Authors: Gini Hartzmark
As we were about to pull away from the gate the flight attendant announced that there was something wrong with the locking mechanism to the jetway. We sat on the ground for another hour and a half until they were finally able to fix it. By the time I finally arrived at O’Hare, it was after ten o’clock. All I wanted to do was get into my car, go home, and crawl into a tall scotch before doing the same to my own bed. Nevertheless I still had to stopp at Azor. With four days to go before the delegation from Takisawa arrived I knew I would never be able to sleep without reading through the day’s faxes.
Pulling into the parking lot at Azor I was dismayed to see Stephen’s BMW still in the lot. I’m sure his employees just assumed that he never left. His car was there when they arrived for work in the morning and it was still there at night when they left. As eager as I was to tell him about my meeting with Hiroshi, I had been hoping to just run in and out tonight.
“You’re pulling night duty,” observed Paramilitary Bill, looking up from whatever he was reading at the security desk.
I mumbled my assent and rummaged through my purse for my ID card. I couldn’t help stealing a surreptitious look at the magazine Bill was reading. Expecting
Soldier of Fortune
or at least
White Supremacist Weekly,
I was disappointed to see that it was nothing more unusual than a body-building magazine.
I slid my card through the reader and made my way to Stephen’s office. I found him at his desk, hunched over his keyboard. He was pecking away furiously using the peculiar, two-fingered technique he had long ago perfected for himself. He was actually very fast, but there was something about all that energy channeled from his huge frame into the tips of just two fingers that always struck me as comical.
“Hi,” I said.
“Where’ve you been?” he demanded, looking up from his keyboard. “I thought your flight was supposed to get in at seven.”
“My plane was delayed so I caught a later flight,” I replied, knowing instantly that there was something wrong. It wasn’t like him to be rude.
“You should have called. I’ve had the whole world out looking for you.”
“Why? What’s happened?”
In lieu of an explanation, he handed me a two-page fax. I immediately recognized from the letterhead that it had come from Takisawa. As I read it I felt as though all the air had been sucked out of the room.
The fax, dated that morning, was as explicit as the dozens before it had been vague. The $40 million deal that Stephen and Danny had originally proposed, the one that had been on the table since the two of them had returned from Japan, had now been deemed by Takisawa’s chairman to be too rich. They were now countering by halving their offer.
I looked up from the page at Stephen. I couldn’t tell whether he was furious or desperate or perhaps a little bit of both. Having spent the past few days reviewing the ZK-501 project’s financial projections, I knew his back was against the wall. If he didn’t get Takisawa’s money, and get it soon, he was going to have no choice but to pull the plug on ZK-501, take as a loss the $26 million he’d already invested in the drug, and sit back helplessly as he watched the company he’d started begin its sickening spiral into the red.
“This is just high-stakes bluff poker, Stephen. We’ve got to figure out our next move.”
“Maybe. Or maybe we just played hardball too hard.”
“I think you’re wrong,” I said, hoping I sounded more confident than I actually felt. “When I talked to Hiroshi today in New York he really made it sound as though _ they’re going for the deal.”
“Maybe they really can’t handle the money,” countered Stephen morosely, “in which case we are well and truly fucked.”
“They have the money,” I assured him. “This is too good a deal for them to pass up. You’ve said it yourself a hundred times. Takisawa is a second-level pharmaceutical company with global ambitions. Their growth strategy is to buy heavily into U.S. companies whose products they license. They’re not just determined to barter their way into U.S. market; now they want to gain access to its newest technology, and they’re paying big bucks for it. Remember Genlife? Takisawa paid $100 million for them last fall.”
“Yeah, but look what happened to Genlife stock. It’s dropped twelve points in the last two quarters. Maybe Takisawa feels like they’ve been burned and now they’re having second thoughts.”
“No. They’re just playing us. Old man Takisawa didn’t get where he is by paying retail. This is a classic Japanese negotiating tactic,” I said, silently reassuring myself that the books I’d read on doing business with the Japanese couldn’t all be wrong. “They always beat you up at the end over price. The important thing is not to give in to it.”
“And what do you propose we do?”
“I’m not sure. But at least give me a chance to come up with a counterproposal.”
“Fine,” said Stephen, grimly looking at his watch. “Have it on my desk at nine o’clock tomorrow morning.”
Setting aside my fatigue I spent the rest of the night tearing our original proposal apart, trying to come up with a way to craft a counterproposal that reduced Azor’s asking price without affecting the dollar amount that Azor would get up front if the deal were signed. My central dilemma was far from unique, but rather one faced by all small pharmaceutical firms—how to avoid giving up, as the price for developing a new drug, all but a shred of its value. Somewhere around three o’clock in the morning I came up with what I hoped was a workable plan.
The original proposal divided future royalties for the new drug by carving up the world into geographical regions. By taking back Europe, Azor could potentially decide to sell the drug there itself, or it could license it to another partner, perhaps netting another $50 million in a few years. If I could make the numbers work out the way I wanted I figured Azor could now capture—for the reduced price of something less than $30 million— half the world market for a molecule it was nowhere near producing.
I knew Stephen would see it as a reckless proposal, but if my interpretation of Takisawa’s pullback was correct— that it merely represented a bargaining position—then I thought there was a good chance they would go for it.
Satisfied that I had finally come up with at the least the skeleton of a workable plan, I pushed my chair back from my desk and went off in search of sustenance from the vending machines. Walking down the silent hallway I was feeling just ragged enough to begin imagining things. Largely deserted, the building almost seemed to have taken on a life of its own, filled with breathy sounds of machinery. Through the ventilation ducts I could hear the nocturnal scratching of the doomed lab animals incarcerated in the basement. Somehow the thought of Paramilitary Bill pacing the lobby with his well-oiled pistol did little to reassure me.
Expecting to have the place to myself, I was surprised to see Michelle Goodwin sitting at a table in the corner of the lunchroom, headphones clamped over her ears, eating a container of yogurt and reading a scientific journal. Of all the ZK-501 scientists she was the one who most preferred to work at night when there was a scarcity of human interference and an abundance of cpu time. Several times I had seen her leaving the building to begin her daily workout as I was just arriving.
Tonight Michelle seemed totally wrapped up in her own thoughts, cut off from the rest of the world by whatever music was coming out of her headphones and the submicroscopic universe that occupied her. There was an intensity about her, even in eating, a singularity of focus. It was a trait I had recognized in all sorts of people who were driven to excel.
Watching her I felt a strange kinship. I suspected that at this point in time Michelle felt she carried the entire burden of the ZK-501 project on her shoulders. Childress she viewed as window dressing, always heading to some conference or other while she concentrated on getting the work done. Like a runner in a relay race, until the structure of ZKBP was solved, she carried the baton alone. Seeing her there, in the middle of the night, I felt fiercely protective. I wanted to make the deal that would let her see the race through to its completion.
I hated to disturb her, but it seemed strange for us to be together in the middle of the night without acknowledging each other. Besides, I was afraid if she caught sight of me unexpectedly I might startle her. Slowly, I moved into her field of vision and stayed there, until she finally looked up.
“What are you doing here?” she demanded. Despite my best intentions I had clearly startled her.
“Stephen needs something on his desk by nine o’clock tomorrow morning,” I replied. The emptiness of the building seemed to weigh on our conversation, making small talk seem stilted and our voices seem unnaturally loud.
“It never occurred to me that lawyers had to work through the night.” It was obvious that Michelle knew as little about the practice of corporate law as I did about crystallography. All-nighters were so common in the deal-driven areas of law that some firms employed three shifts of support staff to provide coverage around the clock.
A friend of mine from law school liked to tell a story about clerking for a firm in New York that specialized in mergers and acquisitions. One night her husband had woken up at four o’clock in the morning alarmed to find her not there. Worried, he called her office only to have the receptionist inform him politely that his wife would have to call him back because she was in a meeting.
“The Japanese faxed us a proposal today and Stephen wants us to have our reply ready by tomorrow morning,” I explained.
“You be careful with the Japanese,” warned Michelle.
“Why’s that?”
“They have a way of kidnapping people.”
“Kidnapping?” I demanded. “I’ve heard them accused of a lot of things, but never kidnapping.”
“Not literally,” Michelle replied seriously, “but what they do is every bit as dangerous.”
“And what is it that they do, exactly?”
“They dangle their money in front of you and ask you to do backflips for it. But what happens is that in the end you spend so much time working on your backflip that you lose sight of the fact that you’re a scientist and not an acrobat.”
“I guess it was hard when Okuda walked away from the deal for the integrase project.”
Michelle shrugged, noncommittally. “Fool me once, shame on you, but fool me twice, shame on me,” she said.
I had the first draft of the proposal on Stephen’s desk at precisely four minutes to nine. While he read it I paced the floor nervously. I’d gotten my second wind somewhere around sunrise and I wasn’t tired. From experience I knew this second wave of energy would carry me for most of the day, right up until the time when accumulated fatigue hit me like a ten-pound sledgehammer in the late afternoon.
Stephen immediately lit upon two potential problems in the royalty structure—hidden grenades, he called them. We spent half an hour brainstorming a way to defuse them. By the time we had worked out the details it was time for Stephen to head to that morning’s project council meeting for the Hemasyn group. Even more important, it was time for Neiman Marcus to open.
At ten o’clock on the dot, I consulted my address book and phoned the manager of Neiman Marcus’s downtown store. His name was Mr. Riccardi and he was only one of the legion of Chicago retailers willing to fall on their swords at the merest mention of my mother’s name. Like everyone whose job it is to cater to the well-to-do, when I told him what I needed he asked no questions and assured me it would be done.
That accomplished, I spent the next couple hours drafting Azor’s final counterproposal. I knew any one of the secretaries would have been happy to do it for me, but I feared a fresh typist would only make fresh mistakes and besides, having gotten it to this point alone, I almost preferred to do it myself.
Once I was finished I took the elevator to the ninth floor and hand-carried the document to Stephen personally for his signature. Having never had occasion to go beyond the first floor, I was mildly surprised to find myself in a parallel universe—labs, lunchrooms, all laid out the same way as for the ZK-501 project, except devoted to different problems.
Once Stephen signed the proposal and the cover letter, I took them back downstairs to my office and, with a sense of occasion, loaded the pages into the fax. My packages were delivered just as I finished. I accepted the two maroon-and-gold shopping bags, thanked the messenger, and shut the door behind him. Then I carefully closed the blinds and emptied the contents of the two bags onto the desk. Enshrouded in tissue was a slate blue Dana Buchman jacket with a black wool skirt. There were also a cream-colored silk blouse, two pairs of DKNY pantyhose—size tall—and an assortment of Hanro cotton underwear.
Some kind soul had tucked in a cosmetics bag crammed with sample sizes of all kinds of makeup and perfume, which, according to the embossed notecard I found inside, the manager of the Oak Brook store urged me to accept with his greatest compliments. I picked up the pocket tape recorder from my desk and dictated a quick thank-you note for Cheryl to type before throwing the manager’s notecard into the trash.
I stripped out of yesterday’s clothes gratefully and told myself that at this point clean underwear was actually better than sleep. Thinking about the day ahead I was glad I had a meeting with Tom Galloway later that morning. We were set to go over the interrogatories on the new Serezine suit—a task I hoped would be consuming enough that I wouldn’t be able to worry too much about how our counterproposal was being received.
With the fifteen-hour time difference between Tokyo and Chicago, it was unlikely we would hear back from Takisawa that day. I was convinced a quick response was more likely to be negative and so I found myself actually hoping for a delay. Still, with so much on the line, I was grateful to have something else to occupy my mind— even if it was a wrongful-death suit.
When Tom arrived, I ushered him into the small conference room adjacent to Stephen’s office. Somehow it seemed unfair to ask him to work in Danny’s old office with all its painful associations. I expected, with the funeral behind us, that Tom would have seemed easier in my company. But as we settled into our chairs he seemed if anything even more ill at ease. I hoped he wasn’t about to unload some new bombshell about the Serezine suits. With our counterproposal in Takisawa’s court and without sleep, my nerves were already singing like high-voltage wire.