Chapter 4: The Enemy Behind My Husband
For several seconds, I couldn't speak.
Richard Rowan.
Grant's father.
The man my father had once described as a charming businessman with the conscience of a loan shark.
I looked at Sloane, who was still standing halfway up the staircase, gripping her phone.
"Did you know?"" I asked.
She frowned.
"Know what?""
"That Grant was negotiating with his father to sell Rowan Works.""
Her face changed.
"I don't know anything about that.""
"Your message says otherwise.""
She glanced at her phone.
Then she slipped it into the pocket of my robe.
"You're making assumptions.""
I took one step toward her.
"Then explain why you're receiving messages about an acquisition.""
Sloane lifted her chin.
"Maybe you should ask your husband.""
"I intend to.""
I turned toward the front door.
Behind me, she called out.
"Leah!""
I stopped.
She hesitated.
For the first time, her confidence seemed to disappear.
"Grant told me Richard was going to make everything right.""
I slowly turned around.
"What does that mean?""
She swallowed.
"He said your shares were a problem. He said once the acquisition happened, everyone would be taken care of.""
"Everyone?""
"Grant. Me. Kent.""
"And you believed him?""
She looked away.
I almost laughed.
A woman who had been handed twelve percent of a billion-dollar company apparently hadn't bothered to ask whether the company was legally authorized to give it to her.
"One more question, Sloane.""
She looked at me.
"Did you know Richard Rowan had tried to take this company from us before?""
Her lips tightened.
"No.""
"Then perhaps you should ask Grant why my father kept him away from our family business for twenty years.""
I walked out.
Samuel was waiting beside the car.
He opened the rear door.
"Everything all right, Mrs. Rowan?""
"No, Samuel.""
I looked back at the house.
"But it's about to become very interesting.""
At 7:15 the following morning, I arrived at Rowan Capital Partners.
Jonathan was already waiting in his office.
Two thick folders lay on his desk.
"Coffee?"" he asked.
"Black.""
He poured a cup and handed it to me.
Then he opened the first folder.
"Richard Rowan owns a controlling interest in Blackstone Meridian through a chain of investment companies. The actual acquisition vehicle is called Meridian Industrial Holdings.""
"How much are they offering?""
"Four hundred and eighty million dollars for the operating assets, selected contracts, and intellectual property.""
I nearly dropped my coffee.
"That's less than half the company's estimated value.""
"Correct.""
"Who approved the valuation?""
"Nobody authorized to act on behalf of all shareholders.""
I sat down.
Jonathan continued.
"The proposal also contains a clause allowing the buyer to assume certain liabilities while transferring the most profitable assets into a separate company.""
"So Grant sells the valuable parts, takes his money, and leaves the shareholders holding whatever remains.""
"That's the concern.""
I opened the folder.
The agreement contained dozens of pages.
I recognized the names of three subsidiaries.
Rowan Logistics Technologies.
Rowan Industrial Systems.
Rowan Distribution Networks.
Those were the three businesses that generated most of Rowan Works' revenue.
I turned another page.
There it was.
A proposed payment schedule.
Grant Rowan: $86 million.
Executive management pool: $24 million.
Strategic advisory compensation: $18 million.
Sloane Avery's name appeared beneath the management allocation.
Her proposed payment was $9.6 million.
I stared at the number.
"She was going to receive nearly ten million dollars?""
"According to the draft.""
"And Kent?""
"Six million.""
I closed the folder.
"What about Richard?""
Jonathan smiled without humor.
"He stands to control the assets after the transaction.""
I looked out the window.
"So Grant is selling the company to his father, getting paid personally, and handing Sloane a fortune.""
"That's how it appears.""
"Why does Richard want Rowan Works so badly?""
Jonathan removed a second document.
"Because of the patents.""
He placed it in front of me.
Seven years earlier, before Rowan Works had launched its first major logistics platform, I had negotiated an exclusive licensing arrangement with a small engineering firm.
The company had developed an algorithm capable of optimizing warehouse movement and industrial shipping schedules.
At the time, nobody considered it particularly valuable.
I did.
I helped acquire the intellectual property and placed it under a separate holding structure.
That structure eventually became the technological foundation of Rowan Works.
Richard had attempted to purchase those patents twice.
Both attempts had failed.
"He's been trying to get this technology since the beginning," I said.
"Yes.""
"And Grant knows that?""
"Apparently.""
I turned another page.
There was an email attached to the acquisition agreement.
It was dated three weeks earlier.
The sender was Richard Rowan.
The recipient was Grant.
The subject line read:
*FAMILY BUSINESS — FINAL OPPORTUNITY.*
I read the message.
Son, you have spent too many years allowing Leah's family to dictate the future of your company. This is your chance to take control. Get her shares transferred, secure the guarantee situation, and we'll complete the acquisition before the next reporting cycle.
I read the last sentence twice.
Your father will make sure you're rewarded.
I placed the paper down.
"He's been manipulating Grant.""
Jonathan shook his head.
"Perhaps. But your husband is an adult. He signed the documents.""
I nodded.
"You're right.""
My phone rang.
Patricia Wells.
I answered.
"Good morning, Patricia.""
"Mrs. Rowan, we're ready for the meeting. There's been a development.""
"What kind?""
"Mr. Rowan has requested an urgent discussion with our credit committee. He is insisting that the guarantee notice is invalid.""
"On what grounds?""
"He says the beneficial ownership information was misrepresented.""
I looked at Jonathan.
"That's a serious allegation.""
"It is. Which is why we'd like you to bring the original ownership records.""
"I'll be there in thirty minutes.""
First Carolina Bank occupied the upper floors of a modern building near Trade Street.
Patricia greeted me at the entrance to the executive conference room.
Three other people were already seated.
The bank's credit director, its senior legal counsel, and an outside risk adviser.
A large monitor displayed Rowan Works' financial statements.
Patricia shook my hand.
"Thank you for coming.""
"Of course.""
She gestured toward an empty chair.
"Before we begin, I want to clarify that the bank is not taking sides in a marital dispute.""
"Good. Neither am I.""
The legal counsel opened his folder.
"Mrs. Rowan, we have received two conflicting representations regarding Northbridge Strategic Holdings.""
"Then let's resolve them.""
I placed the original guarantee agreement on the table.
"This is the executed agreement. Northbridge is a private investment vehicle controlled through Rowan Capital Partners. I am its controlling beneficial owner.""
The credit director examined the signature page.
"You're the authorized representative?""
"Yes.""
He looked at the document.
"Mr. Rowan has stated that the guarantor is controlled by Rowan Works.""
"Mr. Rowan is incorrect.""
Patricia exchanged a glance with the legal counsel.
I continued.
"Northbridge's guarantee was issued under specific conditions. Those conditions include notice of material changes to the borrower's ownership and governance structure.""
The legal counsel nodded.
"We've reviewed that provision.""
"Then you understand why I requested the review.""
The risk adviser leaned forward.
"Are you withdrawing the guarantee?""
"Not automatically. I'm asking the bank to enforce the agreement as written and conduct the necessary review before any restructuring or additional borrowing is approved.""
The credit director folded his hands.
"That's reasonable.""
He paused.
"However, we also received a request to increase the credit facility from twenty-four million to forty million dollars.""
"I know.""
"Do you support that request?""
"Not without a complete review of the company's financial position and the proposed asset transaction.""
Patricia opened another folder.
"There's one additional issue.""
She slid a printed email toward me.
It was from Grant.
Northbridge's notice should be disregarded. The guarantor's ownership structure has changed, and the company no longer recognizes Leah Rowan as an authorized representative.
I stared at it.
Then I looked at Patricia.
"When was this sent?""
"Yesterday afternoon.""
"Did he attach supporting documentation?""
"An unsigned internal resolution.""
I almost laughed.
"An unsigned resolution cannot change the ownership of a separate legal entity.""
The bank's legal counsel nodded.
"That is our understanding as well.""
I took a breath.
"Then I'd like the bank to preserve all communications regarding this facility, including any instructions received from Kent Mercer or Richard Rowan.""
Patricia's expression sharpened.
"Why Richard Rowan?""
I opened the acquisition agreement and placed it in front of her.
"Because Mr. Rowan's son is attempting to sell the assets supporting this credit facility to an investment company controlled by him.""
The room went silent.
The credit director picked up the agreement.
He read the first page.
Then he turned to the payment schedule.
"Is this authentic?""
"We have reason to believe it is.""
The legal counsel leaned closer.
"Has the board approved this transaction?""
"No.""
"Have the shareholders approved it?""
"No.""
"Then why has it been represented to the bank as an approved transaction?""
I looked at him.
"That's a question I would very much like answered.""
The meeting continued for another forty minutes.
By the time I left, the bank had agreed to suspend consideration of the additional sixteen-million-dollar borrowing request and begin a formal review of the existing guarantee arrangements.
Nothing had been declared in default.
Nothing had been seized.
But Grant's ability to move quickly had been interrupted.
And that was enough for now.
As I stepped into the lobby, my phone buzzed.
A message from an unknown number.
You need to stop digging. Richard isn't the only person who knows what happened seven years ago.
I read it twice.
Then another message arrived.
Ask your father what he promised before he died.
My blood ran cold.
My father had been dead for three years.
May you like
And suddenly, I wondered whether the greatest secret in this entire mess had nothing to do with Grant's affair.
It had something to do with the company itself.
