Brown, Dale - Patrick McLanahan 10 Page 10
Duffield looked down at the table, paused for a moment as if steeling herself for the confrontation she knew had to occur, then spread her hands and looked sternly at Jon. “With all due respect, Dr. Masters, your company is, shall we say, running a little peaked.”
“ ‘Peaked’? What does that mean?”
“In our analysts’ view, your company is spending lots of money, acquiring equipment and real estate, flying aircraft, and making space launches—all without any obvious possibility of translating the activity into a government contract,” Duffield said. “You’re a publicly traded company with apparently no responsibility or accountability to your shareholders.”
“I guess you just don’t know us as well as you think.”
“Your outlays for new equipment don’t even come close to your contracts,” Hudson said. “You have projects on two-, three-, five-, even ten-year timelines with no contract, no requests for proposals, not even draft technology memos.”
“We’re a research firm as well as a design-and-development center,” Helen said. Jon took his seat, gearing himself up to defend his company alongside his wife, trying to present a unified front. “Jon and I have spent most of our careers in advanced research, most of it begun completely in-house with no government inputs. Jon has written over a thousand papers on dozens of emerging technologies, things the government has never dreamed of before.”
“We make the RFPs and technology memos happen, folks,” Jon said pointedly, “not the other way around. They read our research abstracts and come up with ideas based on our research. That’s why they come to us when they want something.”
“But they haven’t been coming,” Hudson said. “Contracts have all but dried up.”
“We line up four or five new technology-maturation grants and feasibility study funds every month,” Helen said. “They may not be long-term big-ticket contracts, but they pay the bills and allow us to do what we do best—design and develop cutting-edge technology. The contracts will come. Everything takes time.”
“Then we’re in the dark, Doctors, because the numbers don’t balance,” Hudson pressed. “You’re running a slight deficit, showing large sums borrowed from investors, shareholders, and company officers. But we look around your facility and we see at least three times the capital outlays just at this facility. And we know you have at least one other design center and three operations facilities. Where does the money come from, Doctors?”
“It’s all in the audit. Read it again.”
“How much does your company involve itself in classified government projects?” Duffield asked.
“That’s classified,” Jon replied. “I could tell you, but then I’d have to kill you.” He chuckled at his own joke, but none of them laughed back. The little girl looked up from her reading—the technical journal was back on her lap, opened up to a picture of a particle accelerator in Texas, probably the only pretty full-color photo in the entire magazine—but also did not smile.
“We have a top-secret security clearance,” Duffield said. “We’ve also received permission from DoD and the Justice Department to talk—”
“Not that I know of,” Jon shot back. “As soon as I have my security folks brief me on your security status, and we verify it with the FBI and DoD, we can talk.”
“Your chief of security seems to be on hiatus,” Duffield observed. “So are most of your senior development and operations staff. We wanted to meet the McLanahans especially.”
“They’re out of the country. On business.”
“What business?” Duffield asked. “Company business? Or is it classified?”
“I don’t want to discuss it.”
“We also wanted to see some of your research aircraft, particularly the FlightHawk unmanned attack aircraft, the Megafortress flying battleship, and the airborne laser pene- trator aircraft,” Duffield went on. “None of those aircraft are on the field, or at any of your other facilities either. Where are they?”
“They must be flying,” Jon replied. “They do that a lot, you know.”
“They certainly do—a lot more than we’d expect of a system still in design phase,” Hudson said. “A quick glance at your petroleum bills alone and one would think you ran a tactical air wing.”
“One would be wrong.”
“You certainly have the computer capabilities to do extensive computerized flight testing on all of your aircraft, weapons, and spacecraft,” Duffield said. Jon and Helen noticed that the little girl had gotten out of her seat and walked over beside her mother, her little hands clutching the upside-down technical journal, intently watching Jon. “In fact, your systems rival companies twice as large as yours—again, far more capability than your income stream suggests you need. You certainly use the computers you have, but for what we’re not quite certain—apparently not for advanced design and development, since you seem to fly the aircraft to test them.”
“Something wrong with that?” Jon asked testily. “Or is that a typical bean-counter question?”
“Most companies would lease additional computer systems—you purchased them, and you spend twice as much as most other companies in upscaling them yearly,” Hudson said. “Why is that, Doctors?”
“It has to do with our security classification,” Helen offered. “Leased systems usually means getting a security evaluation for the leasing company’s personnel as well, which we end up paying for and becoming responsible for maintaining.”
“Besides, we like to have the best,” Jon responded testily. “Is this interrogation going somewhere? Let’s get to the bottom line, shall we?”
Duffield sat back in her seat, folding her hands on her lap. “Maybe we got off on the wrong foot here, Doctors.”
“Maybe you have.”
“Sierra Vistas Partners are not corporate raiders,” she said.
“My butt tells me otherwise.”
“Jon, please,” Helen quietly admonished her husband. She turned to Duffield. “What is it you wish, Mrs. Duffield?”
“My company is looking to invest in a small but solid high-tech research-and-development firm like yours, to help launch the absolute newest innovations in aerospace, electronics, communications, materials science, and advanced weapon design,” Duffield said. “We’re not interested in improving current technologies—we want to develop the next-generation technologies. We know Sky Masters Inc. is on the cutting edge. We want to tap into that. We’re prepared to offer a sizable capital investment as well as contributions in personnel and abstracts to be a part of it.”
“Abstracts? You mean, buy into my company with a bunch of ideas?” Jon retorted. “Why would I need that? I’ve got plenty of ideas of my own, thank you very much.”
“Lately, you seem to be stuck on improving existing designs rather than breaking out new ones,” Duffield said. “We can help. We have some of the finest new engineers waiting to start.”
“In this current economic and budgetary climate,” Hudson said, “we find it easier and better to merge with an existing firm that might be ... how should we say it... ?”
“You already said ‘peaked,’ ” Jon said accusingly.
“ ‘Peaked,’ ” the little girl parroted. “That’s what Mommy said.” Jon gave her a sideways smile.
“It’s a win-win situation for all of us,” Duffield went on. “We contribute to Sky Masters’s continued success and sustained future growth, positioning you as the company of the future while all the other contractors are struggling to hold their heads above water.”
“We’re not struggling,” Helen said. “Read our prospectus—we feel we’re more than adequately capitalized to hold us for—”
“Two months? Maybe another quarter? Two quarters at the most?” Hudson interjected. “That’s all we foresee.”
“Is that right?” Jon retorted. “Well, the company is not for sale, and we don’t need investors or outside hacks.”
“You’re a publicly traded corporation, about to be delisted from the NASDAQ e
xchange because of low trading volume and frequency-of-trading restrictions, including halted trades and non-openings,” Duffield said. “We’ve researched your personal holdings as well. You have tried to buy back your company stock and failed every time. Your personal net worth is good, but you’ve leveraged many of your assets to help try to acquire your company stock. The stock has been on a slide for months, and it’s hurting your own personal holdings. You’re piloting a sinking ship, Doctors.”
“Thanks for the financial advice, but we don’t need it.”
“As you know, we’ve already been in contact with a good number of your larger shareholders,” Hudson said. Jon knew, all right—that was the reason for this meeting in the first place. “No one came right out and said it, but there is a lot of uneasiness about the company and your stewardship of it. The shareholders have not met or voted, but have informally indicated to us that they might be willing to consider a merger, stock swap, or buyout. As Mrs. Duffield said, we’re not corporate raiders, but we do know a company ripe for acquisition—hostile or otherwise. Sky Masters Inc. is it.”
“Your shareholders told us that there’s always a need for fresh blood, new faces, and innovative leadership,” Duffield added. “Sierra Vistas Partners has a long track record of successfully reorganizing and reenergizing companies of all sizes, while providing maximum value and benefits for shareholders and employees alike. We want to be part of the future, Doctors. We have an opportunity to use our talent and innovation to design our country’s next-generation technologies at a minimal cost.”
“Talent? What talent?” Jon asked irritably. “You keep on saying you have all this great and wonderful talent. Where did you find it? We have a staff of recruiters that travel ten months out of the year interviewing quality engineers and students all over the world. If they’re out there, we’ve already identified them, and if we can, we get them to come here or to our other design center in Las Vegas. I know all of them by heart—I’ve met and spoken with all the top names in our related fields.”
“Mommy?” It was the little girl, holding up the magazine to her mother.
“Just a moment, sweetheart.. .”
“Maybe it would be better if your daughter waited outside,” Jon suggested coolly. He reached for the intercom on the phone on the conference table.
Duffield smiled at Jon; then, still watching him, she bent down to her daughter. “Yes, dear?”
“Look” She indicated one of the articles in the journal.
“Oh, I see that. Isn’t that a nice picture.” Duffield took the journal out of her daughter’s hands. “Journal of the International Association of Applied Energy Engineers. The ‘Zap Mag,’ I believe you call it?” she asked Jon.
“I guess.” To the intercom, he said, “Suzanne, could you come and get little.. . little .. .” Jon realized he did not know the little girl’s name. “.. . Mrs. Duffield’s daughter for us for a few moments?”
“And I see it’s an article about... what does it say?” Duffield said to her daughter, still looking at Jon. Jon and Helen both looked at the woman in total puzzlement. What was she doing, including her daughter in this conversation about an article in a technical journal? “It says, ‘Conditions for improved propagation of laser energy fields in the lower atmosphere.’ How interesting. Have you read this article, Dr. Masters?”
“No, I haven’t. Suzanne . .. ?”
“It’s a fascinating article,” Duffield said, almost in mock excitement. “I believe you were the one who developed the science that allowed the rollout of the first viable plasma-yield weapon system, isn’t that right, Dr. Masters? But it can generally only be used in the upper atmosphere because of the distortion of the plasma wave by rare gases under higher pressures in the lower atmosphere. This tells about how laser energy fields are more effective in tactical battlefield scenarios.”
Jon looked at Duffield in surprise, then accepted the magazine when she offered it to him. Jon read the name of the writer, his brows knotting in confusion. “‘By Dr. Kelsey Duffield’? But I thought you said you were an accountant?”
“I am,” the woman said. “But my name is Cheryl Duffield.” She motioned to the little girl standing beside her with a smile. “Dr. Masters, this is Dr. Kelsey Duffield.”
Jon made a little puffing sound with his mouth, as if he was about to laugh but instantly knew the joke was on him. “You . . .you're Kelsey Duffield?” Helen asked incredulously.
“Yes, Dr. Helen,” the little girl replied with a tiny giggle.
“Don’t be too embarrassed—people make incorrect assumptions all the time,” Hudson said. “Cheryl likes stringing along the charade as long as she can.” He smiled mischievously and added, “I think this was a record.”
“This was no ‘incorrect assumption.’ You did this deliberately,” Jon argued.
“This article has your picture on it, Mrs. Duffield,” Helen pointed out perturbedly.
“Would you read an article that had the picture of a nine-year-old girl over it?” Cheryl asked. “Most scientists and engineers wouldn’t. Even with as much as one percent of today’s masters and doctoral candidates five or more years below the average age—and Kelsey was twenty-three years below the average for her first doctorate—few accept young savants as anything else but freaks. Besides, we thought it was funny.”
“I don’t appreciate the humor in it, or your subterfuge for this meeting, intended or not,” Helen said pointedly. “These meetings rely on a great deal of mutual trust and professionalism, neither of which you’ve displayed. Jon?” She looked over at her husband, expecting him to say something or even storm out of the room. But he suddenly looked totally confused, at first reading bits of the journal article, then looking quizzically at Kelsey Duffield. “Jon?” Jon opened his mouth, closed it, pointed at the magazine, made a sound as he tried to say something again, then started staring off into space. Helen was confused and a little frustrated—her “good cop/bad cop” act was not happening here. “Jon... ?”
“It looks like you have a question, Dr. Jon,” Kelsey observed, with that impish smile—too similar to Jon’s, Helen noted with immense dismay. “About the article?”
“I...” He looked like a fish out of water. Now, Helen thought wryly, she knew what some of the members of his doctorate boards must’ve looked like as he spoke to them about technologies that wouldn’t become realities for a generation to come—Jon Masters, the supergenius, was finally having to deal with his own little supergenius. “A laser energy field? A plasma energy field excited by a laser? That’s impossible. They don’t exist at the same space-time. They can’t exist together.”
“You’re still working around the notion of noninterchangeable space-time continuums, Dr. Jon?” little Kelsey asked, truly surprised at the notion. She shrugged, then nodded knowingly. “Well, I guess if you still subscribe to the idea that matter and energy exist in only one spacetime as defined by things like frequency, mass, and acceleration, then it’s true—they can’t exist together. But I think there are an infinite number of continuums that exist in each measurable space-time.”
“That’s .. . that’s ridiculous,” Jon said, but even as he said it, he couldn’t convince himself it was so ridiculous. “Measurement, predictability, quantification—all those are space-time equivalents. Mathematically anything can be proven or disproven, but you can’t build—or sell—something that only exists as an equation on the blackboard. Even Einstein couldn’t do that.” At that, Kelsey Duffield’s smile grew even broader. “Okay. How?”
“How much is it worth to you to find out?” Hudson asked.
“Excuse me?” Jon said, purposely raising his voice. “You’re going to start haggling like we’re buying souvenirs in a marketplace in the Bahamas or something?”
“I didn’t mean to sound impertinent,” Hudson said. “But although I don’t understand a fraction of what Kelsey does or says most of the time, she has over and over proven to me that what she says is real and can work.
I’ve invested most of my personal fortune in her and her work, as I’m sure you guessed that her parents have.
“But the Duffields know anyone can build a lab—the difficult part is getting the products of the lab to be accepted and turned into something useful and important. As much as Kelsey’s theories and experiments are revolutionary, they will never gain acceptance in the real world because of who she is. Sky Masters has a good reputation— the best in the world. That’s why we’ve come to you.”
Jon Masters looked at his wife, to Hudson, then finally to the Duffields. Kelsey stood quietly, her tiny little hands folded neatly before her. He then looked back at his wife, his eyes silently asking the question he dared not verbalize. Helen nodded, trying to reassure him with a faint smile. Jon turned back to Kelsey. “You’re going to tell us everything? Lay it all out for us? Explain everything?”
“Yes,” Hudson said. “For a third.”
“What did you say?”
“We’re going to share, Jon,” Kelsey said. The more she spoke, the faster she seemed to age—in just a few seconds it suddenly seemed as if her voice, her mannerisms, even the look in her eyes had all grown up. “You and Helen and I—”
“That’s Dr. Masters to you, little girl,” Jon admonished her.
“I feel much closer to you than all these boring titles, Jon and Helen,” Kelsey said, her eyes smiling—maybe laughing, Jon thought. “I like you. I like you both very much. You’re like my big brother, and Helen is like my big sister.”
“You and Dr. Masters now own seventy-three percent of the outstanding stock,” Cheryl Duffield said. “You will sell thirty-three percent of it to Sierra Vistas Partners and then divest seven percent back to the company. You will then cancel all other stock option deals you have with the corporation so you can have no more than one-third of the outstanding stock. We will reapportion the board accordingly—one-third controlled by you, one-third by Sierra Vistas Partners, and one-third by the other shareholders.”
“What kind of crazy scheme is this?” Jon retorted. “This is my company. I didn’t just acquire the stock—I didn’t even buy most of it. I earned it. I took my compensation in stock when the stock was worth less than a dollar a share. I’m not going to just give it up, especially to strangers.”