Conrad and Lady Black: Dancing on the Edge. Tom Bower
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Conrad Black was dressed conservatively, his animal cunning concealed behind a warm embrace of gentle assuredness. Some would carp at his cultivated condescension, but that would be a mistaken view. Rather, Black had perfected an approach towards the distressed that would serve him well over the coming years. Now he won the widows’ trust by obsequiously trimming his manner to put them at ease. He too appeared to be ‘grieving’. The tone of his voice and his gestures persuaded his prey that the three of them shared a common cause. The other major shareholders, explained Black, were crudely manoeuvring against the widows’ interests. ‘You’re being marginalised,’ he warned them. ‘We must do something about this.’ After uttering reassurances about his desire to protect their interests, he urged them to pool their shareholding with his. The two women believed his colourful reports about their husbands’ former colleagues, and were gradually persuaded to trust their gracious, wise visitor. Black’s next step determined the remainder of his life.
He asked the widows to sign a contract which empowered his use of their Ravelston shares in any vote against the other factions. Combined, their 70 per cent stake could compel the remaining shareholders to sell out to himself. That extraordinary power had originally been crafted by the widows’ late husbands to control the empire in their own interests. Puzzled and ignorant, the widows hesitated on the brink, uncertain about the financial advantage of Black’s proposition. He suggested they consult Doris Phillips’s adviser Dixon Chant, who Black knew had become irritated by the behaviour of Argus’s executives. Unlike Black, who had visited Chant in hospital, the other executives were disdainful of him. Just as Black had planned, Chant encouraged the widows to trust him.36 In the conversation which followed, Black performed the role encapsulated by Dostoevsky in Crime and Punishment: ‘An honest and sensitive man opens his heart, and the man of business listens and goes on eating – and then eats you up.’ Black listened and spoke, and eventually the women signed the agreements without extracting any payment in return. He had achieved power for nothing except the cost of a flight to Florida and the emission of a lot of hot air. Events now assumed a momentum which his adversaries would struggle to halt. ‘My brother and I,’ chortled Black, ‘were in a position to blow the … factions away when we wished.’37 He laughed about those arrogant old Bay Street habitués who underestimated young men, and about the ‘grieving disinterested widows’. His coup was a masterstroke.
As the news seeped out, Ravelston’s other directors were flummoxed. Tasting his first blood, Black enjoyed comparing himself to those heroic military geniuses whose biographies he devoured. ‘Never interfere with an enemy when he is in the process of destroying himself,’ he liked to quote from Napoleon.38 Adopting military stratagems against weak foes like the widows and Ravelston’s other directors satisfied Black’s fondness for self-congratulation.
News of his victory at the widows’ expense prompted calls from Canadian journalists to Florida. Their questions were the widows’ first inkling of their mistake. ‘I have a bird brain about business,’ admitted Maude McDougald, ‘and I don’t know anything about it.’ Doris Phillips was equally disarming. ‘You know more about it than I do,’ she confessed after admitting ignorance about the ‘hundreds of documents’ she had signed since her husband’s death.39 As the interviews increased, the widows began denouncing Black as a trickster, claiming incomprehension. ‘Like absolute idiots and birdbrains,’ said Maude McDougald, ‘we signed and signed and signed without reading at all.’ In Toronto, Black dismissed their pleas of innocence as ‘an utter fraud’.40 He was not prepared to accept any blame. He was always in the right.
Inside 10 Toronto Street, Black confronted the director who had told him, ‘Don’t rush your fences.’ Empowered with the widows’ shares, the young rebel announced that he had not appreciated the snub. That director and all the others were ousted forthwith. In Black’s imagery, his rivals were ‘trussed up like a partridge to their guillotine. I would not fidget and fumble with the blade levers … Off with his head.’41 News of their resignations sparked uproar. Bay Street had never in living memory witnessed such a coup. As the owner of newspapers, Black assumed that he had the expertise to orchestrate sympathy from the media. To win over Patrick Watson, who was producing a CBC (Canadian Broadcasting Corporation) television documentary about him, he posed in Hal Jackman’s basement in front of a gigantic model army to illustrate his prowess as a strategist, spawning the false illusion that he regularly engaged in war games. ‘I was asked by the widows,’ said the hero, ‘to pull the trigger and decapitate the enemy because the ladies would not hear of moderation.’ As the criticism of his actions increased, newspaper journalists were introduced to another Blackian tactic – his unusual eloquence in conjuring up images which could only be contradicted by accusing him of lying. Black insisted that he had acted ‘neutrally’ in dismissing the old guard, and that it was the ‘rapacious’ widows who had taken the initiative by asking for the transfer of authority to himself. Experts, he claimed, had ‘explained laboriously to them in monosyllables and with examples adapted to the mind of a child of ten, and they understood and approved every letter of every word of the agreement’.42 To those who remained doubters, he exclaimed, ‘Any suggestion that I would hoodwink two bereaved septuagenarian widows is patently ridiculous.’43 Those newspapers which still stubbornly dared to repeat the widows’ assertions received the threat of a writ for defamation. Several newspapers surrendered, but Black was powerless to prevent CBC TV transmitting its documentary, which featured the widows expressly denouncing him. Their appearance created an unfortunate legacy as he approached his next hurdle.
The document signed by the widows gave Black the power to vote on their behalf, but did not give him the right to buy their shares. While he could remove rival directors, he could not ultimately control the company’s governance. To resolve the confused situation Black sought total control and complete ownership. In the summer of 1978 the fate of Canada’s biggest conglomerate was a cliffhanger, dependent upon Black’s strategy.
All the players, including Black, were minority shareholders. Black’s fate depended upon the decision of two of these. Moving between Winston’s, Toronto’s best restaurant, the Toronto Club and 10 Toronto Street, he sought to break the deadlock in a manner which was previously unseen in Bay Street. Black’s ace was his unique grasp of the complexity of the Argus and Ravelston empire. In the daisy chain of companies, few understood the flows of cash and power. Only Black’s photographic memory could make use of the intricate jigsaw of different people with minority interests in all the companies in order to outwit other shareholders. He understood that by seizing control of Ravelston, he would automatically control Argus.
Throughout the exhausting battle, the widows were buffeted by suitors, professional advisers and the other besieged shareholders. In Black’s subsequent description, ‘the fate of some of Canada’s most famous companies now unfolded in an atmosphere of almost unrelenting buffoonery’.44 The reality was intimidation, stormy meetings, and vicious threats of dismissal and lawsuits. Around the clock Black cajoled shareholders, directors and employees to support him, or at best not to sell their shares to his opponents. Black’s survival depended partly on the success of two friends, Fred Eaton and Hal Jackman, in gathering support for himself. On 2 July 1978 the battle reached its climax when the widows agreed to sell their Ravelston shares to Black for C$20 million. Black offered $18 million, and the deal was settled at $18.4 million. Winning total control thereafter was purely mechanical, and cost just $12 million. For a total of $30 million, Black