The Takeover

by Stephen W. Frey

“I appreciate everything you have done for me, Granville. I’ve repaid my student loans for both college and business school, bought some nice things, and funded the start-up of this venture. All through the generosity of Winthrop, Hawkins. And tonight. Well, I still can’t believe the amount of money the firm—that you gave me. But I have to try this. I would always wonder if I didn’t at least try. I know it’s risky, but hell, I don’t have any family at this point. I don’t have anyone depending on me. It’s a perfect time for me to do this. And I don’t want to wait ten or fifteen years to be senior partner here at Winthrop, Hawkins. It might never happen. I know you’re behind me, but some of the others aren’t. If you weren’t around…” Falcon didn’t finish the sentence.

  His heart was pounding in his chest. “There is a very good chance, as you well know, that this won’t work. Nine out of ten new businesses fail in the first year. And if that happens—the business fails, I mean—I will come crawling back, and I hope there will be a place…”

  “Don’t even think about coming back to Winthrop, Hawkins, Falcon.” Winthrop’s voice was inhumanly cold. As if the past four years had been immediately erased from his memory. He turned back away from the window and stared Falcon directly in the eyes.

  Falcon stepped back slightly, as if he had actually felt a frigid wind cross his face. He sensed the sudden hatred. “Excuse—”

  “Leave this establishment immediately.” Winthrop’s voice was perfectly calm, just as it had been with Kunkowski. “And do not attempt to enter our offices Monday morning because you will be denied access. I will contact the security guards myself. Your belongings will be boxed and sent to you. Because you have been a partner for only one year, you are not entitled, under the bylaws of the partnership, to receive any money for your partnership interest. If you don’t believe me, check the documents. Good luck with your endeavor. Good-bye, Mr. Falcon.”

  Falcon considered an attempt to reconcile, to reach out to the old man. But he knew it was useless. He was suddenly in the same category as Kunkowski as far as Winthrop was concerned. Dead.

  1

  February 1996

  Falcon stared at the numbers on the spreadsheet. It did not take a financial genius to analyze these figures. MD Link Limited Partnership, the computer software firm he and Reid Bernstein had founded only four years before, now had only ten thousand dollars remaining in cash—not even enough for Friday’s payroll. There would be no more revenue checks for at least two weeks, and those would be meager at best, certainly not enough to cover interim operating expenses or another payroll.

  He leaned back in his comfortably padded desk chair and began to count the tiny holes in the dropped tile ceiling. Unless something spectacular happened quickly, MD Link was going down. As they said on Wall Street, “Crash and burn, baby. Crash and burn.”

  Falcon counted fifty holes in one tile, realized the idiocy of the endeavor, and swivelled in his chair to gaze out the large window behind his desk toward the town of Princeton. From his fourth-floor office on Route 1 he could see the spire of Princeton University’s chapel. It rose majestically into the cloudless, azure sky of a crisp late-winter afternoon. It was a beautiful day in central New Jersey.

  He let out a long breath. MD Link should have gone public by now, and his five-hundred-thousand-dollar investment ought to be worth multimillions. But the young Mr. Bernstein, God’s supposed gift to the computer world and the designer of the firm’s primary product, had been unable to fix the catastrophic bug in the software. And his inability to resurrect the system was crushing Falcon’s plans into a pipe dream and turning his five-hundred-thousand-dollar investment into what most considered worthless stock.

  Slowly Andrew turned back to his desk. Through the office door he watched his new executive assistant finish word processing a letter. Jenny Cagle was pretty. Very pretty. Her long auburn hair fell loosely to her shoulders, framing her delicate face. The lashes surrounding Jenny’s deep blue eyes were long and dark, her lips soft and full, and her skin smooth. He took a deep breath.

  But there were problems too. Jenny had three earring holes in her left lobe, and a necklace with her name on it. Sometimes she wore too much blush on her cheeks and screaming shades of lipstick. And her mascara was much too thick. It was not the sleek model look with which he had become so familiar in New York. But most of the imperfections could be taken care of quickly with a trip to a Fifth Avenue salon. And he shouldn’t expect so much anyway. After all, she was just a working-class Jersey girl. And though he had just come to meet her, he had known her all of his life.

  His gaze strayed to the plunging neckline of her light sweater. The V ran deeply into her full chest, a style of dress Falcon would have to speak to Jenny about at some point. It was rendering the software engineers at MD Link helpless.

  He looked down quickly as she rose from her workstation and entered his office with a stack of letters.

  “Andrew?”

  Falcon pretended to be immersed in paperwork.

  “Andrew,” she said again, not altering the intensity of her tone.

  He glanced up from the numbers. “Yes, Jenny.”

  “Here are those letters you wanted.”

  “Sure, give them to me. I’ll sign them right now.”

  Jenny watched him closely as he whipped off signatures on the paper. She had never known a man like Andrew Falcon. He was tall, over six-two, with long jet black hair, chiseled facial features, and broad shoulders. But it wasn’t simply the physical attributes that made Falcon so attractive. He had what she termed “the edge”—an understated but certain confidence that manifested itself in his voice, his walk, his slightly crooked smile, and the way he constantly and methodically flexed his left hand. As she stood watching him sign the letters, Jenny suddenly realized how strongly she was attracted to him. But that was foolish, and she knew it.

  “Do you want some coffee?” she asked as she retrieved the letters.

  “Yes, I would. Thank you.”

  Jenny hesitated for a moment. Andrew’s response was so formal, so distant. “Everything all right?”

  Falcon nodded without looking up from the spreadsheet. In his peripheral vision he watched her short skirt swinging easily from side to side around those thighs as she moved toward the office door. “Oh, Jenny?”

  She stopped at the door. “Yes?”

  Falcon resisted the temptation to stare at her legs again. “Have you been able to find Reid?”

  Jenny seemed slightly disappointed at the question, as if she had anticipated something else. She shook her head, causing the long auburn hair to fall down about her face. “No. I’ve tried him several times at home. I’ve tried his car phone. I even tried him at Professor Bryant’s office at the university. No luck.”

  “Okay. Keep trying, will you? It is extremely important that he get here for our four-thirty meeting with Lord Froworth.”

  “Sure.” Again Jenny hesitated at the doorway, as if she wanted to ask him a question. But she thought better of the idea and disappeared.

  Andrew returned to the gloomy financial prognosis. MD Link was well behind its financial projections, and the money, though not gone, was cascading out of the corporate checkbook. The concept had been pretty simple: connect physicians’ offices directly with insurance companies via a computer system so that medical claims could be processed immediately—before the patient left the office. Doctors would receive their payments in days versus months and cut down significantly on paperwork. Insurance companies would slash multiple layers of overhead and therefore save lots of salary costs. MD Link would produce the computer software for the system, sell it to the insurance companies and the doctors, and make a good bit of money not only selling the software, but also servicing and upgrading it down the road.

  It sounded like a win-win situation for everyone except the poor bastards who would be laid off at the insurance companies. An
d of course the patients who could no longer bluff their way into free medical service. But the hell with the freeloaders and the insurance company employees. Cost cutting and downsizing were the business buzzwords of the nineties. Excess jobs represented opportunity for entrepreneurs who could replace people with software—software, which didn’t push for outrageous labor contracts, amass sick days, or develop emotional problems that translated into downtime and inefficiency. Tiny software companies had become wildly profitable overnight as bloated manufacturing firms paid hundreds of millions of dollars for “solutions.” Then the software firms went public, making the entrepreneurs wealthy beyond imagination.

  Hundreds of millions of dollars of revenue. That was what MD Link was supposed to have generated so far. But it hadn’t. Last fall the software had developed a bug. Initially, Reid Bernstein, the engineer with whom Falcon had partnered to found MD Link, had described the problem as a minor glitch that would be corrected quickly. But October had become December, and now February, and still the problem remained, embedded somewhere in the logic of the huge program. In fact, the problem had worsened, even with the assistance of several Princeton University professors with whom Falcon was acquainted. Bernstein resented the academic aid, but it was Falcon’s money funneling down the toilet, not Bernstein’s, so Bernstein was forced to accept the help.

  Last week, the firm’s largest customer, two huge insurance companies, had discontinued the system as a result of the problem. These two customers accounted for seventy-five percent of MD Link’s annual revenues, and their discontinued use of the product made sales to other firms all but impossible. Both companies were willing to reinstitute the product once the problem was fixed, but soon there wouldn’t be an MD Link Limited Partnership, much less a product, unless he could find more money to keep the company afloat while they continued to try to solve the problem.

  Falcon shifted uncomfortably in the chair. By nature he was calm, inhumanly calm, in the face of pressure. But the walls were closing in as they never had before. His eyes moved slowly to the spreadsheets lying across the oak desktop. His life was falling apart, and he felt the pangs of panic, an emotion which until now had been foreign to him.

  “Here’s your coffee, Andrew.” Jenny moved slowly back into Falcon’s spacious office, the steaming mug held out away from her body.

  “Thanks.” He did not look up from the figures.

  Jenny put the mug down on a coaster. She gazed at him momentarily, hoping he would look up from the stupid numbers. But she knew he was under immense strain and had no time for that. Suddenly, Jenny realized that she was staring directly into the steel-blue eyes.

  “Is there something I can do for you?” Falcon raised one eyebrow.

  “Um, ah, no. No, I was just wondering, um, if we should have this Sir Frothwith picked up at the Princeton Junction train station by limousine.”

  “It’s Lord Froworth, and no we don’t need to do that, but thanks for asking. He will be flying down from New York by helicopter, and I’ve asked one of the technicians to pick him up.”

  This time Falcon didn’t watch her go, but gazed out the window instead. After the partners’ dinner, so long ago it seemed now, Falcon had over seven hundred thousand dollars in the bank, even after paying taxes on the huge bonus. Now he had next to nothing, except for twenty-five thousand dollars in a numbered Citibank squirrel account—an account he had managed to keep secret from Bernstein. But twenty-five thousand dollars wouldn’t keep him afloat for more than six months. Hell, the mortgage payment alone was three thousand dollars, and the monthly nut for the Porsche was another six hundred dollars.

  Falcon rubbed his chin slowly. MD Link could survive. All it needed was one more round of seed capital. He was convinced of that. One more investment would see them through this difficult period, and then things would get better. For the last several months Falcon had attempted to raise that money from outside investors to keep the firm going while the software program was being debugged. However, the problems at the company had made raising money from outside sources extremely difficult. Only one potential investor remained out of all of the people Falcon had approached. This was Lord Froworth, who ran a stuffy British venture capital firm. Froworth had been considering the investment for some time but as yet had not committed the five-hundred-thousand-dollar infusion Falcon was seeking. MD Link needed Froworth’s decision quickly if anything was to be salvaged, because the wolves were at the door.

  * * *

  —

  Arms folded across his chest, Falcon watched the sleek navy-blue chopper touch down gently atop the giant X of the heliport on the far side of Route 1. “Jenny!” He turned his head slightly without taking his eyes from the helicopter.

  “Yes, I’ll be there in a second.” Her voice came from the outer-office workstation.

  Two figures emerged from the helicopter and walked quickly toward a waiting Buick sedan. They stooped as they moved out from beneath the rotating blades toward the car.

  Falcon grasped his elbows as he watched their progress. Here was another one of those precious moments that determined life’s direction. This meeting with Lord Froworth was going to decide if his five-hundred-thousand-dollar investment in MD Link would ultimately be worth anything, or if he would have to head back to New York into another finance job with nothing to show for his huge risk but a very few dollars and an aging wardrobe. Everything hinged upon this meeting—and Bernstein was still nowhere to be found.

  He followed the sedan and its precious cargo as it reached the traffic light at Route 1. The car paused for a moment, then proceeded across the main road into MD Link’s office park. Froworth would be in the office momentarily. “Jen.”

  “I’m right here, Andrew.” Jenny stood just a few feet behind Falcon. His voice seemed strained, a tone she had not heard before.

  “When was the last time you tried Bernstein?”

  “Five minutes ago.”

  Falcon picked up the receiver from the desk phone and punched the engineer’s home number. He fixed his gaze upon Jenny as he listened to the maddening rings continue at Bernstein’s home. “Reid is going to blow this whole thing. He’s known about this meeting for three weeks. I’ve reminded him every day. I can’t answer the technical questions.”

  “Maybe one of the other engineers could answer those questions.”

  Falcon shook his head. “Lord Froworth wants to talk to Bernstein.” He replaced the receiver. “Go greet Froworth. And, Jenny, smile at him very sweetly. You know what I mean.”

  Jenny did not respond as she walked away.

  Five minutes later Jenny returned with the two figures who had emerged from the helicopter.

  Lord Froworth was tall and thin. He was about sixty-five years old, Andrew judged, but well kept for his age. His long gray hair was perfectly styled, as was his mustache. His expensive-looking, three-button charcoal suit was exactingly tailored, and his black wingtip shoes were spit-shined.

  Falcon met the man at the office doorway. “Hello, Lord Froworth. It certainly is a pleasure to finally meet you after talking so many times by telephone.” He spoke in a somewhat insincere tone as he shook the Brit’s hand. If you were too friendly or too aggressive, venture capitalists, like all shrewd investors, sensed panic. And if they sensed even the slightest hint of panic, you would never hear from them again. Somehow they liked you better if you seemed disinterested. It meant you didn’t need the money that badly, and that made them mad to invest. “We appreciate your taking time away from your meetings in New York to see us,” he continued, leading Froworth into the office.

  “I had to come to Princeton anyway,” Froworth said with an aristocratic English accent. His tone was even more insincere than Falcon’s. “My sister is at Princeton University on some sort of professorial exchange program with Oxford, though for the life of me I can’t understand why she would want to leave England for four years in
the United States.” Froworth moved to the office window and looked out over Route 1.

  Falcon shook hands quickly with Froworth’s assistant, a small, mousy woman with short brown hair. The petite woman smiled meekly at Falcon, but his attention did not remain with her for long. She was not the decision maker.

  “Why don’t you have a seat, Lord Froworth?”

  “Yes, why don’t I.”

  Falcon could hardly bear the accent, but he needed Froworth’s money—badly. “Would you care for some coffee?”

  “Tea. Hot tea,” said Froworth as he and his assistant settled into chairs in front of Falcon’s desk. “You Americans seem to think tea means iced tea, you know.” Froworth and his mousy assistant cackled at each other over the inane observation.

  Falcon nodded at Jenny, who rolled her eyes and walked from the room, exaggerating the swing in her hips. He sat down in the desk chair, and as he did, noticed Froworth’s longing gaze. Froworth was watching the short skirt move to and fro.

  “Is that chair leather, Mr. Falcon?” Froworth asked, turning back toward Andrew.

  “It is.”

  “Expensive, I’m sure.”

  “I really couldn’t tell you.” Falcon knew where this line of questioning was headed. Venture capitalists didn’t like to see a dime wasted on anything superfluous—at least not until just before the initial public offering. Then they spent lavishly to spruce up the company so as to make it more attractive to public investors. “It was a gift from a friend,” Falcon continued, careful to avoid the word girlfriend so that he would not appear to have any serious interests outside MD Link.

  “I see.” Froworth paused. “Where is this man Bernstein? The brains of the organization.”

  Falcon allowed the backhanded insult to deflect away. Then his demeanor became quite serious. “Unfortunately, a relative of Mr. Bernstein’s died very suddenly, this morning, and he went to Philadelphia to be with his family. He is going to try to make it back by five-thirty.” Falcon shook his head slowly, as if the death had affected him also. He could lie convincingly when he had to.