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Sons of Fortune Page 36
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“No, Harry’s already pledged his one percent to Tom Russell, and is telling everyone else to do the same thing, though he was shocked when I told him how much his shares were worth.”
Fletcher laughed. “I see the financial journalists are speculating that both sides now have around forty percent, with only another week to go before the offer closes.”
“Yes, it’s going to be close. I only hope Tom Russell realizes just how dirty it will become now that Ralph Elliot is involved,” said Fletcher.
“I couldn’t have made it clearer,” said Jimmy quietly.
“When was this sent out?” Nat asked as the rest of the board studied the latest missive circulated to all shareholders by Fairchild’s.
“It’s dated yesterday,” said Logan, “which means we have three days left to respond, but by then I fear the damage will have been done.”
“Even I wouldn’t have believed Elliot was capable of sinking this low,” said Tom as he studied the letter signed by Murray Goldblatz:
Things you didn’t know about Nathaniel Cartwright,
the Chief Executive of Russell’s Bank
—Mr. Cartwright was neither born nor raised in Hartford;
—he was rejected by Yale after cheating in the entrance exam;
—he left the University of Connecticut without a degree, after losing the election for student president;
—he was sacked from J P Morgan after losing the bank $500,000;
—he’s married to a Korean girl whose family fought against the Americans during the war;
—the only job he could find after being sacked by Morgan’s was with an old school friend, who just happened to be chairman of Russell’s Bank.
Pledge your shares to Fairchild’s: be sure your future is secure.
“This is the response that I propose we send out by express mail today,” said Logan, “allowing Fairchild’s no time to respond to it.” He slid a copy across to each board member.
Things you ought to know about Nat Cartwright,
the Chief Executive of Russell’s Bank
—Nat was born and raised in Connecticut;
—he won the Medal of Honor in Vietnam;
—he completed his undergraduate degree at Harvard (summa cum laude), before going on to Harvard business school;
—he resigned from Morgan’s, having made a profit for the bank of over a million dollars;
—during his nine years at Russell’s as Chief Executive, he has quadrupled the bank’s profits;
—his wife is Professor of Statistics at UConn, and her father was a master sergeant in the American Marines.
Stay with Russell’s: the bank that cares about you and takes care of your money.
“Can I release it immediately?” asked Logan.
“No,” said Nat, tearing it up. He didn’t speak for some time. “It takes a lot to get me angry, but I am about to kill off Ralph Elliot once and forever, so listen carefully.”
Twenty minutes later, Tom ventured the first comment, “That would be taking one hell of a risk.”
“Why?” asked Nat, “if the strategy fails, we’ll all end up multimillionaires, but if it succeeds, we’ll take control of the biggest bank in the state.”
“Dad’s livid with you,” said Jimmy.
“But why?” asked Fletcher, “when I won.”
“That’s the problem, you won by over twelve thousand votes, which was tactless of you,” said Jimmy as he watched Harry Junior running down the wing, the ball at his feet. “Don’t forget that he only managed eleven thousand once in twenty-eight years, and that was when Barry Goldwater was running for president.”
“Thanks for the warning,” said Fletcher. “I guess I’d better avoid the next couple of Sunday lunches.”
“You’d better not, it’s your turn to be told how he made a million overnight.”
“Yes, Annie warned me that he’d sold his shares in Russell’s Bank. I thought he’d made a pledge not to release them to Fairchild’s at any cost?”
“He did, and he would have kept to it, but the day before the offer was due to close, and the shares had peaked at $7.10, he had a call from Tom Russell, advising him to sell. He even suggested that he get in touch with Ralph Elliot direct so the deal would go through quickly.”
“They’re up to something,” said Fletcher. “There’s no way Tom Russell would have told your father to deal with Ralph Elliot unless there’s another chapter still to be written in this particular saga.” Jimmy said nothing. “So can we therefore assume that Fairchild’s has secured over fifty percent?”
“I asked Logan the same question, but he explained that because of client confidentiality, he couldn’t say anything until Monday, when the official figures would be released by the SEC.”
“Ouch,” said Jimmy, “did you see what that Taft kid just did to Harry Junior? He’s lucky Joanna’s not here, otherwise she would have run onto the field and whacked him.”
“Those in favor?” asked the chairman.
Every hand around the table rose, though Julia seemed to hesitate for a moment. “Then it’s unanimous,” declared Tom and, turning to Nat, added, “perhaps you should take us through what’s likely to happen next.”
“Certainly, chairman,” said Nat. “At ten o’clock this morning, the SEC will announce that Fairchild’s has failed to secure control of Russell’s Bank.”
“What percentage do we think they’ll end up with?” asked Julia.
“They had 47.89 percent at midnight on Saturday, and may have picked up a few more shares on Sunday, but I doubt it.”
“And the price?”
“At close of business on Friday they were $7.32,” said Logan, “but after this morning’s announcement, all pledges are automatically released and Fairchild’s cannot make another bid for at least twenty-eight days.”
“That’s when I plan to put a million of Russell’s shares on the market,” said Nat.
“Why would you do that?” asked Julia, “when our shares would be certain to fall sharply.”
“So will Fairchild’s because they own nearly fifty percent of us,” said Nat, “and they can do nothing about it for twenty-eight days.”
“Nothing?” repeated Julia.
“Nothing,” confirmed Logan.
“And if we then use the extra cash to buy Fairchild’s shares as they begin dropping…”
“You would have to inform the SEC the moment you reached six percent,” said Logan, “and at the same time let them know that it’s your intention to make a full takeover bid for Fairchild’s.”
“Good,” said Nat, as he pulled the phone toward him and dialed ten digits. No one spoke as the chief executive waited for the phone to be answered. “Hi, Joe, it’s Nat, we’re going ahead as planned. At one minute past ten, I want you to place a million of the bank’s shares on the market.”
“You realize they’ll drop like a stone,” said Joe, “because you’re about to turn everyone into a seller.”
“Let’s hope you’re right, Joe, because that’s when I want you to start mopping up Fairchild’s shares, but not until you think they’ve bottomed out. And don’t stop until you’ve got hold of five point nine percent.”
“Understood,” said Joe.
“And, Joe, just be sure you keep an open line night and day, because you’re not going to get much sleep during the next four weeks,” added Nat before replacing the receiver.
“Are you sure we’re not breaking the law?” asked Julia.
“Certain,” said Logan, “but if we pull it off, my bet is that Congress will have to rewrite the legislation on takeovers in the very near future.”
“And do you consider what we’re doing is ethical?” asked Julia.
“No,” said Nat, “and it wouldn’t have even crossed my mind to behave this way if we hadn’t been dealing with Ralph Elliot.” He paused. “I did warn you that I was going to kill him. I just didn’t tell you how.”
39
“You’ve got