Chapter 13 - The Property They Planned to TakeThe memorandum had been prepared six weeks earlier.
It proposed transferring a portion of the Eastbank Mill property to Briar Capital, an investment group controlled by Victor Sloane.
The proposed purchase price was eight million dollars.
Marcello read the figure twice.
“That land alone was appraised above twenty million last year.”
Gabriella pointed to an attachment.
“According to this report, the site has extensive environmental problems.”
“Who commissioned the report?”
“Kestrel Renewal.”
Marcello stared.
The same name again.
The company whose duplicate invoices had cost Elena her job.
The company whose payments now dominated the forensic review.
The company associated with Vivienne's initials.
“How much remediation?” he asked.
“Eight point two million.”
Marcello shook his head.
“We completed a preliminary environmental assessment nine months ago. It estimated less than two million for the work then identified.”
“An assessment isn't a guarantee,” Gabriella said. “The newer findings could be legitimate.”
“Then why wasn't I shown them?”
“That,” she replied, “is exactly what we need to discover.”
Priya Shah entered with Simon Bennett.
The accountant had located correspondence suggesting that Graham's office was using the disputed environmental estimate to justify a possible distressed sale if the refinancing failed.
The sale was not completed.
It had not received valid board approval.
But preliminary documents had been prepared as though a transfer was expected.
“The problem,” Simon explained, “is that the financial pressure being used to justify the sale may have been increased by questionable payments and inaccurate project cost allocations.”
Marcello frowned.
“So money was moving out of our projects while Graham argued we couldn't afford to keep our property.”
“That is one possible interpretation. We still need to trace the transactions.”
“And Sloane?”
“We know his company negotiated the option. We don't yet know what he understood about how the valuation was produced.”
Marcello paced to the window.
Below, workers were unloading supplies for a wedding.
He watched them carefully stack boxes against the loading dock.
He imagined the Rosemont losing its most valuable development asset.
He imagined layoffs, creditors, and years of work disappearing.
For months, Graham had told him the company's financial future depended on the refinancing.
Perhaps that was true.
Or perhaps Graham had spent those same months making sure Marcello would become desperate enough to sign whatever document appeared before him.
Gabriella called an emergency meeting with Sonia Bell, an independent director, and the family's trust representative.
Sonia was a retired bank executive who had joined the DeLuca board after the previous financial crisis.
She examined the documents without speaking.
Then she looked at Marcello.
“Did you authorize negotiations with Briar Capital?”
“No.”
“Did you authorize Graham to represent that a sale had been approved?”
“No.”
“Have you signed any personal guarantee connected to it?”
“Not that I'm aware of.”
“Then we need a full account of every representation made in your name.”
Gabriella looked worried.
“If we suspend the financing process, can the company survive?”
Sonia considered the question.
“Survive, yes. Without consequences, no. There may be extension costs, increased interest, and delays. But a bad financing transaction can do more damage than a costly postponement.”
Marcello nodded.
“Then postpone it.”
Priya raised a hand.
“The board must follow the required procedures. And we should notify the lender that the authorization is disputed rather than pretend we have a valid closing package.”
Marcello looked toward his sister.
“Call the directors.”
Gabriella reached for her phone.
For the first time in months, brother and sister were acting together.
In his office, Graham watched the emergency meeting notices arrive.
His phone rang.
Victor Sloane.
“I hear your company has suspended closing preparations,” Sloane said.
“Temporary complication.”
“I asked my attorneys to review the environmental report.”
Graham's stomach tightened.
“And?”
“The consultant who supposedly performed part of the testing says it never issued the final conclusions attributed to it.”
Graham said nothing.
Sloane continued.
“I'm withdrawing my investment group from the proposed transaction until this is resolved.”
“You can't simply walk away.”
“We can, under the option's due-diligence provisions. My lawyers will contact yours.”
Graham's voice sharpened.
“You've spent months preparing for this acquisition.”
“And I'm not risking my company because you delivered unreliable information.”
The call ended.
Graham stood motionless.
He had built the plan around pressure.
DeLuca Holdings would face an expensive refinancing deadline.
Marcello would accept the distressed-sale proposal.
Sloane would buy valuable property cheaply.
And the undisclosed participants in Kestrel would receive fees and eventual proceeds.
Now the buyer was retreating.
The bank was investigating.
The board was asking questions.
Graham was running out of time.
He opened a locked cabinet and removed a folder marked Special Transactions.
Inside was a document bearing a signature he had never expected anyone to challenge.
It was not Marcello's.
May you like
It belonged to Marcello's late father.
And it concerned a promise made to Elias Hart more than two decades earlier.
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