Chapter 350 The Bausch & Lomb Acquisition Case Concludes Perfectly
Chapter 350 The Bausch & Lomb Acquisition Case Concludes Perfectly
Chapter 350 The Bausch & Lomb Acquisition Case Concludes Perfectly
Saturday, July 23, at 3:40 PM.
The conference room on the third floor of Morgan Trust Bank was bustling with activity. Although the meeting was scheduled for 4 p.m., all the guests had arrived well in advance.
People sat around the conference table, chatting and sipping black tea with milk and sugar. A newly purchased commercial electric fan stood at one end of the hall, its powerful airflow bringing a refreshing coolness to the room.
Larry greeted Dr. Lomb's three sons, then sat down in his seat with a smile, his fingertips lightly tapping a document with a gold-embossed cover—"Bausch & Lomb Corporation Asset Split and Debt Settlement Statement."
Larry wasn't wearing a suit, just a white shirt, and as usual, he rolled up his cuffs to reveal his wrists.
At the other end of the long table, Samuel Sachs was seizing the opportunity to ingratiate himself with several senior partners at Morgan Bank.
Meanwhile, George Eastman, the founder of Kodak, was wiping his glasses and incidentally wiping away tears from the corners of his eyes with a handkerchief before putting his glasses back on and smiling at Larry.
"Is your eye condition still not better?" Larry asked with concern.
Eastman smiled. "That's life. I don't expect a full recovery; I'll be content as long as it's not this tormenting."
Eastman also held a debt settlement report in his hand. The two looked at the reports in their hands and smiled at each other.
Seeing that no one was watching him, Eastman turned to Larry and lowered his voice, saying, "I don't know where you found Goldman Sachs? It's a small, unknown firm. But their service and their professionalism amazed me!"
Larry laughed and said, "I greatly admire both of Goldman Sachs' general managers. Perhaps this company will achieve something in the next 100 years—"
The two were chatting when the conference room door opened. Several small and medium-sized shareholders of Bausch & Lomb were ushered in, and the last to enter was the German, Schmeisser.
His figure remained tall and imposing, and he wore a distinctly European-style round-edged shirt. His gaze swept across the conference room only slightly before accurately locating Larry.
He strode over to Larry with his long legs, a faint smile already on his face.
"Mr. Livingston! Mr. Herzog asked me to attend this meeting on his behalf. It's an honor to see you here again."
The two held hands tightly, and Larry said with a smile, "Time flies, it's been almost three months in the blink of an eye—didn't you go back to Europe? You're back so soon?"
'
"My main job is in the United States—to be honest, if I had a choice, I'd rather live in the New World forever," Schmeisser replied with a smile.
The two exchanged a few pleasantries, and only returned to their seats when they saw George Whitney, the host from Morgan Bank, enter.
Whitney waited until everyone was seated quietly before taking her speech, standing at the head of the conference table, and smiling as she addressed the audience.
"Welcome to all the shareholder representatives attending the meeting. The asset restructuring and debt settlement of Bausch & Lomb have been completed. On behalf of Morgan Stanley and the syndicate that participated in this acquisition, I would like to give a detailed summary of the project."
Applause and whispers filled the hall.
Over the next ten minutes, Whitney and his two lawyers gave a frank and comprehensive breakdown of the entire project without reservation.
In subsequent acquisitions, original shareholders were not required to attend such meetings, since it was their own company that was being split up—especially when they saw others getting something for nothing, or even using their own unnoticed asset appreciation to pay off the interest on the acquiring company—they would feel somewhat resentful.
However, in these business negotiations, the original shareholders must be present. And in order to cultivate their gentlemanly demeanor, even if they suffer a loss, they must pretend to be nonchalant and magnanimous.
The three brothers' relaxed expressions seemed somewhat forced, but when Henry Len heard the details of the company being split up and sold, his face still showed a mixture of regret and painful displeasure.
After Whitney finished speaking, Sachs stood up and opened a strange machine that looked like a square metal box.
Inside the metal box was a bright gas lamp. When lit, the mirror reflected the light, casting a beam onto the wall of the conference room.
"Please draw the curtains!" Sachs instructed. After the Morgan Bank staff drew the curtains, the room became darker, but the light and shadow projected onto the wall by the machine also became brighter.
"A slide projector! This is an amazing machine that I discovered while organizing Bausch & Lomb's emerging projects." Sachs said to the audience, and strangely, he didn't have any accent problems.
He patted the projector and said to everyone, "This is a great experiment from Bausch & Lomb. I will use this projector to demonstrate to you the structural diagram of Bausch & Lomb."
As he spoke, he placed a specially made film in front of the projector, and the wall displayed the disassembly process of Bausch & Lomb products.
A low gasp escaped everyone's lips. Whitney, looking at the product diagram projected on the wall, exclaimed in admiration, "What a truly useful invention!"
Only the three brothers with doctorates remained expressionless, because this project was also a reserve project for Bausch & Lomb.
Sachs, facing the projector, began to explain in detail the asset disposal process. The gist was how syndicated loans were used to repay shareholder investments first, and then, under Mr. George Eastman's leadership, the company, all fixed assets, and real estate were assessed and sold.
To his "surprise," the spin-off of Bausch & Lomb yielded a cash valuation far exceeding its book assets. This gain offset the syndicate's interest expenses, allowing the acquisition to be completed in just three months.
The next step was to confirm ownership, witnessed by a lawyer. The split companies were claimed by Zeiss and Kodak, respectively, and the two individuals were required to sign the legal documents.
Finally, we come to the company's most unique and "lightest" assets: military projects and innovation projects that are still in the research and development stage.
At this point in the agenda, Whitney turned to Larry and announced loudly, "The Innovation Division has been acquired by Mr. Larry Livingston, who plans to transform the company into Livermore Optics Manufacturing. Payment terms: zero cash! Inheritance of the original team and patents—Mr. Livingston, please come forward to sign the legal documents."
Under the watchful eyes of everyone present, Larry stood up and walked to his seat at the conference table to sign the agreement.
Just as Larry was about to sign, Henry Len, sitting in the audience, suddenly asked, "So, this slide projector—or what we internally call a projection lamp—is also under Livingston Optical Manufacturing Company?"
Larry looked up at him and answered affirmatively, "Yes! This is also a machine that hasn't really started production yet."
Henry Len opened his mouth, but didn't say anything—but it was clear that the co-founder of Bausch & Lomb was unhappy that Larry had gotten their innovation division for free.
Whitney quickly came to Larry's rescue, laughing as he said, "My God! Mr. Livingston, everyone else is taking company assets that are about to make money. How could you be so foolish as to take the military and innovation divisions? These are money-burning holes!"
Larry smiled in response to their kindness before continuing, "That's how it should be! The two investors take the assets that can be liquidated immediately, while I take on the burden of Bausch & Lomb. It's fair to me, isn't it?"
Larry's words subtly reminded everyone that although he seemed to have acquired a company for free—this company required continuous investment and was a money-burning project. So, none of you should be envious of me!
Hearing Larry's words, George Eastman quickly tried to smooth things over, "Livingston, how about I trade you my tinted glasses? I'd like to share this fairness too."
"Come on! I'm not going to trade your glasses for my projector lamp! I'm not nearsighted," Larry shouted.
A low chuckle rippled through the room, silencing the old shareholders.
Larry then smiled and filled in his name on the property ownership document.
Ultimately, the Bausch & Lomb brand was actually taken over by Kodak. Most of the magic mirror technicians were also relocated to Kodak's new factory.
But for Eastman, it didn't cost much. They received consideration for the buyout of 19.8% of their shares, and most of the $100 million investment came from Mr. Porter's fund.
The Germans mainly took the patents, as well as Zeiss's marketing department—Schmeisser planned to merge them into Zeiss's New York branch to prepare for the subsequent entry of their own products into the US market.
Larry's New Livermore Optical Manufacturing Company is only an idea; it hasn't actually been established yet. Even the location for its establishment hasn't been decided.
After deducting payments to Goldman Sachs and legal fees, the remaining funds from the Bausch & Lomb split amounted to $3.48.
The old and new shareholders unanimously decided to return this money to Dr. and Mr. Lun so that they can enjoy their retirement in peace!
Whitney confirmed that all existing shareholders had received consideration for their shares before adjourning the meeting.
The shareholders attending the meeting stood up with complex expressions, and the three brothers stared at Larry with very complicated looks in their eyes.
Only Mr. Henry Len came over. He stroked the projector and sighed softly. "Mr. Livingston, I hope you can turn all the innovative projects that Bausch & Lomb has accumulated into reality. I have always had a dream that this kind of projector can be used in every middle and elementary school in America in the future. That would be something we can be proud of."
Larry nodded and solemnly said to the old man, "Don't worry! Your wish is also my wish."
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The old man gave Larry a deep look, then turned and slowly walked away.
There was some free time before the dinner. George Eastman led Larry to the small meeting room next door.
Here, five young engineers and technicians sat bored in their chairs. Eastman walked in, accompanied by a young man.
All five of them stood up.
"Let me introduce you, Larry. These are your five main engineers! They're in charge of Kodak—no, I mean, the former Bausch & Lomb's military and innovation projects—"
Larry raised his eyebrows and shook hands with each of the five men with a smile.
"Welcome! Let me guess, in the long-established Bausch & Lomb, it's probably only young talents like you, who are good at discovering and unafraid of making mistakes, who can take on military projects!"
The five people had just been wondering, "This young man is actually our new boss?" Now, hearing the compliment, they all smiled sheepishly.
"Actually, we were assigned to this new project because we're young. The older technicians prefer grinding lenses—" one of the younger technicians replied.
"Wait a minute! I want to ask first—who led Bausch & Lomb's movie projector projector projector projector?" Larry asked with a smile.
The young technician who had just spoken raised his hand. "It's me, sir!"
Larry smiled at him. "I just saw a demo unit in the lobby, and I think it's kind of like an upgrade to a projector—but your lenses have changed the projection effect. Excellent!"
The young man was clearly not used to being praised to his face, so he said, "But the patent for the movie projector is still in Mr. Edison's hands. If we want to improve this patent, we have to buy it from him! That will cost a lot of money."
"Approximately how much will it cost?"
"At least—it'll have to be $20000, right?" The other person stared at Larry with a question in their eyes, as if to say: Are you really planning to continue investing in this project?
Larry smiled and asked another question, "What's your name?"
"Harry Fairchild," the young technician replied.
"Okay, Harry! You're the engineer on this project. Do you believe movies can change the world?"
The young man paused for a moment, then nodded emphatically, "I believe you!"
"That's enough! Because I believe it too!" Larry smiled and looked at the five men, then asked, "Gentlemen, your teams. Now you have a choice—either settle down in Boston, and I will buy you a piece of land there;
"Either you all move to New York, or I have a piece of industrial land by the river here. That will become the new Livermore Optics. The choice is yours."
This was the most pressing issue for these young engineers. They had received word from Eastman that their team would most likely be relocating from Rochester. However, they hadn't expected their new boss to offer two options.
The five people discussed it for a while but couldn't reach a consensus. The young man named Harry raised his head and boldly asked...
"Mr. Livingston? We're all at a loss. If you were faced with this choice, what would you choose?"
The young man's words drew everyone's attention. Even Eastman was curious about Larry's choice.
Larry laughed and said, "I'll choose the one with the higher salary! Typical engineering student, no one even asked me what my future salary and benefits would be! They're really just considering the city I want to live in."
Everyone smiled; they had just met their new boss and hadn't expected him to be so humorous.
Before anyone could ask, Larry solemnly said, "Tell the rest of your five teams that no matter which city you choose, I will cover your rent for the first five years, and your salaries will increase by 25%. I will unconditionally fund your research projects, with annual research funding of no less than $5."
"If you can bring products like this world-changing movie projector and military periscope to market-accepted manufacturing standards, I will grant you half of the patent rights, and the other half will belong to the company."
Larry's generous statement sent a collective gasp through the five young technicians, their eyes filled with astonishment and burning anticipation for the future. While these days, an individual might only have the right to be named on a company's patents, patent licensing or sales could bring in a substantial portion of the cash.
"But—funding, this requires a lot of funding!" the young engineer Harry suddenly said.
Larry turned to him, smiled, and said, "Don't worry about the money. The innovation department is now mine."
Everything you do in the future is for Livermore Optics.
Your lab, your team, and your dreams are all deeply intertwined with mine.
My request is very simple—you continue your research and development, and together we'll change the world!
Meanwhile, on the fifth floor of Morgan Bank, JP Morgan was also holding a copy of the "Bausch & Lomb Corporation Asset Breakdown and Debt Settlement Statement" in gold lettering in one hand and a cigar in the other, carefully examining it.
After reading the report, Morgan took off his glasses and stared at the cover without saying a word.
Secretary McKinley dared not disturb Mr. Morgan's contemplation, and simply stood quietly by the side of his desk, waiting.
After a while, Morgan suddenly raised his voice and asked, "Where is my dear son? Call him here! Let him see this report!"
As he spoke, Morgan slammed the report onto the table.
"Three months! Just three months! Mr. Livingston didn't spend a single penny and secured a project worth nearly $3 million! Not only did he get a company for free, but he also made friends with all his previous competitors—"
But what about my dear son? While Livingston is achieving such results at such a young age, what is he doing? Is he off seeing that pretty girl from Kentucky again?!
Morgan became more and more excited as he spoke, and the ash from his cigar fell from his fingers onto the table.
McKinley did not answer.
The two had long ago reached an understanding. Mr. Morgan knew that his secretary's silence only meant one thing—that his guess was correct.
My son has already gotten off work.
After a long silence, Morgan suddenly sighed and muttered to himself, "This little guy—I'd better pray I live a long and healthy life. Otherwise, Larry Livingston will eat him alive, leaving not a trace—"
Silence fell in the room once again.
After a while, McKinley suddenly asked, "Are you going to a celebration dinner later?"
"I'm not going! It has nothing to do with me," Morgan blurted out.
"Okay, then I'll take my leave!" McKinley bowed slightly.
"Wait!" Morgan suddenly called out to his secretary, then took a scratched gold coin from his suit pocket and handed it to his secretary.
"What is this?" McKinley asked, holding the gold coin in both hands with a look of surprise on his face.
This is no ordinary gold coin! It is a Roman dinar from the first century BC. More importantly, this coin was Morgan's personal property.
Mr. Morgan often held this gold coin in his hand and played with it. The surface of the coin was covered with historical scratches, clearly having passed through the hands of countless powerful people.
"Give it to him! This is my reward," Morgan said.
McKinley took a deep breath, his face showing barely suppressed surprise.
“Tell Larry,” Morgan said after a moment’s thought, “that this gold coin has witnessed the rise and fall of empires, but it has never spoken. May he understand the silence of the coin, and not just listen to the noise of the market.”
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