Takeover
Page 11
The decor was different from the arrival area, pale cream and yellows, and Rudd went close to the walls and saw that they were fading and chipped. The carpet, wool again, was wearing near the main door approach and the silk tapestry-covered upholstery on the furniture in the sitting-room was beginning to fur at the corners. Rudd calculated that in another six months the fray would be obvious. There were fresh flowers in four separate vases through the main room and a further display in the bedroom.
Between the bedroom and the bathroom there was a dressing-room slightly smaller in size than the regulation measurements of those in operation for the main rooms of the Best Rest motels. There were five large towels in the bathroom with a matching, full-length robe.
Rudd returned to the living-room and said, “What about the tape machine?”
“I asked for it when I booked but they haven’t been able to fix it yet,” said the personal assistant. “It’s promised for this afternoon.”
Rudd nodded behind him. “We’ll put it in the dressing-room.”
“Telex room closes at eleven at night and opens again at nine,” said Hallett critically.
“See if we can get a machine of our own, with a tie-line,” ordered Rudd. “Is Bunch here?”
Hallett nodded. “I called him from the desk; he was cleaning up after the flight and said he’d see us here in fifteen minutes.”
“Why not order coffee while I unpack?” suggested Rudd. The bedroom was as large as the outer room, with a sweeping view of Hyde Park. The yellow decor had been continued; the walls were lined with yellow silk and the bed coverlet matched. There was a small table with more flowers and a bureau. Rudd opened it; every sort of writing material was available, even a small tube of ink.
The coffee was arriving when he returned to the sitting-room; two waiters where one would have been sufficient, Rudd noted. As they opened the door to leave Bunch appeared. He surged in as buoyant and fresh-faced as ever.
While Hallett served, Rudd recounted what had happened in Zürich. The lawyer sat nodding. At the end he said. “Thank God we’re not dependent on the money.”
“That’s what I thought,” said Rudd. “What about Jeplow?”
“He’s putting the arm on us,” announced Bunch simply.
“What do you mean?”
“I wanted to talk about development grants and tax concession and all he wanted to discuss was commission.”
Rudd smiled, cynically. “How much?”
“It was all circumspect and politically voiced,” said the lawyer. “At the end of a lot of words, it came down to five per cent of the overall development.”
Rudd whistled. “On a total investment of $120,000,000 that’s $6,000,000!”
“The best don’t come cheap,” said the lawyer.
“Your words or Jeplow’s?”
“My words, his belief,” said Bunch.
“I’d want delivery for that,” insisted Rudd. “Every last damned promise, commitment and undertaking.”
“I made that clear.”
“What did he say?”
“He had every hope of coming through with everything he had promised,” quoted Bunch.
“I don’t hope with $6,000,000,” said Rudd.
“It’ll be phased,” reminded Bunch.
“How much does he want up front?”
“Two hundred and fifty thousand.”
Rudd sat making steeples with his fingers and then collapsing them. “How’s he want it paid?”
“Offshore: maybe the Caymans but he wasn’t specific about that.”
“Does the account already exist?”
“We didn’t discuss that either but he seemed familiar with the system so I guessed it was.”
“So to make the payment, we’d have to have details?”
“Obviously.”
“And once we made a deposit, we’d have a pressure point?”
Bunch looked doubtful. “We’d be breaking the law by making the payment just as much as he would be by receiving it.”
“Businesses are expected to go over the edge sometimes,” said Rudd. “Politicians never are. They’re supposed to be honest. And certainly not cheat on their taxes.”
“You want to go ahead then?”
Rudd nodded. “Lose it through the entertainment account.”
“What time is Faysel due here with Buckland?” Bunch asked the question of Rudd, but it was Hallett who answered. “Four,” he said. “Another thirty minutes.”
“Any idea how keen the man is?” asked the lawyer.
“He responded in four days,” said Rudd. “That’s keen. I want you to sit through the meeting, of course, but as soon as it’s over I want you to set up a complete examination into Buckland House. I want a breakdown of the holding company and each of the subsidiaries: because it’s the one I shall want first, concentrate upon the shipping fleet.” He looked around the suite. “This will be the office,” he said. He allowed another pause, then he said, “Where else should we plan the take-over of the group but from the best hotel?”
They were men of complete contrast: Rudd slight, almost diminutive, rarely moving, the button-down man of neutral grey Dacron, Buckland flamboyant in Savile Row stripe and Royal Yacht Squadron tie, languid in the facing chair but with his hands in almost constant motion, as if offering the words for inspection. Buckland accepted whisky but Rudd remained with coffee. Hallett withdrew to the bar. Bunch sat alongide Rudd and Faysel at the corner of the small table around which they were grouped.
“I didn’t expect this to be formal,” said Buckland, indicating the other men in the room.
“It isn’t,” said Rudd. “And Prince Faysel is a director of Buckland House, so it comes to an even balance.”
Buckland frowned at the qualification. “Exploratory then?” he said, wanting the terms of reference.
“Absolutely,” Rudd was consciously restricting his replies so that the other man would have to take the lead.
“But you’re seriously interested in acquiring the fleet?” pressed Buckland.
“I’d hardly have broken the journey here if I hadn’t been.”
“I’ve your assurance on that?”
“Yes.”
“I’d need a written undertaking of intent before I could disclose detailed figures,” said Buckland. He looked again the Arab sitting alongside.
Rudd held out his hand towards Hallett. The personal assistant gave him the foolscap that had been waiting on the bar top and Rudd passed it unread to the other man. “I wouldn’t expect you to,” he said.
Buckland read the letter, then looked up smiling. He went to his briefcase and said, “Here are the complete operating details, over the last three years. Cost and passenger breakdown, ship by ship.”
The American took the file but didn’t open it. “They’re losing money,” he said.
“Through routing and required manning,” said Buckland quickly. He turned again to the man alongside him. “I understand from Prince Faysel that you are planning economical routes.”
“I won’t know whether they’re economical or not until I fully consider the cost breakdown.”
“You’ve my figures,” said Buckland pointedly.
“I’d need to read them before I can offer mine,” said Rudd. “You can’t expect me to bid blind.”
Disappointment crossed briefly over Buckland’s face. “I’d hoped for an indication,” he said.
“You have the letter,” said the smaller man. “That’s as far as I feel I can commit myself and my board at the moment.”
“How long will you be in London?”
“For as long as necessary.”
“I’d like to put proposals before my board as soon as possible.”
Rudd hesitated, remembering the enquiries he had asked Bunch to make. “I will come back to you within forty-eight hours,” he said. Buckland was too eager; altogether too eager.
11
The overnight stay in Switzerland had broken Rudd’s journey so t
here was no jet-lag: he was up, as usual, by six o’clock. He ordered juice and coffee and by the time it was delivered he had showered and dressed. He had the breakfast things set on the table in front of the window overlooking the park. London was still not properly awake: the traffic was beginning up and down Park Lane, but the pavements were almost completely empty. In the park, still smoked with early morning mist, he saw a few people walking their dogs and an occasional jogger. The exercise had just caught on when he’d been here before: the rest of the staff had regarded him as some sort of craze-happy American and laughed at him.
He cleared a space for the documents that Buckland had provided, setting them out so he could create a comparison chart. They were very comprehensive and Rudd nodded approvingly: Buckland seemed to be holding nothing back. Fuel costs were by far the highest expenditure for the division, soaring over the previous three years by twenty per cent. They reflected, of course, the period when oil costs were at their highest, not what Rudd had anticipated them to be from his Zürich discussions with the Saudis. He broke each vessel down into a separate page of calculations, assessing distances against current fuel costs. Then he assessed the coming year’s oil pricing at $28 a barrel, multiplied that into tonnage and set it against journeys of not more than 2000 miles, which was the maximum he intended from Florida and Texas around the Caribbean. It gave him a two per cent profit margin, before he included the cost of the capital outlay in refitting the vessels. With the extra $12,000,000 that he estimated the improvements would cost built into the assessment, the profit was reduced to a half per cent. He put aside the fuelling figures and started creating a new graph, on manning levels. Simply by reducing each liner to a single class meant that he could reduce by twelve per cent the number of crew carried and Rudd estimated that reduction could go as low as another five per cent through negotiations with the American Seaman’s Union. Working on a twenty-three per cent manning reduction, Rudd checked steadily through the salary expenditure, using not the English wage minimums but those applicable to America, which Hallett had provided before they left New York. There were variations because of the differences in size between the liners, but overall the saving on crew salaries was $1,300,000.
Rudd sat back, easing the cramp from his shoulders. So the profit was better, one and a half per cent minimum, which was acceptable in the circumstances. With the bulk food-buying available through the Best Rest sub-divisions, Rudd was confident even without going into details that he could reduce victualling costs by ten per cent, particularly as he would be able to centralize it through Florida and Texas and not have to buy during voyages in various parts of the world, which Buckland House had to do at present.
Rudd finished the assessment by mid-morning, frowning at the prospect of inactivity until Bunch returned that afternoon with the company report. The idea came suddenly and he grinned at it, like a child tempted to steal sweets from a candy store. Why not? He was surprised that it hadn’t occurred to him before.
Immediately outside the suite he hesitated, trying to get his sense of direction, and then went away from the main lifts towards the back of the hotel. He found the service section just behind a fire screen. He had to wait several minutes, watching the on-off progress of the indicator light, nervous of occupation when the doors opened; if it had been occupied, he couldn’t have done it. He got in quickly, pressing for the fourth level. It was dirty, like all service lifts, but not unreasonably so. Rudd, who did not smoke, grimaced at the cigarette odour. He emerged curiously at the fourth floor, wondering if there had been any change. He looked expectantly to his right. It was still the staff section. The fittings were functional here, unlike the luxury of the public parts of the hotel: even the carpet was hard-wear nylon. It all looked very familiar.
Rudd went confidently along the corridor, letting the memories wash over him, halting immediately the passage turned left. The nine of the nineteen was still slightly askew, just as it had been when he occupied it, where it had been screwed on in a hurry and never corrected. He felt out, touching it. Beyond would be a single bed. To the right, beneath the shelf of paperback books, he remembered. Above the books the ledge where he’d kept the photographs of Angela, the photographs he’d had copied and blown up and which were now displayed in the New York penthouse. At the bottom of the bed there had been a small table for the portable television, black and white and constantly blurred because of the interference. He wondered if the two easy chairs still remained: one of them had a sagging seat and a spring that had prodded into his back, like an accusing finger. The view would still be the same from the window, the air-conditioning flue perpetually spitting out grime like an old man with a cough. And the bathroom annexe was alongside, with its opaque window over the inner courtyard admitting a yellowing light. Would the tub still fill with explosive spurts of water: the plumbers had never seemed able to get the air out of the pipes.
“Can I help you?”
Rudd jumped and then turned at the question. It was a striped-trousered, dark-jacketed reception clerk, but not the one who’d escorted him to his suite the previous day. Would he be the current occupant of room number nineteen?
“I seem to have taken the wrong lift and lost my way,” said Rudd. He desperately wanted to ask to be shown inside, but he bit back the question. The kid would think he was some kind of a nut and then there would be explanations and he didn’t want that. He felt embarrassed: he’d gone for the candy and been caught.
The clerk didn’t allow any surprise to reach his face. “Let me show you the way to the foyer,” he said courteously.
Obediently Rudd followed him back to the service lift and permitted himself to be escorted down the remaining four floors. Aware of the younger man remaining at the door, looking at him, Rudd had to walk out through the doors. Hallett had established two limousines on permanent standby but Rudd ignored them, with nowhere to go. Instead he turned down Park Lane, pausing by the Dorchester and then continuing on by the Playboy Club to the Hilton and the Inn on the Park. Good sightings, he decided professionally. There was a direct comparison, he supposed, with Central Park South and Fifth Avenue, because they overlooked a park, but somehow in London they seemed better. He considered going inside one of them but decided the boy would have left the foyer by now, so he turned back towards the Berridge. The feeling of embarrassment at being confronted in the service corridor had been stupid, just as it had been stupid to hold back from asking him if he could look inside.
He never did anything impulsive, thought Rudd: nothing at all.
Rudd had insisted upon a permanent Cona machine being installed in the kitchen of the suite and Bunch gratefully accepted coffee as soon as he entered: the laywer carried two briefcases and seemed bowed by weariness, which was unusual.
“It’s astonishing,” said Bunch, sipping his coffee. “Absolutely astonishing. I’ve studied company law and international law and I’ve never seen anything like it.”
“A problem?” demanded Rudd.
Bunch took papers from the larger of the two briefcases and began talking, still looking down at them. “The Buckland House share apportionment is what is called under British company law a scheme of arrangement: it’s the most amazing piece of gobbledygook from the country that’s supposed to be the basis of our legal system that I’ve ever seen.”
“Explain it,” insisted Rudd.
“Voting power is split,” said Bunch. “There are two superior ‘A’ share issues, one Preferential, the other Initial. For one vote, you need ten Preferential shares. But you only need five of the Initial holdings.”
“I still don’t see the significance.”
“Someone, in the past, was very clever,” said Bunch. “It’s a block-off to any takeover because thirty-five per cent of the Initial shares are owned by the Buckland family, either personally or in the family trust.”
“How many Preferential?” anticipated Rudd.
“Sixteen per cent,” said Bunch. “Just the nice majority of fift
y-one per cent.”
Rudd sat back against the chair. “And all in the family!” he said admiringly. He looked sharply across at the lawyer, “You think Sir Ian manipulated it?”
Bunch shook his head immediately. “Dates back years,” he said. “Difficult to establish exactly, but I put the creation somewhere around 1962.”
“Anything significant about the date?” asked Rudd.
Bunch made an uncertain gesture. “It puts Sir Ian at eighteen: perhaps his father saw the danger signs, even then. He’s supposed to have been a smart old bastard, just like his father before him.”
“What’s the effect?”
“Practically that of a private company which is publicly funded,” said Bunch. “You heard in New York how three of the shareholders, Condway, Penhardy and Gore-Pelham, are family friends. That only leaves three other directors – Faysel one of them – in any opposition. The finance director’s got a small vote, but nothing substantial. Unless there’s a revolution that we can’t predict, they’re fireproof.”
“Son of a bitch!” said Rudd vehemently. He’d expected opposition when he declared himself but not an impenetrable barrier like this. “Is it legal?” he said.
Bunch made another uncertain motion with his hand. “It must be, to have been admitted to the Registry,” he said. “Obviously I’ll have to take English legal advice.”
“Get an opinion,” insisted Rudd. “The best. And quick. If I can’t break in then he can take his fleet and sail it in his bath.”
“What do the figures look like?” said Bunch.
“Good enough to go ahead,” said Rudd. “Provisionally three per cent after a year.”
“Isn’t that good enough to take anyway?” said the lawyer.
Rudd shook his head. “It’s all or nothing,” he said. “I’m not interested in tidbits.”
“It was looking good, too,” said the lawyer.
“Too good,” said Rudd, in hindsight.
Hallett answered the telephone, spoke briefly and then cupped his hand over it. “It’s Buckland,” he said. “A dinner invitation for tonight; black tie.”