The Brilliant Boy Billionaire - 80. A Deal with the Devil

We arrived at the gate in Seattle a bit earlier than expected and had the unusual experience of arriving at an earlier time than we left thanks to the change in time zones. Grabbing our luggage from the carousel, we headed out the door and across the arrivals zone to rental pickup, where our Audi Q7 was waiting, fully charged. Using my phone, I located the space where it was parked, unlocked it and signed the rental agreement. Ordinarily, we’d have rented something smaller, nimbler and less extravagant, but we liked Audi SUVs, and with the potential need to transport three teens, we needed the space. Using the built-in navigation system that was standard on nearly all cars now, we entered the address, and the car practically drove itself there with only minimal intervention on my behalf.

When we got to Jitendra’s property, the access gate was wide open and we were able to drive right up to his house, perched high up on a hilltop. The front door was also open and the lights were all on, and there were cars parked out in front. I was glad to know that the children were not alone even at such a late hour. No one should have to face something so serious on their own, but I was nevertheless concerned at the lack of security. We parked the SUV in the driveway and left the luggage in the SUV for the time being. We headed up the walkway; Henry got to the door first and pulled the screen door open and called inside, “Hello?”

It was Trina who came to the door, tentatively at first, and then she suddenly threw herself at Henry and squeezed the living daylights out of him as she cried her eyes out. I didn’t even realize that Henry had been crying until they separated, and he turned toward me, and there were tears running down his cheeks. Next, Trina hugged me, and then I was the one who lost it. I’d known Jitendra since I was thirteen, and of all the people in the original Applazon organization, he was by far my closest friend. Jitendra was the only one I could say without hesitation that I loved. Jeff was like a father figure and a good friend, but I realized that he wasn’t really capable of love.

When the tears finally subsided and Trina and I separated, I saw that William and Randy were hugging. Although William was putting up a brave front, the red, puffy eyes told me that he’d been crying, too. I pulled him into a hug, and when we separated, I asked, “You think you’re up to helping us carry our luggage inside?” In response, he simply nodded his head, and the five of us grabbed the luggage from the SUV. Inside the house, there were two adult couples and a pair of teenage boys. William introduced them as Lyle and Carolyn Henderson and their son, Lyle Jr., who was William’s boyfriend, and Winston and Roberta Sanford and their son, Jayden, who was Trina’s boyfriend.

The house was a sprawling front-to-back, split-level mansion with a large entryway with a cathedral ceiling in the center, a formal living room, dining room and kitchen on one side of the entrance and a library, home office and a suite of three guest rooms on the other side. The kitchen was large and included a breakfast nook. It was directly behind the dining room and was open to and overlooked the family room. Down a half flight of steps, owing to the house being built into the side of a small mountaintop, were the family room, the master-bedroom suite and the children’s bedroom suite – all opening directly to a large outdoor patio with tennis and basketball courts and a pool. A recreation and game room, as well as changing rooms and showers, were off the family room, down another half-flight of stairs. We gathered, naturally, in the family room.

Once the introductions were out of the way, Lyle suggested we let the kids have some time together before bedtime; in the meantime, the adults could get acquainted upstairs. We therefore retreated to the library in the very front of the house, which was also the room with the most privacy.

Once we were all seated, with Henry and me in a comfy leather loveseat, it was Winston who spoke, “I want to thank you for coming out here on such short notice. Let me start by giving you a heads-up that Jitendra requested that you give the eulogy, J.J. He had many friends, but he considered you the closest of them all.”

“Wow,” I responded. “I hope he knew that the feeling was mutual. Circumstances and distance kept us from seeing each other very often, but I will miss him terribly, nonetheless.”

“We weren’t sure if you’d be able to get here tonight, so we agreed to let Lyle Jr. and Jayden stay the night,” Winston continued. “I still think that’s a good idea if it’s okay with you.”

“Of course, it’s okay with us,” Henry responded. “Sex is probably the last thing on their minds anyway, but J.J. and I have been a couple since I was fifteen. I was seventeen and J.J. was eighteen when we were married. In fact, we’re coming up on our thirteenth wedding anniversary, so, no, we have absolutely no problem with the boys staying over to keep Jitendra’s kids company.”

“There’s actually a lot going on that you don’t know about,” Winston continued. “Jitendra was under a lot of stress lately thanks to his family back in India, and it wouldn’t surprise me if that didn’t contribute to his fatal heart attack. I’m actually his personal attorney, so I’m privy to all of the legal details.”

“I thought Jitendra hadn’t had contact with his family in years,” I commented. “In fact, I got the impression he was estranged from them. He never really spoke about them, even when I asked.”

“Jitendra didn’t like to talk about his family’s origins, so I’m not at all surprised that he never discussed them with you,” Winston continued. I nodded my head in confirmation. “You’re probably familiar to some extent with the Hindu castes, and that the caste system still pervades Indian society even though it’s officially banned.”

“His accent and appearance are from Southern India,” I noted, “and people from the South behave as if they have a chip on their shoulder. I’ve never really understood that, but I assumed that people from the South in India were treated much the same way people from the American South used to be treated before air conditioning made it desirable for the educated to live there. In the tech sector, we get a lot of engineers immigrating from Southern India, whereas immigrants from the northern part of the subcontinent seem to include a much higher preponderance of doctors and other professionals.”

“That actually has a lot to do with Jitendra’s situation,” Winston confirmed. “Jitendra came from Madurai, which is one of the southernmost cities in India. It has a metro population of about one-and-a-half million, which as you know is nothing compared to Mumbai and New Delhi in the north. It’s in a subtropical zone in a heavily agricultural area that’s often seen by their northern neighbors as being primitive. Keep in mind that the entire Indian subcontinent is above the equator—”

“And nearly all of South America is east of Miami,” I interrupted. “A lot of people have misconceptions when it comes to geography. New York is at the same latitude as Lisbon, and London is further north than Calgary. I’ve been to all of them,” I added. “I could go on and on.”

“So anyway, Madurai is subtropical, but it’s also known for its vibrant night life, and in India, it’s a frequent tourist destination,” Winston continued. “It’s something like 85% Hindu but underrepresented by the scheduled castes, which are much more prominent in the North. Your comment about the chip on people’s shoulder is apt. Southern India is Tamil. The people are darker skinned, more insular and they speak the Tamil language rather than Hindi. Most of the educated won’t even speak their native tongue because they feel it labels them as backwards, so a lot of them speak English as their primary language, and people grow up not even speaking Tamil. That is the environment Jitendra came from.

“He immigrated to the U.S., went to school at Cal Tech and got a first-rate education, then went to work for Jeff Barlow at a startup called Applazon. He met a lovely Jewish girl, they fell in love and got married. That was his first sin. Arranged marriages are still common in India, and Jitendra already had a girl promised to him when he was just a boy. The family boycotted the wedding, which was performed by a rabbi, and they didn’t even acknowledge their own grandchildren, in the case of Jitendra’s parents, or niece and nephew, in the case of his siblings. The relation thawed a bit after his wife died from cancer, but with Trina turning sixteen, they decided it was time for her to be promised to a man.”

“They wanted to arrange Trina’s marriage?” Henry asked in astonishment.

“They wanted to arrange both kids’ marriages, but it’s a lot more complicated,” Winston went on. “There’s still a sense of obligation to family even with Indians who’ve immigrated to the U.S., and arranged marriages are common. There are matchmakers, and there’s a ritual of a boy having a series of dates with different prospects; then the boy is expected to make a choice, and the chosen girl is expected to accept the marriage proposal. In the rare cases where she does not, the boy is expected to make another choice, so it’s not entirely without the consent of the children, but it still has to be with someone already approved by both families. It’s much the same in ultra orthodox Jewish families and among traditional Muslims.

“In Jitendra’s case, however, there’s no getting around the fact that the marriage revolved around the issue of money. The family wanted to be sure they obtained control of all of his assets, and the easiest way to do so was to marry his children to prominent Indian families and to bring the children back to India.”

“But they can’t do that,” I exclaimed. “CPS would never let them take the kids out of the U.S.”

“CPS wouldn’t even be involved,” Winston explained. “The plan had been to arrange the marriages before Jitendra died, so it would already be a done deal. You can imagine how Jitendra reacted to that, but then the shit really hit the fan when he told them that both Trina and William already had boyfriends. His parents were livid that Trina was dating a boy – a black boy, no less – when she wasn’t even married. Allowing that was Jitendra’s second sin – but they weren’t about to acknowledge that William was gay. It was William’s responsibility as the only son to carry on the family name, so the possibility he wouldn’t even marry a girl, much less have biological children, was completely unacceptable. Allowing that was the third sin and the gravest one of all.

“Of course, Jitendra tried to keep it from his kids, and he made damn-well sure his parents and siblings never got hold of their cell numbers or email addresses, but as I warned him at the time, that would be a lost cause once the family found them on social media, which they did. Jitendra did what he could to reassure his children, and he set up filters to keep them from ever seeing his family’s hate mail, but they were subjected to harassment that no child should ever face. We’d just started to make provisions to protect the kids in case something happened to him, when he passed away,” Winston concluded.

“What sorts of provisions?” I asked.

“Let’s talk about what’s going to happen now that the kids are orphans with you two as the designated guardians,” Lyle suggested, “rather than about provisions that are no longer possible.”

“We’ll do it,” Henry responded before I could say anything. “We’ll become their guardians, just as we agreed to eleven years ago.”

“Of course, we will,” I chimed in, “but something tells me we have a fight in front of us.”

“An epic battle,” Winston confirmed, “and you can expect the children’s natural grandparents to pull out all the stops to get custody of the kids. If they were smart about it, they’d move to the U.S. and buy a home. Once they establish legal residence here, only then would they apply to adopt the kids, taking them back to India after they have legal authority to do so. I have to be honest with you; the courts will likely side with the grandparents in spite of what’s in Jitendra’s will. They’d even fast-track the adoption, so long as the grandparents take up legal residence in Seattle. We’d have the burden of proof and showing the grandparents’ real intent wouldn’t be easy.

“Although getting a visa to come to the U.S. would present no problems for them, the process of establishing permanent residence is lengthy and not without some risk. Apparently, the family has chosen another approach. Because India recognizes the children of Indian citizens as Indians themselves, it would be fairly easy to get Indian passports for them—”

“But Jitendra was a U.S. citizen!,” I protested.

“Unless Jitendra renounced his Indian citizenship, the fact that he became an American citizen wouldn’t matter. India will treat him as an Indian citizen and will recognize and grant citizenship to his American children and issue passports under their Indian names—” Again I started to object, but Winston held up his and and continued, “Yes I realize the children don’t have Indian names, but so long as the grandparents have proof of Jitendra’s paternity, they can give them any Indian names they choose. The reason we suspect that is their intent is that they’ve already made an appointment with the American Embassy in New Delhi. The only possible reason would be to apply for emergency visas for the purpose of repatriating the children.”

After a lengthy pause, I responded, “I’ll contact my pop, He’s a justice on the United States Second District Court and a former law professor and department chair at the prestigious New York Law School. He knows people.”

“You’ll need someone specializing in family law, of course,” Winston replied, “but don’t forget that they need to have legal privileges in the state of Washington.”

“That goes without saying,” I agreed, “but the kids will need someone to serve as guardians in the interim, and if Jitendra’s will calls on Henry and me to fill that role, we certainly will. The family can’t take the children back to India, so long as we have custody—”

Shaking his head, Winston interrupted, “Although that should be the case, once they board a flight to India with the children in tow, it doesn’t matter who has custody of the children.”

“You mean they can kidnap the kids and take them out of the country?” I asked.

Again shaking his head, Winston clarified, “They could if the children were born in India and had Indian passports, regardless of whether they were still valid or not. However, were it not for adults willing to challenge them in court, they might still be able to get away with it. So long as the grandparents have obtained valid Indian passports for the children under their Indian names, as their only living relatives, they would have no trouble getting immigrant visas for the children, and then it would be a simple matter to take them back with them even if it’s against the children’s will.

“And the children couldn’t fight it?” I asked in shock.

“They could request a public advocate to act on their behalf or hire their own legal representation; then, they’d have a good chance of fighting it, but most kids don’t know their rights in the matter,” Winston explained. “However, without a guardian willing to step up and take care of them, it would come down to CPS versus the grandparents, and the grandparents would likely win that one. At least in the case of Jitendra’s kids, there are designated guardians, not to mention the resources to hire the best legal team around. There are others among us who are willing to step up to the plate, including, of course, Roberta and I, and Lyle and Carolyn, which is why I thought they should be part of the conversation.”

“Wouldn’t it be better for the kids to remain here in Seattle?” I asked. “I don’t want to uproot them from their lives if I can help it, but if Henry and I were the guardians, they’d have to live with us in New York. We could move here, but it wouldn’t be fair to uproot our four kids, either.

“Much as I’d hate to make them move,” Winston explained, “you’d have a much better chance of getting guardianship than Roberta and I. For one thing, there’s the will, which expressly states that you are to be the guardians. For another, CPS would almost certainly raise an objection to Trina living in the same house as her boyfriend. Then, there’s the fact that we live in a different school district, and CPS would view that as a change in continuity even though William and Trina go to the same private school as Lyle Jr. and Jayden. Unfortunately, there are other considerations as to why Roberta and I wouldn’t be considered good candidates for guardianship – reasons I’d rather not get into until the need arises.” By that, I assumed that Roberta or even Winston might have had an affair with Jitendra, but I was hardly about to raise the issue.

“Don’t get me wrong,” Carolyn added, “we’d love to take Trina and Will into our home, but as the CFO of Pegasus, I’d have a serious conflict of interest. Guardianship would place me in control of the owners of forty percent of Pegasus—”

My eyes widened and Winston interjected, “I’ll explain that in a minute.”

“Even if neutral third parties were appointed as trustees,” Carolyn continued, “could I be counted upon to put the children’s interests first? As much as I’d like to think that I would, it would be delusional of me to think that situations might not arise in which that would be tested.”

“Don’t get me wrong; there are a lot more hoops to jump through if you’re going to take them with you to live out of state, but with your backgrounds, guardianship should be a slam dunk,” Winston concluded.

Then I had a thought that at first was so absurd that I almost ignored it, but like someone knocking on the front door who just won’t go away, it got to the point where I could ignore it no longer. “I hate to suggest this,” I began, “but if it’s all about the money, could we simply pay the family off? Maybe we can negotiate for something like a fifty-fifty split. If we can convince them that half Jitendra’s fortune is better than none of it, maybe we can get them to quietly leave us alone. The kids would have half the estate, and if we adopt them, they’ll get a stipend from the deal we made when we set up our foundation.”

Winston replied, “The situation’s more complicated than that. Pegasus is a publicly traded company, but Jitendra kept sixty percent of the shares of stock under his control. Most people of his means would have diversified their assets, but the rapid rise in share value made that unattractive under the circumstances. He couldn’t diversify without divesting some of his shares of Pegasus and potentially losing control of his own company.

“When he founded Pegasus, Jitendra made his children equal partners, reducing his tax burden while ensuring that they’d inherit the bulk of the company, free of inheritance taxes and with an eye toward keeping the company out of his parents’ hands. He put the children’s portions in trust until they reached the age of thirty with him as the sole trustee, ensuring that he’d maintain control until he reached retirement. When he took the company public, they each retained twenty percent of the total shares in the company, with the remaining forty percent sold in the public offering. Naturally, his death was never part of the plan.”

“So then, can I assume the children will each get half of Jitendra’s shares in the company?” I asked. “That means they’ll each have thirty percent of the total shares.”

Shaking his head, Winston answered, “No, Jitendra wanted his children to be free to choose their own paths in life without the burden of running a Fortune 500 company. He therefore left his own shares of Pegasus stock to people he knew were capable of running the company and whom he could trust. He also designated them to have charge over the children’s trusts as well as to serve as their guardians.”

My mouth dropped open as the implication of Winston’s revelation sunk in. So did Henry’s. “You mean Jitendra left his shares to Henry and me?”

“He left you his shares, this house and all of the assets that he earned as a CEO with a seven-figure income, and those are not insubstantial. You’re also the beneficiary of a large life-insurance policy, whose purpose is to cover the inheritance taxes you’ll owe, which are also not insubstantial. He designated the two of you to share in the roles of chair of the board of Pegasus and CEO, but that of course will be subject to nomination by the rest of the board and election by the shareholders, but you’ll control 60% of the votes, so that’s a formality.”

“So, if the children’s shares are held in trust, what can Jitendra’s family in India hope to accomplish by taking them back to India?” Henry asked.

“Unfortunately, that’s where Jitendra screwed up, and only recently did he realize his error. He just never got the chance to correct it. He should’ve placed the children’s trusts under the control of a neutral third party before he passed. He could have still voted their shares, yet the trusts would’ve remained with the third party even after he died. We expect the family will try to intervene before you take control of the children’s shares as trustees. They might try to claim that your roles as trustees are tied to your roles as the children’s guardians, or that there’s an inherent conflict of interest between representing the children’s interests and your own. That’s actually an argument that has merit and if they’re successful, when they adopt the kids, they’d automatically gain control of the trusts. However, they may have something even more sinister in mind.

“The current trust agreements are only valid so long as the children are resident in the U.S.,” Winston continued. “Once the children have been repatriated to India, the family can invalidate the trusts and take control of the children’s shares, and that can happen whether they adopt the children legally or kidnap them and take them out of the country. It’s also likely that the family will challenge your share of the inheritance, and I wouldn’t put it past them to submit an alternative will, claiming it to be legitimate. Forgeries are almost always discovered eventually, but the family could tie things up in court for years, effectively holding Pegasus hostage in the interim. That could leave it vulnerable to a hostile takeover, although there aren’t many with the resources to take on such a large corporation.”

“Jesus, they could cause the value of Pegasus stock to tank if they want to,” Henry realized. “They’d have nothing to lose and might be willing to take a chance, hoping we’ll give up and give them our share or give them the children.”

“That’s something that’ll never happen even if they manage to bankrupt the company through their sabotage,” I responded. “However, I have no interest in running Pegasus in the first place. We walked away from the for-profit sector more than a decade ago, and we’ve never looked back until now. I’d be willing to walk away from it if doing so would get the family to leave us alone.”

“I’m not sure there’s even a way to do that legally,” Winston countered, “and I suspect that even opening the door a crack would only encourage the family to go after even more.”

“Perhaps a hostile takeover is just what’s needed,” Henry suggested. “We no longer have access to the kind of liquid resources necessary to buy off Jitendra’s family, nor to buy up enough shares of Pegasus to put the company out of their reach, but we know people who do.”

In shock, I replied, “Are you suggesting that we approach Jeff to take over control of Pegasus?”

“Jeff or Andy or perhaps the two of them together,” Henry clarified. “All it would take is for Jeff and Andy to buy up 25 percent of the public shares and change – ten percent of the total shares, plus one. That would be enough to keep the family from acquiring any sort of control over Pegasus or manipulating the stock, and can you think of anyone better qualified to actually run the company on our behalf? You weren’t actually thinking of us running it ourselves, after all, were you?”

“No,” I admitted, “but although we’ve maintained amicable relationships with both of them, they’ve been strained ever since we left Applazon. In a way, it would be like making a deal with the devil—”

“Better a deal with the devils we know than deal with the devils who’d take the children away from us.”

“Agreed,” I chimed in. “But Pegasus is huge, and it’s asking a lot of our friends to raise billions of dollars on our behalf.”

“And just because they don’t have the means, doesn’t mean the family couldn’t enlist the support of colleagues and friends to buy up enough Pegasus stock to gain control of the company,” Carolyn pointed out.

“Doesn’t Jeff Barlow own the Washington Herald?” Winston interrupted.

“Yes, but what does that have to do anything?” I asked.

“A foreign entity can’t own more than a 25 percent controlling interest in an American media company. The regulation was primarily intended to prevent foreigners from gaining too much influence in the American politics, as was driven home in the elections of 2016 through 24. For a while, the FCC was very lax with respect to enforcement, but ever since those elections and the Big Tech Breakup, the restrictions have been rigidly enforced. No foreign investor can own more than 25 percent of any TV station, radio station newspaper or social media outlet in which they would have a significant market share.”

“Yeah, but the Herald is only worth a billion and change,” I countered. “That's a rounding error compared to the market cap of Pegasus overall. I doubt that anyone would raise an eyebrow if the family simply made arrangements to sell the newspaper to skirt the regulations. It would be little more than a speed bump.”

“Andy owns Gannett,” Henry pointed out.

“Holy shit, you’re right!” I exclaimed. “I forgot about that.” Turning back to Winston, I explained, “When the Applazon empire collapsed, Jeff shifted his emphasis to Boeing and to his space ventures, but Andy and his group of investors bought up what they could of what was left of Applazon Cloud Resources in the Americas, and parked the rest of their assets in companies that could ensure steady growth in their cloud services. Gannett is a mammoth media conglomerate, with more than two hundred local newspapers, eighty TV stations and a couple hundred radio stations. ACR already hosted Gannett's presence in the cloud as well as its streaming empire l, and in buying the company, Andy ensured continued business for his servers. It was a clever strategy.

“Now that ACR hosts most of Pegasus’ North American operations on their servers, acquisition of Gannett and the Herald by Pegasus makes perfect sense. I doubt there’d be any trouble getting sign-off from the regulatory agencies and it should be a quick sale.”

“How much do you figure Gannett’s worth now?” Henry asked.

“Fifty… maybe a hundred billion, which is more than enough to grab the attention of the FCC.”

“Not to mention the SEC,” Winston added, “It would be a true poison pill that could tie the family up in court for years. There’ no way the FCC would allow an Indian family to gain so much influence over an American media giant, even if it’s only through trusteeship. Not even kidnapping the children would get them around the American regulators.

“Even if the family contests the will, that doesn’t mean we can’t do a stock swap, subject to approval by the board. Pegasus could buy Gannett and the Washington Herald. It would be a standard acquisition in which Barlow and Jenkins would receive an equivalent value in shares of Pegasus stock. You and the children would end up owning a smaller share of a larger corporation, but you’d still own over fifty percent. You’d still retain control of the company.”

“That’s ingenious, and it leaves the family high and dry,” I added. “Not that they couldn’t still profit from getting their hands on the children’s shares, but they couldn’t gain control of the company, and it could take years to untangle themselves from the resulting mess. We just have to get Jeff and Andy to agree… and the board. By the way, who’s the designated interim CEO?,” I asked.

“That would be me,” Carolyn answered, “and I’d be delighted to take the lead on that. Hell, I’d love nothing more than to go toe to toe with Barlow and Jenkins. I’d champion the acquisition and spearhead the negotiations.”

“But wouldn’t that be a conflict of interest?” I asked. “What if one of them wanted to be the CEO? It would end any chance of you getting the position”

With a laugh, Carolyn responded, “I love being CFO and took on the role of acting CEO because the running of Pegasus could’t wait. I have absolutely no interest in being the permanent CEO. Of course there’s always the risk that they’d want to bring in their own CFO, but even if so, I think they’ll recognize the importance of having someone who knows the company, inside and out, in that position.”

“Did you notice that it’s 3:00 AM?” Henry interjected. “Pop should be up by now, J.J.”

“Good point,” I agreed as I took out my phone. Henry and I should have been exhausted given the time change, but we had too much on our minds. I placed the call.