Due Diligence: A Thriller (9 page)

Greg started twisting his fork in his marinara. “So what’s it like, seriously, working on this deal?” he asked, putting a forkful in his mouth.

Rob was digging into his spaghetti. “Seriously?” he said. “Intense. It’s very intense.”

“Like when you were working at Roller Waite?”

Rob shook his head as he ate a mouthful of spaghetti. “No. Not like that at all. I mean, we worked pretty hard at Roller Waite, we had our moments, but not like this. This just explodes. Suddenly there’s this deal and everything’s time critical and you’re crunching through an incredible amount of data and it’s all eighty-twenty, eighty-twenty, what do I have time to cover and what do I leave? You live or die by eighty-twenty because you never have time to do everything. That’s the difference. When you’re working in a law firm, you have to cover everything. I mean you don’t, but you do, if you know what I mean. That’s where the time goes. Here, the coverage is potentially infinite, so you’re constantly selecting. What do I need, what can I leave, what do I absolutely have to have before I can go on to the next thing?”

“So what do you actually do all day?” asked Greg.

Louise sighed ostentatiously and stared out the window.

“Well, mostly, I get yelled at.”

“What?” said Emmy. “Someone else is yelling at you? Honey, that’s my job.”

“Baby, there’ll always be room for you.” Rob looked back at Greg. “No, really, the VP who runs the team is so abusive you could just about sue him for breathing. It’s not just me he yells at, it’s everyone. Every time he walks in it’s like, get ready, here he comes. And every second word’s a curse word.”

Emmy frowned.

“And when he’s not yelling at you?” said Greg.

“Mostly, I crunch a bunch of numbers. See, my job is to figure out the value of the company we’re going after, so I’ve got these estimates and I’m working and reworking them, trying to get more and more accurate. To be honest, Greg, I’m so deep in that side of it, I don’t even know what the other guys are doing. I don’t even see the document my numbers go into. I just give them what they need.” Rob picked up his spoon and took more of his spaghetti. “I guess that doesn’t sound so great. But actually, I don’t mind. The learning curve is like…” He pointed straight up at the ceiling. “Awesome. I don’t mind being yelled at if I’m learning stuff, right? And Emmy doesn’t really want to see me, do you, Em?”

“Occasionally would be nice.”

Rob grinned. “All those times when I was at Roller Waite and I thought, Should I, shouldn’t I? Greg, you remember? Should I go back to school and take on all that extra debt? Remember?”

Greg glanced at Emmy and rolled his eyes. “How could we forget? The great drama of the century.”

“Well, I think I made the right choice.”

“On the basis of…?”

“Yeah, I know.” Rob laughed. “One week of working on a deal.”

Rob took another mouthful of spaghetti. There was silence for a moment as everyone ate.

“Well,” said Greg. “That’s the thing, right? To choose the right options. There’s an opportunity at work which I’ve been thinking about and—”

“Oh, for God’s sake!” Louise said suddenly. “Can’t we talk about something else? Can’t we talk about anything but work?”

“Sure, honey,” said Greg quickly. “What would you like to talk about?”

“Your car,” said Louise sarcastically. “We could talk about that for a change. Or parking. Parking’s a killer.”

Greg didn’t say anything. He twirled his fork in his marinara, frowning.

Rob looked at her. “What would you like to talk about, Louise? Why don’t we discuss something you’re interested in?”

Louise gazed at him silently.

“Nothing? What about what you’re doing? Why don’t you tell us about that? Last time we spoke about it, I think it was rubber puppets, wasn’t it?”

“Marionettes,” said Louise. She almost hissed it.

“And what are you doing now?”

Louise didn’t reply.

Rob watched her for a moment longer, then turned back to Greg. “I’m interested, Greg. Where
do
you park the car?”

They finished their first courses. The next course arrived. Greg came back to what he had been going to say. He wanted to hear what Rob thought about it. The DA’s office was expanding the team dealing with corporate fraud. The volume of work had rocketed since the credit crunch and more cases were coming onto the roster all the time.

“They’re not exactly Bernie Madoff, but there are some pretty big cases. They’ve asked me if I want to join the team. I guess it’ll be good for my career, but I’m not sure if I’m really interested. What do I know about corporate crime?”

“You’d learn.”

“These cases drag on for years.”

“Well, you’ve got to be interested in that kind of thing,” said Rob. “That’s the most important thing. If you’re not interested, forget it.”

“Would you be?”

“That’s not relevant.”

“But would you?”

“What?” Rob grinned. “Instead of prosecuting the pimps and the drug pushers? That’d be a hell of a thing to give up.”

“Come on, Rob. What do you think? Really?”

“I’d do it. Sure, I’d do it.”

“Someone needs to,” said Emmy, putting her fork into the mushroom risotto she had ordered. “Look what those crooks did to the economy.”

“Most of the people who messed up the economy weren’t actually crooks,” said Rob.

“What were they?”

“Idiots.”

“Then they were criminally idiot,” said Emmy. “And criminally greedy. You can’t let people have that much power to affect other people’s lives and let them be guided only by their own personal greed. That’s just wrong. They can hurt the lives of millions of people.”

“I agree,” said Rob. “We had a system of regulation and enforcement that allowed the idiots and the crooks to flourish. And why did it do that? Because it was the same idiots and crooks who created it. They ran it. Madoff was chairman of the NASDAQ, for God’s sake. The biggest corporate crook in our history!” Rob laughed. “You couldn’t script it.”

“And it wasn’t like no one knew,” said Emmy. “There was that guy—what was his name? That guy who tried to blow the whistle on him.”

“Harry Markopolos,” said Rob. “That’s true. And why did no one listen to him? Because the system didn’t back him up. The system wasn’t there to do it.”

“Do you think you would have believed Markopolos?” said Greg.

Rob looked at him. “What do you mean?” he asked, taking a mouthful of his scaloppine.

“Would you have believed him? He’s standing there saying Bernie Madoff’s a crook, and everyone else is saying Madoff’s a genius. Pillar of society, big donor. Who are you going to believe?”

“Sure. It’s a tough one. But the regulatory system has to be objective, it has to look at stuff on its merits.” Rob put his knife and fork down. He was serious now. “Bernie Madoff was a facade. Anyone who looked at the fundamentals purely on their merits would have to have said that all the signs showed there was nothing solid behind him. He was one set of lies built on another. But no one in authority did. Markopolos did, but when he brought his suspicions to the regulatory authorities, they didn’t want to know. But that’s what you’ve got to do. If that happens, if you find something like that, you’ve got to follow the signs. You’ve got to hold on to them. You’ve got to ignore all the bullshit and follow what’s real to wherever it takes you and call it like you see it. And keep calling and calling and calling it until someone listens.”

“Hard to do,” said Greg. “Imagine the pressure. Your job, your income. You’d put everything at risk.”

“Damn right. But if you’re not prepared to do it, what are you? You might as well be one of the crooks.”

“So you’d do it?”

“I hope I’d do it. I hope I’d have the strength.”

Greg smiled. He glanced at Emmy. “When are we ever going to knock the idealism out of him?”

Emmy put her arm around Rob’s shoulder. “Never, I hope.”

Rob shrugged. “Sorry, that’s just how I feel. You asked me and I told you.” He took a sip of his wine and looked at Greg. At some point, Louise had gotten up to go to the bathroom again. “So are you going to join this corporate fraud team? What do you think?”

“I don’t know,” said Greg. “I’m still thinking about it.”

*   *   *

In the cab downtown Emmy was silent, thinking. Eventually she turned to Rob. “You know when I heard you talking back there, about that stuff Greg was talking about, you know what I thought? It should have been you.”

“What?”

“Joining that DA’s team.”

Rob smiled incredulously.

“Greg’s a nice guy. You know I like him a lot. But he’s got no fire. He’s got no passion. No drive. And you have, Rob.”

“I don’t think that’s fair on Greg.”

“Sure it is. Don’t you notice how he always asks you before he does anything? Every decision. He always wants to hear what you’ve got to say.”

“I like to hear what he’s got to say as well.”

Emmy looked at him skeptically.

“I don’t know,” said Rob. “Greg’s a good guy, that’s all I know.”

Emmy nodded. “So you’re honestly going to tell me that doesn’t appeal to you? What Greg was talking about? Going after corporate crooks, people who have really hurt other people with their greed and dishonesty?”

Rob shrugged.

“You wouldn’t think about it?”

“Emmy, I’ve just started a new job.”

“Which mostly consists of being shouted at by some abusive VP, apparently.”

“There’s more to it. I’ve been two months an investment banker. I’m just learning what it’s about. It’s a little early to start thinking about something else, isn’t it? Besides, what does Greg get paid? His BMW didn’t come compliments of the DA’s office, in case you’re wondering. It’s a lot easier for him.”

“You don’t have to drive a BMW.”

“And I don’t. But I do have to pay back a shitload of debt.”

“You could have paid it back by staying at Roller Waite if that’s all that matters to you.”

“It’s not all that matters to me. You know it’s not.” Rob paused. “Let’s leave the corporate crime to Greg, huh? If I worked for the DA’s office, yeah, I’d probably join that team. Of course I would. But I don’t. Em, the deal I’m on is a really big, interesting deal and I’m lucky to be on it. People would kill to be on this deal. I’m just gonna do exactly what I’m told and get through it and hopefully enjoy it and learn a hell of a lot on the way through.”

“And then?”

Rob smiled. “Having been such a great success, I’m going to get myself on another great deal. And get a big bonus for my trouble. And maybe take us both to Paris. And not to a crummy hotel like the one we stayed at in London last year. How does that sound?”

“It sounds good.”

Rob nodded to himself. But he could see the way Emmy was watching him. He knew that look. “What?” he said to her.

“Nothing. I’m sure you’ll do great on this deal. And on the next one. You always do, Rob. I just wonder how long it’s going to satisfy you.”

11

The American Airlines flight left Heathrow at nine
A.M.
local time and by eleven-fifteen in New York it was taxiing to its stand at JFK. Then there was an hour’s layover before the Delta flight, and an hour’s delay during the layover in Atlanta. It was almost seven-thirty by the time Lyall Gelb walked into Mike Wilson’s office in Baton Rouge.

Wilson was in a tuxedo. He was hosting a fund-raising dinner that night for the Louisiana Relief Society, one of the charities where he was a trustee. He should have been there for cocktails at seven. Dot Mendelsson, his girlfriend, had already been on the phone about a half-dozen times demanding to know where he was. These events were the kind of thing Dot lived for.

Wilson sized Lyall up as he came in. Gelb always had a furrowed, slightly worried look to his face.

“Well?” said Wilson. He threw himself down in a chair.

Gelb nodded.

Wilson grinned. “Sit down, Lyall! Come on, lighten up. Looks like you’ve come from a funeral. Couple of years’ time, look at the company you’re going to be head of.”

Gelb sat.

“So what’d they say?”

“They like the fit,” said Gelb. “They’ve had a couple of guys working on it. They agree, it’s everything you could ask for. The geographic footprint is perfect. It’s like we were made for each other.”

“See! Did you give them that line about the hand and the glove?” Wilson slapped his thigh. “I knew they’d love that. Brits love that stuff. Gloves, scarves.”

“I think we can do the heads, Mike.”

“Good,” said Wilson. “That’s what I want to hear.” The thing most likely to kill a friendly deal, Wilson knew, isn’t a shareholder revolt or a counterbid, but failure to agree on who gets the top five or six posts. Executives who are happy to cut thousands of jobs as part of a deal are usually less happy to include themselves on the list.

“You were right about their finance guy,” said Gelb. “Oliver Trewin. He’s sixty-seven. He’ll take the golden handshake.”

“See, Ly? No competition. You stay CFO.”

“They liked the idea of the joint counsels. As for the chief operating officers, theirs becomes operations director for UK and Europe, ours for the U.S. and Rest of World.”

“Everyone’s a winner!” said Wilson, smiling broadly.

“As for Bassett, Mike, that’s something you’ll have to deal with.”

“Sure,” said Wilson. Andrew Bassett was the CEO of BritEnergy. From what he knew, Mike Wilson didn’t rate him. Bassett was fifty-nine and probably just wanted a knighthood to cap off his career, like every other British CEO Wilson had ever met. “I’ve told you how we’ll do it. We tell Bassett he gets to be CEO in two years. Until then, Ed Leary stays chairman, I’m CEO, and Bassett’s chief operating officer. In two years I become chairman and Bassett gets to be CEO, with a view to succeeding me as chairman in another few years. Right? That’s what we tell him. But you know that won’t happen, Ly.”

Gelb looked at him silently.

“In two years, it’s going to be my board. I give up the CEO job and become chairman. But the board doesn’t appoint Bassett.” Wilson shrugged. “Nothing I can do about it. You know what? They appoint you. At that point, we say good-bye to Mr. Bassett, give him a big golden handshake, and send him comfortably on his way.”