Poison Pill

by submission | Jan 21, 2009 | Story

Author : Patrick Kennedy

Preston walked into Avery’s office and dropped a stack of paper on the desk with a flourish.

Avery looked up and asked, “Preston, what’s this?”

Preston dropped into a chair, savored the moment, and explained, “It’s a lawsuit, Avery. My backers and I intend to force you to sell us the company. I’ve been your second for long enough. I want it all now.”

Avery sighed and rubbed the bridge of his nose. “Preston, you could have asked. I’d have given you the job.”

Preston leaned forward, wolfishly. “I don’t want just the job, Avery, I want everything. I want to own this company.”

“I see. I hope you have good lawyers.”

“I do. Baker, Penneman, and Charvis have taken it on.”

“Hmm. They, of all people, should have known better.”

“Hardly, Avery. They’re the best in the business.”

“Of course they are, Preston. That’s why they should know better. They helped design our defenses.”

“Defenses? We know about your poison pills and your stacked board. We know where your stock is parked. We know where to go after you. I’m sorry, Avery, you don’t have any defenses that can stand up to this.”

“But we do. All of that is just fencing to keep the dogs out. We have more potent measures. I’m afraid you’ll get nothing at all by the time this is through.”

“We’ll see about that, Avery.”

“Yes, we will, Preston. You see,” he thumped the stack of papers with his knuckles, “this is an official court document. So it has a RFID tag on it. The moment you walked in here, that tag was forwarded to an expert system that analyzed your case. It concluded that you had an unacceptable chance of success. So it put a number of prearranged plans into motion.

“First of all, there is a legal firewall between this company and most of our production and intellectual property. The expert system severed the few direct links we have and started transferring assets and responsibility to an outside body. Ninety-five percent of the operations of this company have already been assumed by that company, and the remainder will be liquidated shortly.”

“We’ll find where it went. We’ll sue you for obstruction, too.”

“Good luck with that. I didn’t do it, and don’t know where it went. The holding company will be incorporated in one of a number of countries with notoriously opaque banking laws. It’s not that long a list. You might be able to figure it out with, oh, a decade’s worth of litigation.

“Also, it has revoked my stock and transferred most of my assets into an outsider trusteeship. You just cost me everything I had. Congratulations.”

“You’re welcome, Avery. You son of a bitch.” The color had started to drain from Preston’s face.

“There’s more. It also has filed countersuits against you, your backers, and your lawyers. It calculates a 41% chance of success, so that even if you pull your suits right now, we may own you shortly. It also is investigating whether you have violated financial terrorism laws.” There was a knock at the door. “That’s probably the repo men. We’re technically trespassing right now. The leaseholder on this office ceased to exist a few minutes ago. Or it could be the cops. The system puts it at,” he looked down at his desk screen, “about an 8% chance that the criminal charges went through. It’s not done with that part of the case, though. It has to improvise quite a bit more with you. Shall we go?”