The Moral Bottom Line: What Happens when a Private Equity Firm Buys a Company

But you’ll never get to pick and choose
She’s bought you and sold you
There ain’t no shoestrings on Louise
  No Shoestrings on Louise
Lyrics by Bernie Taupin
(c) 1969 Dick James Music Ltd.

Once again, corporate America treats people like chess pieces.  When I got to work on the Monday morning after Thanksgiving, I was greeted with the following headline:  “Buyout Firms Said [to] Vie for World’s Largest Cigar Company.”  Continue reading

The Communication Continuum

      My eyes are blind, my ears can’t hear
And I cannot find the time
Tonight”, lyrics by Bernie Taupin
1976 Big Pig Music

I have this theory about communication in the workplace.  I developed this theory after working in a law department that had awful–no–virtually non-existent communication.  It was the first time I had ever encountered such a phenomenom.  Continue reading

And Now for Something Completely Different: Lawyer’s Love Song

Before we met
I thought my partner
Would be a lawyer
Just like me
Except he’d be a man
We’d speak our special language
Only lawyers understand
By day we’d argue subject matter jurisdiction
At night we’d lie in corporeal possession
This is my lawyer’s love song
The words are mostly latin
And I’m afraid they’re rather long
The main thing I need to express
Is res ipsa loquitor
Our love speaks for itself
With you I find
Accord and satisfaction
There’s no way to deny
Our mutual attraction
We should get into privity
I’d love to see your briefs
You’re my motion in limine
A prima facie case of masculinity
We all know love
Comes without a warranty
It might last forever
Or it might end terribly
But I’m sure my love for you
Supersedes my doubts and fears
With you, a covenant of love
Cannot possibly disappear

(c) 2014 Renata Manzo


The Downside of Managing Up

If it wasn’t for lies you’d be true
I know you could be just like you should
If it wasn’t for bad you’d be good
If It Wasn’t for Bad, B. Taupin (c)


I had lunch with a former colleague the other day, and I asked about her boss, who was also a friend of mine.  She said all the boss did was “manage up.”
Boy did that bring up some bad memories.  It seemed most managers and directors and up  at my former place of employment focused on managing up, to the detriment of the people they were supposed to be managing.

Continue reading

Town Halls — I’ve Seen that Movie Too

I can see by your eyes you must be lying
 When you think I don’t have a clue
 Baby you’re crazy
 If you think that you can fool me
 Because I’ve seen that movie too . .
  Between forcing smiles, with the knives in their eyes
 Well their actions become so absurd
I’ve Seen that Movie Too, lyrics by Bernie Taupin
© 1973 Dick James Music Limited
Corporations have turned the concept of Town Halls on its head
    Town hall meetings began in small New England towns where members of the local community were invited to present their ideas, voice their opinions, and ask questions of their local public figures, elected officials, or political candidates.

    Corporate America has turned this idea on its head.  Continue reading

Why am I doing this?

I tell you the truth can be painful
 And the mainstream of life can be cruel
 If you believe in your chances today
 you could be a fool, don’t you be a fool, oh no
Up the Revolution, by Barry Gibb, Robin Gibb, Maurice Gibb, David English
© 1986 (unknown)

Right after (by that I mean, the same day)  I revived the blog, a dear friend sent me an e-mail.  After admitting she had not read the blog, she warned me that if I was going to look for employment in the future I should not say anything negative that could be seen, because this stuff gets seen.

Well, that’s kind of the idea of the blog.  I want these things to be seen.  No one is paying attention to what’s going on in corporate America; maybe if enough people like me keep talking about it, someone might finally pay attention.

I’m not worried about my future in corporate America.  That ship has sailed.  I’ll go work in McDonalds if I have to.  

Besides, this is not just about me.   Yes, I’m still angry about how I was treated, but I’m even more angry about how some of the people I worked with—the most dedicated, honest and hardworking people I have ever met—were treated.  I watched people get promoted not because they had the right skill set, but because they were friends with the right people.  Or, as my always graphic husband puts it:  “it’s not who you know, it’s who you blow.” 

I was always the one who spoke out about something that seemed to be bothering the collective.  But most people are afraid to speak out because that might be “a career limiting move”.   I don’t blame them at all.  Self-preservation is very important, especially when you have a family to support.  We all have to do that.  I should keep my mouth shut, swallow hard and mind my own business.

But I can’t, and usually it is to my own detriment.    I got kicked out of my seventh grade science class permanently because I told the teacher, in class, in front of everyone, that he spent too much time lecturing us about failing, when most of us were working hard in class.  By most of us, I meant me, because I had no way of knowing how many kids in the class were in fact failing.  So I became the self-selected spokesman for all of us maligned and bored kids.  I spent the rest of the semester in the library researching evolution.   Funny, I didn’t mind.  I wrote a hell of a report on the subject. 

Yup, the die is cast for me.   These are important issues and they are worth speaking out about.   Even if no one but the choir is listening. 



On that heavy note, let’s lighten things up.   Today I offer you my takeoff  of  “Benny and the Jets.”    My version is “Penny, Place your Bets.”  If you can guess what show I was watching right before I wrote it, please leave me a comment with your answer. 

And please share this blog.  This  week I’ve made 27 cents in ad revenue!

Hey girls, let’s all go to Vegas
Penny left her boyfriend
And she wants to make him jealous
We’ll see a show or two
So come along
She’s gonna spend his hard-earned money
Until it’s all gone.

Say, Amy and Bernie have you seen her yet?
What’s taking her so long?
P-P-P-P Penny place your bets
Oh but her hair’s not perfect yet
Oh girl won’t you please come down
She’s got a sparkly dress
She likes to look her best
We’ll miss the free drinks when they come around
P-P-P-P Penny place your bets

Now we’re ready to get started
Maybe it’s useless
But Penny throws dice farther
We’ll play some craps until our favorite show
Then we’ll listen to the red piano
Until it’s time to go . . .

(c)  2014 Renata Manzo


I’m Back, I’m Still Standing and I’m gainfully employed

And I gotta get a meal ticket
To survive you need a meal ticket
To stay alive you need a meal ticket
Feel no pain, no pain
No regret, no regret
When the line’s been signed
You’re someone else
Do yourself a favor, the meal ticket does the rest
“Meal Ticket,”  Bernie Taupin

It has been a while, hasn’t it?  My last entry was in March, right before I started my job search.  Because I can split my focus in only so many slices, I decided I needed to concentrate on finding a new job.  By March I was feeling much better (but you should see me now!) and started my job search in earnest.  I sent out over 25 resumes, and only got three interviews.  But one is all it takes, right?
I almost didn’t send my resume to my new employer.  It was for another tobacco company, and I wasn’t sure that is what I wanted to do.  Plus, I could tell by the job description that it would be a step backwards in terms of my career (what career, I thought?)  And, the pay was a steep drop from what I was used to. But I figured, what the heck?
I received a call from an HR manager almost immediately.   After buying a new suit, having not worn one for years, and dyeing my beloved gray hair brown again, I embarked on a series of interviews, first with the GC and the one other lawyer in the company, then with the GC of the parent company in Denmark, and then finally with the presidents of the three U.S. subsidiaries for which I would provide legal services.
I was not sure how to take the GC when I first met him.   He was missing something. What was it?  Oh, yeah, I finally realized what he was missing– that giant rod up his butt that the lawyers at my old job all had secured firmly up their derrieres.   Instead, he was personable and very forthcoming about everything– the good, the bad and the ugly. This man holds nothing back.
He was looking for someone with tobacco experience, and I fit the bill.
Long story short, I took the job.
Almost immediately, the other lawyer resigned.
Crap, what have I gotten myself into?
The other lawyer wanted to make more money, so he left.  Too bad.  In the short time I got to know him, I liked him a lot.  But I could tell he was ready to move on the greener pastures.
Fortunately, the departing attorney knew of a lawyer from D.C. who wanted to move back to Richmond, and who also had FDA experience, which the company needed because of the impending federal regulations.  More on that later.
Although I asked a lot of questions about the corporate culture, having been through the meat grinder before, I still had some trepidation about the new job.   I think that’s normal.  But during the first few weeks, I had trouble adapting to the lack of stress.   I kept waiting for the other shoe to drop.
On the Friday of my first week, I thought it had.  I received an e-mail from the GC with no subject line.  Uh, oh, I thought.  Here it comes.
To understand why I was concerned, you have to understand what I was used to.  At my previous job, I saw the GC maybe four times a year.  And her communication skills made a mime seem talkative.  We rarely received a communication directly from her.  Mostly they came through her management team, and it was hit or miss as to whether the message made its way down to the minion level where I toiled.
When we did receive an e-mail directly from her, you could almost hear the intake of breath from the other lawyers as it popped onto their screens.  News directly from her was rarely good.  Often, it involved new assignments for some of the lawyers.  She liked to re-arrange the deck chairs about once a year, just to keep everyone on their toes.  And the e-mail would be the first time anyone learned about the new assignments, including, I imagine, the lawyers who were being reassigned.  (Maybe not, but I’ll never know because, as I’ve mentioned, communication in the law department there was tantamount to non-existent.  Corps in a morgue have better communication skills.
So, on this Friday in May, when I saw this e-mail from the GC, my thoughts were racing around my head.  Had I screwed up already?  Had I stepped onto a landmine?  Walked into a buzz saw? Had I pissed off a VP so soon?  I hadn’t even talked to one yet.  Boy, that was fast.  I held my breath as I opened the message.
The e-mail contained only one thing– a link to a website.  I clicked on the link.
It took me to the Krispy Kreme website.  They were giving away free donuts on Saturday.
I just about fell out of my chair.  The GC, the person who has the ear of the President of the Company, the guy (in this case) who deals with all of the most serious legal issues facing the company, took the time to send out a link to the Krispy Kreme website.
I felt like I had gone from the Twilight Zone to Romper Room.  But not in a bad way, I promise you.  I don’t mean to suggest that this place was like a kindergarten. Quite the opposite, in fact.  I was finally being treated like a professional again, something I had not enjoyed since my days at H&W.
No, what I mean is this, and this was the toughest thing for me to get used to–
My new boss has a sense of humor.

Dancing in the End Zone

They say every dark cloud has a silver lining, and this unfortunate sabbatical has had several.  Today I want to talk about one of them– football.  Yes, football. .

I did not grow up in a sports family, far from it.  My dad taught me how to play the piano, not how to throw a curveball.  We went to see the Symphony, not the Redskins.  I saw George C. Scott at the Lyric Theatre in Baltimore, but never saw one game of the 1969 World Series, which was played a mere 20 miles away. Saturdays were spent listening to the New York Metropolitan Opera on the radio, not watching sports.  My dad’s idols were Mozart, not Montana, Beethoven, not Butkis. Joe Namath was just a guy who wore pantyhose.

Naturally I did not play any sports in school, either. I was always the last one chosen for volleyball and softball teams. I was the Sheldon Cooper of Glen Burnie High School (but not nearly as smart).  My college required two semesters of a sport, so I took tennis.  I loved the game so much I took lessons all through law school and during the Missing Years.  I played a couple of times a week.  But I was never able to get the ball over the net more than three times in a row.  I’m not exaggerating. Picture Sheldon’s girlfriend Amy Farrah Fowler trying to play tennis, and you’ve got me.  After a while, no one would play with me because I was so bad.

So I never watched sports and I can’t play sports.  As a result, I have no interest in sports, either playing or watching.  That’s why I like to hike. At least I can put one foot in front of the other, although I do fall down a lot.

I had never seen a football game until I started dating Billy.  His family would spend Sunday afternoons watching the Redskins and picking crabs.  Since I didn’t watch the game, I was able to pick a lot more crabs than anyone else.  Early in my marriage, my mother in law told me if I loved my husband, I would learn to love football.  Well, it took me 32 years to do that.

Last fall, Guido was one of the captains of his football team.  They had a great team and an excellent chance of winning the state championship. I promised both Billy and Guido that I would attend as many games as I could. I knew that the boys checked the stands at every game to find their parents.  I had to be there.

The games were played at 4 p.m. on Fridays, which you would think would be a good time to get away from work. But I spent much of Guido’s first game behind the bleachers, on the phone for work.  This was just a few weeks before my breakdown and I know it helped to precipitate it.

When I sat down on the bleachers, I made the mistake of checking my e-mail.  I had a message from a VP, who needed me to do some legal research ASAP for a very URGENT MATTER!!.  This was at 4:15.  I called outside counsel, who was an expert on the topic.  I can’t say what the question was, but the answer was a resounding NO.  There was a teeny tiny loophole, but counsel said it was a long shot and would require a written opinion from the agency, which would take months. The VP needed the answer by Monday.

When I told the VP the answer was no, he told me to keep looking anyway and see if the loophole would apply.  I spent most the game and half of Saturday hopping down this rabbit hole.  It turns out that the question had been asked many, many times before and the answer had always been NO.  And the VP knew this.

While I was dealing with this pointless fire drill, I missed the first touchdown of the season, which was scored by– yup, my son. I was livid. If the legal issue had been legitimate, I wouldn’t have minded missing my son’s first game as captain.  But it was not.  The purpose had been to help another VP avoid being embarrassed. I knew then that I could not go on like this, no matter how much they paid me.

Two weeks later I broke down.  As a result, I got to watch every one of my son’s games, both at home and away.   During the first month or so, however,  it was all I could do to get to the games.  In addition to depression, I had agoraphobia.  I did not want to leave the house.

But now I’m glad I did.  I finally began to understand and appreciate the game.  Football has a reputation for its toughness, but I realized that good players have to be smart too. It’s still hard to follow, but I’m getting better at it.  It helped when I sat next to someone other than Billy who understood the game and didn’t mind explaining things to me.

Guido’s team had a 10-2 record.  They beat their biggest hometown rival to make it to the state championship.  Even though they lost the state championship game, they had an amazing season.  You can see Guido’s highlight tape on YouTube.  Guido’s highlight tape.

Go Cougars!

Sleeping with the Past

 I worked in the same building twice, each time for a different company.  Now that I think about it, it was pretty awesome working in such a famous and historic building.
The building used to be part of Reynolds Metals Company’s corporate headquarters.  The complex took up a small part of a 120 acre parcel that used to be a horse farm. In fact, before the restaurant facing Broad Street was built,  you could still see the concrete steps that led up to the farmhouse.
Gordon Bunshaft, a world renowned corporate architect, designed the main building, formerly called the EXO (Executive Office Building).   Completed in 1958, architectural historian Richard Wilson said it “exemplifie[d] the genius and promise of post World War II American modernism.”   According to the application for listing on the National Register of Historic Places filed in 2000 (from which all these facts were derived), the EXO is “a monumental testament to architectural excellence  . . .  classically elegant and subtly innovative.”  The EXO was indeed named to the National Register of Historic Places, one of the rare late 20thcentury buildings on the list.
Because Reynolds Metals was first and foremost an aluminum company (it also owned gold mines in Australia) the EXO was designed to be a showcase for aluminum products.   Everything that could be made of aluminum was made of aluminum, for a total of 1.2 million pounds.  From the cladding on the columns, walls, millwork and doors, to the file cabinets, desks and chairs, to the paper trays, pencil holders, planters and wastebaskets, down to the aluminum threads in the drapes and carpets, it was all aluminum as far as the eye could see. There was no wood anywhere to be found when Reynolds owned the building, at least as far as I could see.
Among the most innovative features was the 14-foot high aluminum solar louvers on the east and west sides of the building.  These louvers, painted a bright blue (Reynolds’ signature color) were supposed to shift throughout the day based on the calculations of an astronomical clock.  On overcast days, an electric eye was supposed to override the clock and keep the louvers open to allow maximum natural light.  During both my tenures in the building, however, they never worked properly.   Although I was supposed to have a view of the courtyard from my office, mostly I had a view of the blue louvers.  I always hated those louvers.
Nevertheless, the building was majestic.  There is a large reflecting pool in front bordered by huge willow oak trees.  The building sits on a podium with a cantilevered projection that made for an impressive entrance when people were allowed to drive up to it.
When I worked there before, there were only three main buildings on the property.   The rest was woods, intersected by walking paths.  The National Register application described the setting as “unspoiled” and “pastoral.”  Charles Gillette, a well-known Richmond landscape architect, designed the landscaping, which was beautiful.  Indeed, the entire property was gorgeous, mainly because most of it was covered with trees.
When Alcoa bought Reynolds, the EXO was sold to the University of Richmond, which in turn leased it to the current occupant.  They renovated the inside of the EXO, replacing some of the aluminum with much needed wood finishes.  I have to say, it looks much better now.
Meanwhile, the Reynolds family kept the rest of the property, renamed it “Reynolds Crossing,” (they kept the signature blue color) and started to market it as an “award winning mixed use development.”   The website touts the “Class A” office buildings and describes the property as “a prime destination retail location,” which they optimistically call “The Shoppes at Reynolds Crossing.” The only “shoppe” on the property so far, however, is a Walmart under construction.
The area looks so different now.   Most of the trees are gone.   You can see clear through to the interstate.  The speed bumps on Forest are long gone and the traffic grows every day.
I’m not one to pine for the past.  The future marches on whether we like it or not.  I don’t mind change, either.  Change keeps us moving and growing.   And I would have enjoyed having a Walmart so conveniently located.
But there’s something about it that makes me sad.  I think about how it used to be an oasis of green surrounded by a sea of concrete and traffic.  I think about the horse farm that used to be there.  I think about a picture I once saw of the aluminum desks lined up in rows just like in Mad Men.  I think about how those willow oaks have grown from saplings to huge trees with large green canopies.
No more sleeping with the past.  Time to move on to new adventures.


I once worked for a lawyer who was so wicked that he reportedly withheld his daughter’s cancer treatments in order to coerce his estranged wife into coming back to him.  It worked.
It seems there is at least one of these in every organization, if not every department.   I mean that one person who is so dishonest and unethical, so universally disliked, and yet they always seem to escape repercussions for their abhorrent behavior.   
“Nemesis” was our resident Beelzebub.   Virtually every attorney who had the misfortune of working for or with her went to HR to complain.  One lawyer even quit rather than work for her. 
When I went to HR, the rep said:  “We can’t change her behavior but you can change how you react to her.”   What?  We can’t change her behavior?  Her behavior that so obviously violates the company’s values of “integrity, trust and respect?”   She was a walking ITR violation.  Those words were mocking me again.   How many employees had to complain—or quit—before the company would discipline her?  Or even better, fire her.      
There was a reason why management turned a blind eye to her antics and let her terrorize the minions.  Everyone knew the reason but no one would ever say it out loud.  And I’m not going to either.  Suffice it to say that people like Nemesis do a disservice to those who are truly qualified and deserve their positions.  
On one occasion, I dropped all my normal responsibilities to work on a contract that fell within her area of support.  I did it because I knew I could do it faster, cheaper and better than outside counsel, and in my judgment, that’s what the project needed.    
So I cancelled all my standing appointments with my regular clients, cancelled my regular office day at the Commerce Center, and did not return any of my clients’ phone calls.  I worked only on this contract for the entire week.   It wasn’t easy, either, because the clients kept changing their minds as to what they wanted in the contract.   I turned draft after draft.     
I finished the contract on Friday.  Late that afternoon, one of her minions sent me a message asking me to review a presentation for the sales folks describing the contract.   I politely declined, citing the fact that the contract had not even gone to the supplier and therefore we had no idea what it was going to look like in final form.  I said I thought it was a little early to be preparing a summary deck.   Also, I said I didn’t know anything about sales.  Finally, I pointed out that I needed to get back to my regular clients. 
There’s also the fact that the minion should have read the contract and therefore should have been able to review the deck herself, but I did not point that out to the minion.  Why is it that other people can throw turds over the fence at me, but it’s never the other way around? 
Honestly, I didn’t think it was that big a deal to say no.  Apparently the minion did.  She must have flipped my response to Nemesis because Nemesis responded with a vitriolic message blasting me because I said no.  It had all the usual “you’re not being a team player, blah, blah, blah.”   
I was livid.  I responded with much the same message I had sent to the minion, plus I pointed out that I had taken over another person’s job in addition to my own.  She responded with more insults.  At that point I stopped responding. 
When I went to talk to my boss about it, she didn’t support me at all.  Instead she said I shouldn’t have engaged in the dialogue with Nemesis in the first place.   Thanks for watching my back, boss. 
On Monday, Nemesis came to my office to talk about it.   She seemed to think that all we had to do was hug and everything would be ok.  I told her I had expected to receive a thank you from her, not a slap in the face. 
Her eyes widened in surprise.   “You expect me to thank you for doing your job?” she asked.  
“Yes I do,” I said.  “I think everyone should be thanked for doing their jobs.  People need it and they deserve it.   The fact that you don’t think it’s necessary tells me a lot of things about your character, and none of them are good.”    
She just smiled that Cheshire Cat grin she got when she was about to throw someone under the bus and left my office.  The next day my boss dismissed me from the project.  I know I should have been happy at that point, but I was pissed.  I knew it would eventually come back to bite me.  And it did.