Hoshino paused, taken aback.
"Bring in an outside consulting firm to determine the merger plan? That's a major move."
"Exactly. If we haggle with Bandai ourselves, it's a waste of time and gives them an excuse to accuse us of bullying them with our size." Takuya Nakayama walked back to his desk and leaned on it with both hands. "Let Richard and his Wall Street vampires handle it. We'll use the same gold standard we applied during Sega's internal restructuring!"
"A dual-track audit?"
"More than just an audit." Takuya Nakayama held up two fingers, his tone turning icy. "I want the most rigorous, transparent integration plan possible! Every single piece of Bandai's underlying financial data, personnel files, and inventory details must be fully disclosed to Sega and subject to a line-by-line audit by the third-party firm! If anyone dares to obstruct this, have the Legal Department send a cease-and-desist letter and initiate legal proceedings immediately!"
He paused, then continued, "As for the management structure, we'll completely dismantle their decaying old system. Abolish their so-called IP Management Committee. After the merger, Bandai will retain only its production and distribution functions. All decision-making and approval authority will be consolidated at Sega Headquarters! We won't leave them a single scrap of power!"
Hoshino scribbled furiously in his notebook, the pen scratching against the paper. He couldn't help but feel a pang of sympathy for the old guard at Bandai.
"What about Makoto Yamashina?" Hoshino asked. "Chuta Mitsui mentioned that Yamashina offended a lot of people to push this merger through. If we squeeze them too hard on the terms, he might fight back."
"Makoto Yamashina..." Takuya Nakayama stroked his chin, a wry smile playing on his lips. "We'll buy out whatever shares he's willing to sell. Sega can afford it—consider it the price for a clean break. If he wants, we can even let him keep the title of Bandai President on paper. We'll give him plenty of face in the public announcement so he can save his dignity."
"But," Nakayama's tone shifted, turning as sharp and unyielding as a drawn sword, "Bandai's entire operating system must be completely and utterly integrated into Sega's framework! From now on, Yamashina will be nothing more than a figurehead who stamps documents. As for interfering in actual business operations? Not a chance!"
Hoshino snapped his laptop shut and replied decisively, "Understood. I'll contact Richard immediately and have him bring his team in. Those Americans are ruthless auditors—Bandai's in for a rough ride."
"Tell Richard that time is of the essence; I only care about results," Takuya Nakayama said, settling back into his chair and picking up a new document. "Also, tell them to consult Director Hattori closely on the design. After all, much of the integration work and the post-merger structure will inevitably center around Sega Galaxy." He added, "I want a flawless integration plan on my desk before next month's Board meeting—one that the old bones at Bandai can't find a single flaw in!"
Hoshino bowed deeply, then turned and strode out of the office.
The next day, Chuta Mitsui stood outside the Executive Office, his palms sweating as he gripped the handle of his briefcase.
The heavy wooden door swung open from the inside, but it wasn't Takuya Nakayama who emerged. Instead, it was Director Hoshino.
Hoshino thrust a bulging manila envelope directly into Chuta Mitsui's arms.
"Hoshino-san, the Managing Director—" Chuta Mitsui hurried forward to meet him.
"The Managing Director is in a meeting. He has no time to see you," Hoshino said, his expression blank. He pointed to the bulging envelope. "This is the draft Bandai sent over. The Managing Director wants you to return it exactly as it is for President Yamashina to review."
Chuta Mitsui glanced down.
A large, red-and-yellow sticky note peeked out from the edge of the envelope, covered in dense handwriting.
He swallowed hard, dared not ask another question, and bowed before turning to hurry toward the elevator.
Bandai Headquarters, President's Office.
Makoto Yamashina sat in a spacious leather swivel chair, his gaze fixed on Chuta Mitsui as he entered the room.
Chuta Mitsui placed the envelope on the desk.
"What did Takuya Nakayama say?" Yamashina's voice was hoarse.
Chuta Mitsui straightened his posture and took a deep breath.
He decided to take all the humiliation he had endured at Sega, along with Takuya Nakayama's exact words, and throw them right back in Makoto Yamashina's face.
"Executive Director Nakayama didn't even show his face," Chuta Mitsui said, meeting Yamashina's gaze. "He had his subordinate return this draft."
"His exact words were: 'The people at Bandai are still stuck in the Showa Era. They want Sega's money to save them, yet they're trying to carve out a state within a state inside Sega. They want to have their cake and eat it too.'"
Makoto Yamashina's facial muscles twitched. His sallow complexion instantly flushed a deep purple.
"He also said, 'They're practically in the ICU, yet they're still trying to pick the feng shui of their hospital room,'" Chuta Mitsui added, twisting the knife. "Sega will absolutely not accept a merger with such strings attached. They will send a joint team from PricewaterhouseCoopers and McKinsey to Bandai to conduct a comprehensive dual-track audit."
"How dare he!" Makoto Yamashina slammed the table, making the coffee cup rattle. "What does he take Bandai for? A fat sheep ready for the slaughter?!"
Chuta Mitsui didn't respond, quietly watching Yamashina's outburst.
Yamashina gasped for air, his chest heaving violently.
After venting his fury, he slumped back into his chair, defeated.
Isn't Bandai just a fat sheep ready for the slaughter right now?
"What else does he demand?" Yamashina's voice had grown weak.
"Completely dismantle Bandai's existing management structure. Abolish the IP Management Committee. All decision-making power will be centralized at Sega headquarters." Chuta Mitsui paused, then dropped the final and most crucial piece of information. "However, Executive Director Nakayama has also made a promise."
Makoto Yamashina snapped his head up.
"Sega is willing to fully buy out your shares at market value," Chuta Mitsui said, enunciating every word. "The position of President of the Bandai subsidiary will remain yours. When the public announcement is made, Sega will show you the utmost respect."
At these words, Makoto Yamashina's tense shoulders instantly slumped.
He let out a long, heavy sigh, his expression shifting through a range of emotions before settling on the relief of a survivor.
His bottom line had been preserved.
As long as he could cash out his shares and keep the title of President, he couldn't bring himself to care about the rest.
Makoto Yamashina reached out, untied the string of the document folder, and pulled out the draft.
The pages were covered in shocking red-ink annotations.
He flipped through a few pages, his gaze falling on the circled supplementary clauses.
Personnel appointments and removals require the approval of a majority of the original Board of Directors.
An independent financial auditing system shall be maintained.
Core IP shall be independently reviewed and approved by a committee composed of Bandai veterans.
The more Makoto Yamashina read, the darker his expression became.
To expedite the merger, he had delegated the drafting of the agreement to his subordinates without reviewing every detail himself.
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