying a word. It was too late to do anything about that now. But it wasn’t too late to stop another company from being dragged down into the same pit.

Yet he hadn’t decided anything. He was just full of guilt and anger and self-recrimination and a bunch of other powerful emotions.

And then the Stamfields woman opened the door to the data room and there were these two people inside stacking files on the shelves, and when one of them spoke it was obvious from her accent that they were Brits, and it was obvious they weren’t from Stamfields because they had to be asked to be let out, and so Stan Murdoch drew the obvious conclusion. They were from BritEnergy, sorting out the materials in their data room. And then everyone else poured in and there was this moment of confusion, distraction, and suddenly it seemed to Stan that he knew what to do, someone had put the solution right in front of him, as if a way had been opened up for him just when he could see no exit. As long as he didn’t hesitate.

Stan knew where the bodies were buried. Some of them. The chances of someone finding them in a week of due diligence in Louisiana Light’s books were close to zero. But not if that person was told where to look.

He didn’t know why he said he was Deep Throat. That was kind of corny, but it just came out. And then the names, the two names, they came out as if it were the most natural thing in the world. And the agitation and trouble he had felt went right out of him with them.

Stan closed his eyes as the lawyers and accountants jabbered behind him, still feeling the metal of the shelf against his brow. He felt a kind of peace. It was done now. He had done what he had to do. Now let whatever would happen happen.