Stanley Bing

Hate springs eternal

Years ago, there was a guy who made a lot of money hurting my friends. Now we're doing business again.

By Stanley Bing

(Fortune) -- Some years ago I worked on a merger between my company and another --although, in my opinion, there is no such thing as a merger. There is only a process by which one company gobbles up a competitor. Sometimes it's a big fish downing a little one. On other occasions, a tiny fish with big leverage swallows an entity ten times its size, like a snake eating a boar.

The losers in this process talk about how unfair everything is, because it was supposed to be a merger, not an acquisition. The winners talk about what a great merger it is, because they know that when it comes time to meld departments and select reigning executives, they'll be holding the cudgels.

In the transaction in question, we were the losers. I lost a lot of friends, including some very good bosses. I had to endure a lot of lies being told to my face, and smile. In every deal of this sort there are the maggots and night feeders who appear to taste the chum: investment bankers, out-house lawyers, public relations consultants, people who have no stake in either company and are simply trolling for fees.

They don't care what relationships are about to be exploded. All they care about is the size of the revenue package that will be realized for their firm and, in some cases, the elegance of the financial legerdemain they are accomplishing.

In the midst of our tragedy, I came across a fellow whose job was to handle the way the deal was perceived by Wall Street. He was a merry chap. We'll call him Derek. Very busy all the time, too busy to listen, operating on a template he had established for similar situations, no reason it wouldn't work again, you know.

Derek gave the appearance of huge forward momentum, but he left all the real work to other people. This gave him time to suckle up to the senior managers responsible for his fee, tell executives the plans they wanted to hear, and so on and so forth.

It was soon clear to me, however, that when it came to the actual performance of his function, the boy couldn't find his butt with both hands. Worse, he played to the most evil, immature, and destructive impulses of the acquisitors while treating the management of the target company with contempt and disregard.

The perception of the merger, in the end, was horrendous. The press, Wall Street, customers--no one understood the rationale. The news conference that announced the deal was a model of stupidity. The CEO of the conquering firm forgot the name of the soon-to-be-merged chairman. Nobody's talking points made a lick of sense. Management from the winners preened and puffed from front-row seats. We sat in the back and felt like vassals already.

Derek was up front, strutting around like a popinjay, resplendent in his pinstriped costume. Subsequent coverage of the deal made everybody look like an idiot. I have worked with a lot of schwecks in my day, but I don't waste a lot of time hating people. There's a special place in my heart, though, for Derek. It's a cold place where no blood goes, empty and silent. He was a fool who hurt a lot of people and made a ton of money at it. Then he moved on to screw up somebody else's life. And that was that for him and me.

Or so I thought until today. In about 15 minutes, I have a meeting with a senior guy at a firm whose good opinion we cherish. We have serious business to do with this company, and nothing will be allowed to stand in its way. And so I will go into our big conference room ... and I will see Derek again.

We will both, I am sure, have less hair and be a little thicker around the middle. He will stand from the place in which he has seated himself, which I am guessing will be the head of the conference table, and he will grin and clap me on the shoulder, and perhaps say a word about old times.

And me? I will grasp his hand and look him in the eye, listen for a few moments to the way he remembers things, and then guide the talk to all the goodies that the future may hold. At the end of the day we will rise, and I will once again shake his sweaty paw, smile my very best smile, and wonder whether someday I will get the chance to slide a letter opener between his ribs and watch him fall to the floor and die, a look of astonishment on his plump face.

Till then, this is business, not personal. Thank goodness I'm wearing my best suit. My smiles, as always, will take care of themselves. Top of page

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Most stock quote data provided by BATS. Market indices are shown in real time, except for the DJIA, which is delayed by two minutes. All times are ET. Disclaimer. Morningstar: © 2018 Morningstar, Inc. All Rights Reserved. Factset: FactSet Research Systems Inc. 2018. All rights reserved. Chicago Mercantile Association: Certain market data is the property of Chicago Mercantile Exchange Inc. and its licensors. All rights reserved. Dow Jones: The Dow Jones branded indices are proprietary to and are calculated, distributed and marketed by DJI Opco, a subsidiary of S&P Dow Jones Indices LLC and have been licensed for use to S&P Opco, LLC and CNN. Standard & Poor's and S&P are registered trademarks of Standard & Poor's Financial Services LLC and Dow Jones is a registered trademark of Dow Jones Trademark Holdings LLC. All content of the Dow Jones branded indices © S&P Dow Jones Indices LLC 2018 and/or its affiliates.