Chương 10
“That was not my question.”
His face hardened. “Be careful.”
“Did you ask whether Northstar had any prior relationship with Victor, Blue Cedar, or the property?”
“I asked whether they were prepared to make a credible offer for our position.”
Daniel sat silently at the end of the table, taking notes.
Nathan glanced toward him. “Is this an interrogation?”
“It can become one,” Daniel said.
Nathan looked back at Evelyn. “Northstar’s interest increases recovery. That remains true.”
“They structured a private deal with Victor that stripped value from our collateral.”
“Before we acquired control.”
“While we were lender.”
“Then pursue damages.”
“You want to sell them the asset they tried to encumber.”
“I want to maximize return.”
“At what discount for litigation?”
“We negotiate.”
“With people who omitted a material conflict from their first approach?”
Nathan placed both hands on the table. “You are searching for moral purity in a distressed transaction.”
“No. I’m searching for complete disclosure.”
“You are protecting the vineyard because losing it once injured your pride.”
The room became quiet.
Daniel stopped writing.
Nathan continued, more softly. “You can call it stewardship. You can call it employment preservation. But you exercised the transfer while standing in the dining room where your marriage ended. Now you are finding reasons not to sell at a profit.”
Evelyn felt the wound near her temple pulse.
“You think I don’t know that?” she asked.
Nathan blinked.
“I have disclosed my conflict at every vote. I recused myself from valuation discussions. I accepted limits on my authority. You, meanwhile, received an approach from a party already in business with the defaulting manager and did not ask basic questions.”
“I did nothing improper.”
“Then you won’t object to preserving your communications.”
His face changed.
Only slightly.
But enough.
Daniel looked up.
Nathan said, “My communications are already company records.”
“Good.”
“You are trying to make me a defendant because I disagree with you.”
“I am trying to understand whether Northstar approached you before the dinner.”
“They did not.”
“Your phone and email will show that.”
Nathan closed his laptop.
“I’m calling Marisol.”
“Please do.”
He left.
Daniel waited until the door closed.
“That went well.”
“Request the records.”
“I already sent the notice.”
“Before the meeting?”
“Expensive honesty includes anticipating your temper.”
Evelyn looked again at the Northstar agreement.
Victor’s signature appeared on the last page. Celeste’s did not. Margaret’s did not. Leonard had countersigned as witness.
A handwritten note in the margin read: M cannot know until permits are safe.
Evelyn did not know whether M meant Margaret.
She suspected it did.
The next day, Celeste asked to meet.
Her lawyer chose a hotel lounge in Yountville at ten in the morning, when the room was nearly empty. Celeste arrived wearing cream trousers, a black sweater, and dark glasses. Without the olive dress and chandelier light, she appeared younger and less certain.
She removed the glasses after sitting.
There were shadows beneath her eyes.
Evelyn’s bandage was gone, leaving a thin line near her temple.
Celeste looked at it. “I’m sorry.”
Evelyn did not rescue her from the ambiguity. “For what?”
“For sitting there.”
“That is specific.”
Celeste’s lawyer shifted in her chair. “We are here to discuss the guarantee.”
Celeste touched the stem of an empty water glass. “I watched the video.”
“I haven’t.”
“You should.”
“Why?”
“Because you look like you planned every second.”
Evelyn waited.
Celeste looked down. “I know you didn’t. Not all of it.”
“What did Victor tell you?”
“That you had been trying to get the estate since the divorce. That you offered the loan because Margaret asked you and he didn’t have a choice. That you attached the transfer clause at the last minute.”
“The first term sheet included it.”
“I’ve seen that now.”
A server approached. Celeste ordered tea, then changed to coffee, then said either was fine. The server waited until she chose coffee.
When they were alone again, Celeste said, “He told me you hated me.”
“I didn’t know you.”
“He said you sent flowers to our wedding as a threat.”
Evelyn remembered the order. White ranunculus and olive branches. The card had said, Wishing you peace.
“I sent flowers because Margaret told me not sending them would look bitter.”
Celeste let out a short breath. “That sounds like her.”
“Yes.”
“I threw away the card.”
“That was your right.”
“It said peace.”
Evelyn said nothing.
Celeste rubbed her thumb along the edge of the glass. “I thought it meant you knew we wouldn’t have any.”
“Did you?”
“What?”
“Have peace.”
Celeste looked toward her lawyer. The lawyer did not answer for her.
“Sometimes,” Celeste said. “When nobody needed anything.”
The coffee arrived. She added sugar, stirred, then left the spoon in the cup.
“My father died when I was twenty-eight,” she said. “He left my sister and me a small apartment building in San Jose. Victor said holding real estate personally was inefficient. Blue Cedar bought my interest last year.”
“For how much?”
“One point six million.”
“Was it paid?”
“A note.”
Evelyn felt the shape of the problem before Celeste finished.
“Blue Cedar owes you?”
“Yes.”
“Secured by what?”
“He said the development interests.”
“Do you have the documents?”
“My lawyer is reviewing them.”
Celeste’s lawyer slid a copy across the table.
The note was subordinate to all present and future Blue Cedar debt. It carried no collateral description. Payments could be deferred at the borrower’s discretion for five years.
Evelyn read it once.
Celeste watched her face. “It’s bad.”
“Yes.”
“How bad?”
“You should rely on your lawyer.”
“I’m asking the woman who owns the land under his company.”
Evelyn set down the paper. “Blue Cedar may have limited value without access rights from the vineyard. If the Northstar agreement is challenged or the permits fail, repayment could be difficult.”
“So he bought my building with paper.”
“That may be what happened.”
May you like
Celeste stared into the coffee. “He said selling it would simplify our life.”
“Did you receive independent advice?”
