I took the page from her and scanned it, keeping my face blank. I was all mixed up. Half-hard under my suit pants. Nervous at what she might find. Utterly adrift.Get it together, man.“I have no idea. I didn’t notice that the first time around.”
She frowned. “If the auditors don’t ask about it, then I’m going to. They could be hiding assets from the US government, or running other businesses through those shell companies.”
I kept my face blank and handed her back the paper. “Sure. Fine by me. I’m sure there’s a good reason.”Shit.
19
CYNTHIA
Somehow, working with Jason had made me forget how much I hated due diligence. But now that we were here, with the auditors on video and the finance team from H Brands in the stifling conference room with us, I remembered how long these days could be. This meeting was scheduled for two hours, and we were only an hour in. We had learned nothing of value. Gene, the CFO from H Brands, was so bland that I felt like I was falling asleep every time he talked to me. Maybe that was intentional. Bring the boring guy out and no one will ask questions.
The auditors paused in their presentation, and I saw my opportunity. It was go time. I cleared my throat.
“I’d like to discuss the purpose of the subsidiaries of H Brands. We want to ensure we are getting a full understanding of the legal and financial picture here. Can you start with H Brands Sub LLC?” I asked.
I sat back and watched while the auditors made excuses about needing a few minutes, and scrambled to get their papers. The head auditor gave the junior person a look that said “you should have briefed me on this,” a look I was familiar with from many a client conference call in which Gerald had been unprepared. I nearlylaughed at their flurry of activity and caught Jason smirking from the other end of the table. His navy suit highlighted his broad shoulders and trim waist, but all his starched perfection couldn’t hide blue under-eye circles and the stubble on his jaw. Someone hadn’t slept well. Probably because he had been too busy jerking off.Do not think about that right now.
This deal was moving, and I didn’t have time to try to unravel why Jason Elliot’s mouth told me one thing and his body told me something else. Just one night, eh? I’d show him just once. It was a stupid rule, used by men who thought women were likely to be clingy and desperate after just one round between the sheets.As if. Most men weren’t worth the second night. I gritted my teeth.
The auditors finally unmuted themselves. The most senior auditor spoke, his manner slightly nervous. “Uh, we may be aware of these subsidiaries, but they certainly weren’t picked up in the financial statements or our end-of-year audit. Perhaps they’re disregarded entities or consolidated into their parent companies? Mr. Delafonte, could you please elaborate?”
The Argan CFO’s brows rose on the video screen. She quickly masked her surprise and made a note on her paper while Gene cleared his throat. He was dry as all get out, but dressed like a mobster from the 1970s, complete with a tan suit and a gold chain peeking out from under his dress shirt.
“Those are just entities we use for acquisitions and the like. They’re mostly dormant. Frankly, I’m surprised the team even added them to the diligence package. But you’re welcome to audit them if you like.”
He gave a smarmy grin, knowing full well he was providing nothing of value to the conversation. Acquisitions could mean anything.
From the tension in Jason’s jaw, it was clear he agreed with me.
“Can you please have the governing documents and the income and expenditure statements sent to us?” This from my client.
An ugly look crossed Gene’s face, but he hid it and smoothly agreed. His meaty fist clenched where it rested on his stack of papers.
I pulled out my phone and texted Jason under the table.
Cynthia
This is bullshit. Acquisitions could mean anything. And it sounds like he didn’t think these entities were going to be exposed.
Jason’s face betrayed nothing, even though I could see his phone light up next to him. He idly scanned my message and then responded.
Jason
I agree. Don’t press more now. Wait until the auditors get the information.
Cynthia
Why are you always stonewalling? This is a real issue.
I drew in a breath to question Gene further, and Jason shot me a look.
Jason
It’s not me. Please, wait. This guy has a felony assault on his record. I try not to piss him off.
Cynthia
You background checked your clients?