Heywood

Warning To Our Readers: 

This Post May Be Deemed To Contain Inappropriate Material

During the late 1990’s when I was practicing law, my firm hired a new associate.  He was a nice guy, but entirely clueless, without experience or even common sense.  As was our practice at the time, we generally played funny, but always good natured, practical jokes on “the new guy” during his initiation period at the firm.

For a period of time, a transvestite prostitute had continually called our office and, notwithstanding admonitions by our receptionist that the person sought was not at our number, continued to leave voicemail messages in our general mailbox for this unknown person soliciting his interest and leaving a phone number, which was a Los Angeles, California number.

With the help of our receptionist, we left messages for “the new guy” from “Heywood Djabömé”, pronounced “hey would dja blow may”, including the phone number of the prostitute.  Each time, “the new guy” would call the phone number, not listen to the message, but leave a message of his own asking the prostitute to call him back.  This went on for approximately one month.

            One evening, I, two others from our firm, and the “new guy” were at the financial printer for a client and “the new guy” asked if any of us had heard of “Heywood Djabömé”.  We all kept straight faces when he told of the numerous calls that he had placed, never to receive a call back.  We suggested that he call again as it was late in New York, but still early in Los Angeles.  He did.

            The prostitute actually answered and our associate said, “Is Heywood Djabömé there?  I am looking for Heywood Djabömé.”  He realized that he had been spoofed.  We all laughed and he hung up the phone.

            Fast forward 14 years.

            I relayed this story to Andrew and it became an instant classic.

            At New World, we often play tricks on each other.  Our conference bridge provider requires that you announce yourself and then replays your name to all call participants prior to admitting to the conference call.  As a result, we often enter conference calls that include only our internal people by announcing ridiculous names, “Lord and Lady Douchebag”, “Miles Long”, etc.

            We were scheduled to have an internal staff only conference call one morning at 11am during which we would prepare for a prospective client call scheduled for 12pm.  This prospective client had a very interesting project for New World and were eager to not only make a good impression, but to secure the opportunity for our firm.  I entered the call and announced myself and was shocked when the prospective client, a young, highly educated, and successful woman, was on the phone.  I began explaining that I thought our call was scheduled for 12 pm, and, knowing how internal calls usually start, I immediately texted Andrew to warn him.  I was too late.  I heard the “ding” announcing a new participant arriving and then heard  in Andrew’s voice “Heywood Djabömé” followed by the mechanical voice “has joined the call”.  

            A feeling of utter dread, horror, and embarrassment immediately overtook me.  My only chance to salvage this disaster was to play dumb.  I said in a questioning voice, “Andrew?  Is that you? We have [name of prospective client] on the phone for our call.”  Immediately, I heard a click, a “ding” announcing a participant departure and heard “Heywood Djabömé”, again in Andrew’s voice, followed by “has left the call.”  I told our prospective client that I did not believe that the caller was Andrew and that I would put her on hold while I called him.  One minute later, I heard the “ding” of arrival, and in an unusually deep voice, “Andrew”, followed by “has joined the call”.  Andrew’s deeper than usual tone continued throughout the call.

            Our prospective client never said a word. 

The "Quick No"

Our business requires that we review a voluminous number of business plans, executive summaries, and termsheets.  As a matter of fact, I would estimate that these reviews constitute the single most time-consuming aspect of our business.  Our intent is always to select the firms and people for whom we can be most effective in assisting them to achieve their business objectives.  This often requires us to make introductions to, or partner with, other firms or individuals to assist a client.  At times, these potential partners (and you know who you are  ;-)) often do not say yes and do not say no.  For the record, we prefer a quick "no" to a lack of decision.  Just food for thought.

"Hotels"

Don't you hate when two groups of New World folks are flown by different clients at the same time to the same city and one client puts up their group at the beautiful Intercontinental and the other client puts up their group at Chet's Motor Court.  Fortunately, my group stayed at the Intercontinental. I really hated that.  

“I Am Very Disappointed”

Andrew and I decided to attend the reverse merger conference which took place in Las Vegas, Nevada.   The conference was held at the Palazzo, which, by the way, is spectacular and I highly recommend it.  Thanks to a great friend who has “connections”, we scored unbelievable accommodations in the hotel.  In particular, my room was about 1,500 square feet, had a sunken living room/conference area and two large flat screen televisions.  Andrew’s room – great, but it couldn’t hold a candle to my room.

We arrived the day before the conference began and immediately ran into bankers and companies which we knew.   We had not even registered for the conference yet, and there we were in Las Vegas negotiating potential transactions.  This trip may just pay for itself.

After a couple of hours, Andrew and I decided to take “Andrew’s Grand Tour” of Las Vegas.  Andrew’s Grand Tour consists of sampling the finest martinis (aka Clear Thinkers) up and down the strip.  Just as an aside, it amazing how much time you can spend trying to understand craps after four or five clear thinkers – its still a mystery to me.  I have never been a fan of Las Vegas, but Andrew’s tour of the strip and the major casinos was pretty good. 

The next morning we were pretty groggy, but thought we better register for the conference.  On the way, we ran into more business contacts who immediately joined us in my palatial conference area to began structuring and negotiating a transaction with us.  These negotiations continued until early evening when they moved to the suite of one of the bankers.  Andrew went with them and I remained behind to prepare for a conference call that was scheduled for an hour or two later.  Before leaving, Andrew asked me to text him and remind regarding the call so that he could attend.

Fifteen minutes before the call, I texted Andrew and got no response.  With two minutes to go to call time, Andrew texted back that he was still negotiating.  I texted back sarcastically saying only, “I am disappointed”.  Thirty seconds into the call I heard commotion and running in the hall outside my room.  It sounded as if someone ran past my room and then ran back, followed by hysterical pounding on the door.  There was Andrew, sweating and out of breath, his jacket crumpled in his hands and his shirt untucked.  He said, “I ran as fast as I could from the other suite.  I’m sorry that I’m late. I didn’t want to disappoint you.”  I looked at him and burst out laughing. “I was only kidding”, I told him.  We couldn’t stop laughing and left the conference call on mute most of the time.  Fortunately, we weren’t asked to say very much.  

"We Know People"

Following the closing of our first transaction as a firm, Andrew and I arranged a road show for our client, the CEO of which and a director of which came to New York to meet bankers, lawyers, IR/PR professionals, etc.  Our clients are very good guys and their trip to NYC was filled with all of fun that one would expect from two out-of-towners taking their bite of “The Big Apple”. 

At the meetings, our clients were questioned as to all of the attributes of their company: business model; capital structure; etc.  At first, the initial meeting went well and Andrew and I had little need to intervene in their otherwise smooth presentation.  

Then it happened.  

A banker at the initial meeting asked “So what is your competitive advantage?”.   Based on our prior discussions, the client had numerous factual statements that could have been made in response to this question, any or all of which were true, forthright, and acceptable answers.   Our client simply answered “We know people”.   In response to the banker’s questioning look, and before Andrew or I could interject, our client repeated this answer.  At that moment, the otherwise positive meeting seemed to move through the space-time continuum as Andrew and I looked at each other with a sense of dread.  Silence hung in the air.  After what seemed like an eternity, the banker responded, “I understand.  It’s all personal relationships.  I get it.” 

I think my blood pressure dropped from pre-stroke to low.

Over our objections, the client gave this answer at each of the six meetings with investment bankers which we scheduled over the next two days.  They received indications of interest from five of the six bankers.

The moral of the story:  Irrespective of the amount of preparation, spontaneity and randomness have key roles in the outcome of events.  Stay calm and perhaps an unexpected random bizarre spontaneous answer to an otherwise simple question is the correct answer.

“There is Nothing Worse Than Karaoke in the Bayou”

Shortly after we organized New World Merchant Partners, we were retained by a former client of mine that owns and operates a technology-based company in what can only be called beautiful, but rural, Louisiana. As Andrew Glashow and I handle New World’s financial advisory and corporate finance activities, we hastily arranged a trip to see the facility and to meet management and other important personnel.

As Andrew was flying from Boston and I was flying from New York, we decided to take flights that would deliver us to Charlotte at approximately the same time so that we could review the materials together on our flight to New Orleans. Unfortunately, the only flights that worked in this regard left New York at 5:30am and left Boston at 6:30am. I thought that this was probably a good hour to travel as there would be no delays. In New York, it was amazing how many people were actually awake at 3:00am. Believe it or not, the ride to the airport was slow as a result of traffic. Additionally, security at the airport was actually crowded and slow. Go figure.

I arrived in Charlotte on time and boarded the next plane. There was no sign of Andrew, so I sent him several texts to inquire as to where he was and whether he would arrive in time for the flight. As the flight attendants started to close the doors, I received Andrew’s text – he was sprinting through the airport. As Andrew was not in his seat, which was next to mine, the flight attendant gave his seat to a standby passenger over my objections. Two minutes later, Andrew arrived and was graced with the window seat in the last row, which does not recline, and which was adjacent to the overly-perfumed lavatory. He was also lucky enough to be seated next to a “chatty Kathy”, a non-stop talker. Basically, Andrew entered “travel hell”. I was seated next to a woman who insisted on looking at everything which I was reading, and commenting on it. I stopped reading.

After arrival in New Orleans, Andrew and I went to pick up our rental car. As luck would have it, there was no reservation for Andrew Glashow, only for Andre Glashow. To this day, we often refer to Andrew as Andre.

Our client’s facility was located about three hours north of New Orleans, which meant that we travelled through the bayou, into Mississippi and then back into Louisiana. You can drive for hours and basically not see anything other than trees and the occasional car.

We spent the day at the client’s facility, and found its management, facility, business, and technology to be very impressive. We relaxed during the evening and joined our client for dinner and drinks before returning to our hotel.

When we arrived back at the hotel, we were informed by the staff that it was karaoke night and that we should head to hotel bar. The scene was out of a bad movie – drunk locals singing everything from Eddie Money to The Eagles to Guns ‘n Roses – sometimes with shirts on, sometimes with shirts off, sometimes even singing the wrong song. Its not that they were off-key or off-tempo – they had no key or tempo whatsoever. Lyrics simply did not have anything to do with the music. It was a “train wreck”. Our bartender, a woman with few remaining teeth and a few too many tattoos for anything other than the circus, was singing along at the top of her lungs.

A few “clear thinkers” in and Andrew and I got to witness what happens when crowds become ugly – one karaoke singer was just too touchy with a friend’s girlfriend and he was abruptly yanked off-stage by his “friends”. After the skuffle, the din continued and we concluded that there is nothing worse than karaoke in the bayou.

"Clear Thinkers"

Shortly after we founded New World Merchant Partners, Andrew, Joe, and I had to devote a substantial amount of time discussing the types of transactions on which we wanted to focus. We are all very different.

· Andrew could sell snow to an eskimo and can tell you in short order whether a particular transaction is capable of completion;

· Joe wants to build businesses as a principal – a long-term, capital intensive process that builds substantial equity if it is successful and correct choices are made and extremely costly and time-consuming if it is not successful or if we choose incorrectly; and

· I am an executor – my expertise is to review companies, determine proper transaction structure and remedial steps, determine proper participants in the transaction, and take all steps necessary to bring the transaction to closure.

I felt that each of these activities needed to be meshed together to give us short-, medium-, and long-term projects which would maximize our own opportunities for success. As you can imagine, there were numerous disagreements, all very good natured, regarding focus, timing, risk, etc.

We all found that our ability to create order out of our collective chaos was maximized with what my friend and client Bill Brock has termed “Clear Thinkers”. A “Clear Thinker” is a vodka martini, shaken, no vermouth, with either a couple of olives or a twist. After a few “Clear Thinkers”, we found that we all shared a pretty consistent vision of our initial operations with relatively few details subject to further discussion. We also found that the Whiskey Blue Lounge at the W Hotel at 49^th and Lexington Avenue in Manhattan is a particularly good venue for clear thinking.

The martini has been described as “the King of Cocktails”. Bernard DeVoto remarked “[The martini] . . . is the supreme American gift to world culture”, and Nikita Kruschev called the martini “ . . . America’s lethal weapon”.

For New World Merchant Partners and its principals, Andrew Glashow, Joe Berkovitz, and me (Bob Brown), the martini gave us our chance to focus, cut through the clutter with “clear thinking”, and determine a common platform upon which we would build New World Merchant Partners.