The Jinx

Twenty

T his can’t be good, was my first thought.

This is really bad, was my second thought.

But at least I knew I didn’t need glasses. I had seen the three of them leaving the Ritz the previous morning; my eyes hadn’t been playing tricks on me. Still, I had a feeling that soon I would wish that they had been.

“Barbara, what is this all about?” asked Brian Mulcahey.

“Adam will tell you,” said Barbara, her voice bursting with maternal pride.

Helene Porter emitted a delicate sound that wasn’t a snort but conveyed similar feelings, albeit in a far more genteel way.

Barbara nodded at her son. “Go ahead, honey.”

“Good morning,” said Adam. His voice sounded more confident than I’d ever heard it before, and he seemed less überdorky than usual. But that might just be because he was standing next to Scott Epson. Scott, meanwhile, was wearing his favorite tie, pink silk with green alligators. The Caped Avenger, standing next to Scott, caught my eye and gave me a wave and a look that managed to combine a raised eyebrow, a wink and a leer all at once.

Adam continued, “My mother, as one of Grenthaler Media’s major shareholders and board members, invited us here to make this announcement in person. Allow me to introduce my partner, Whitaker Jamieson, and our advisor, Scott Epson of Winslow, Brown. Mr. Jamieson and I have established a private corporation that has acquired four-point-nine percent of Grenthaler Media’s shares in the open market. We have also negotiated an agreement with my mother to acquire the ten percent of the company that she owns.”

I stole a glance at Barbara. Her lips were moving silently as her son spoke, and I had little doubt that she’d helped Adam prepare his speech.

Adam went on. “Before the close of business yesterday we filed with the Securities and Exchange Commission a notice of our intent to make a tender offer for the remaining publicly held shares. We submitted a press release to the wire services announcing the tender offer just this morning.”

Barbara couldn’t hold back any longer. “Isn’t it exciting!” she cried. “Adam’s going to take over the company!”

And I was going to murder Stan Winslow. Now I knew why the Caped Avenger had been so quiet of late. Somehow he and Barbara Barnett had found each other, and now he was financing the takeover attempt. Given how less than impressive I’d found Adam to date, I had no illusions that Barbara wasn’t the driving force behind it all. Meanwhile, Stan had steered Whitaker to Scott to handle the deal, probably just as much to intensify any competition between us as to avoid navigating any conflict of interest on my part, given my professional obligations to Grenthaler’s current management.

I was also amazed that Barbara had been able to put this together so quickly. I remembered Scott blithering on about his new deal on the shuttle Wednesday evening, talking about the client’s unrealistic expectations as to how soon they’d be able to get things done. It had been barely a week since Tom had died. Did Barbara have this all plotted out before his death? Was she just waiting for her husband to die to put her plans in motion? Tom had rebuffed his wife’s attempts to get Adam more involved in company affairs. But without the shares she’d inherited from Tom, Barbara, Adam and their team didn’t have a leg to stand on-and Tom would never have sold his stake or allied himself in any way against Sara.

Meanwhile, I’d completely misinterpreted Barbara’s stated intention to stay involved in the company. The most I’d worried about was her trying to use her stake to have Adam appointed CEO, and that the activity in the company’s stock simply meant that an unrelated third party was accumulating shares. The dots had been there, begging to be connected, but I hadn’t put them together.

“What about Sara?” asked Helene Porter. “It’s her company,” she protested.

Edward took her through the math, quickly and in a subdued voice. Unless Sara found an extra hundred million dollars, and likely more given that the takeover would drive up the stock price, she wouldn’t be able to acquire the shares she needed to secure majority ownership. The race had begun, and meanwhile Sara was essentially out of commission.

With a chill, I remembered what I’d overheard Scott saying on Thursday night-“Yes, it’s unfortunate, but this can only benefit us.” Had he been talking about Sara? Had Barbara Barnett been on the other end of the phone? That Sara was lying in a bed at UHS, and that she’d been attacked twice in the previous two days, suddenly seemed a little too coincidental for my tastes, Creepy Violent Stalkers notwithstanding. I’d dismissed the possibility of any link between the attacks on Sara and anything that might be going on at the company, fixating instead on Grant Crocker when I wasn’t speculating about Gabrielle LeFavre, the Psycho Roommate. But had Barbara been behind them in some way? She seemed too flaky, but the timing of events was too convenient for comfort given how much easier Sara’s absence made her run at the company.

I looked from Barbara to Adam Barnett. She was beaming at her son, clearly overjoyed by what she perceived as his righteous ascendance to power, and he was surveying the room as if he owned it.

Which he shortly would, unless I did something about it. And did something soon.

The reasoned discussion of succession plans that Brian Mulcahey had envisioned devolved into turmoil. The Porters and Mulcahey were horrified, although they didn’t seem to have noticed how fortunate the timing of Sara’s injuries was for Barbara and her team’s threatened coup d’état. Helene let rip with a few choice words for Barbara, which under other circumstances I’d have been storing up for future use. She had a unique ability to deliver the most devastating of insults without resorting to vulgarity or even raising her voice. Perhaps because of this skill, Barbara Barnett didn’t even realize that she was being insulted.

While Helene was decorously savaging Barbara, I was conferring with Mulcahey and Edward Porter.

“I hadn’t realized exactly how necessary your presence would be, Rachel,” said Brian. “This financial stuff just isn’t my thing. Can you tell us what our options are?”

I still hadn’t seen the company charter, but I doubted it would be much help, given that we’d never felt the need to incorporate antitakeover clauses. As things were, there were really only four options that I could think of, and probably not even that many. I briefly summarized them for my listeners.

The first was to find a way for Sara to acquire an additional ten percent of the company, which would involve raising a lot of money, fast. While the Porters were well off, I doubted that their assets would come close to the kind of ready cash we needed, and it was unlikely they’d be able to easily raise such a large sum among their circle of friends. The second was to find a “white knight”-someone friendly to Sara who could purchase that ten percent. Given the time frame, I wasn’t optimistic about option two, either. The third option, however, was even more unlikely: the odds of convincing Barbara not to sell her shares to her son’s consortium were slim given that she’d probably set the entire thing up. But were these odds any slimmer than those for option four? Was it possible to convince Whitaker Jamieson, a man who I well knew to have mogul aspirations, to withdraw his support? Overall, it wasn’t the most encouraging of situations.

I scanned the room from the corner in which I was huddled with Mulcahey and Porter. Adam, Scott and the Caped Avenger were busily schmoozing the four “outside” directors. I had little hope that they would vote against a takeover when the time came. Their fiduciary responsibility was to the shareholders-all of the shareholders. And that meant maximizing the value of the stock. Whoever could pay the most would win.

Helene had finished lambasting Barbara, not that Barbara had seemed to notice. She moved to join her son, flashing her pageant smile at the group on the opposite side of the room.

Helene turned to where I stood with her husband and Mulcahey. “We can’t let this happen,” she said. “This company should be Sara’s. We can’t just let these people take it away from her.” The composure that usually made it difficult to guess her age had fled, replaced by alarm, and she looked every one of her years.

“I won’t let it happen,” I promised her, despite the bleakness of the options I’d just sketched out.

Of course, I’d promised her granddaughter the same thing a few days ago, and that hadn’t done much good.

Mulcahey managed to restore enough order to adjourn this emergency board meeting and call another one for Monday morning. I had forty-eight hours to figure out our defense. And while I wasn’t sanguine about any of the four options I’d outlined earlier, I intended to make it clear to the Barnetts that this deal was far from assured.

People were filing out of the room, and I missed Barbara but hurried to intercept Adam before he could leave. Fortunately, Scott Epson had monopolized the Caped Avenger for the time being, so I was able to get Adam alone.

“Look,” I said, speaking with a confidence that I didn’t feel and wishing that I was a foot taller. Adam was hardly an imposing presence, but it would be nice not to have to crane my head up to look him in the eye. “We’re going to fight this every inch of the way.”

He shrugged, casually, but I sensed that he was nervous. “I don’t see what you can do. We’ve got my mother’s shares and the financing for the rest locked up. Unless you can find someone to outbid us, you’re screwed. And Whit has pretty deep pockets, and he’s excited about being part of this deal. This is what my mother wants, and she usually gets what she wants.”

“We’re not just going to roll over. Tom Barnett’s body is barely even cold-”

“Actually, Dad’s body was cremated. ‘Barely even cold’ probably isn’t the right phrase.”

The way Adam said this, with an utter lack of effect, made me wonder if he had Asperger’s syndrome, but I pressed on, speaking over his words.

“-and the majority shareholder has been incapacitated due to a series of suspicious attacks. Let’s just put it this way, I think the police are going to want to know about what’s going on here.”

Adam shrugged again, but he swallowed. “Be my guest. But I would think twice before getting on my mother’s bad side.”