Chapter 66: The call

Damian stared at the phone number on his screen.

Rachel Morgan.

He had been looking at it for almost a minute.

"Just call."

He tapped the number.

One ring.

Two.

Three.

Then—

"Hello?"

A woman’s voice.

Damian straightened.

"Hi. Is this Rachel Morgan?"

A pause.

"Who is this?"

"My name is Damian Cross."

Silence.

"Okay."

"I’m looking into Meridian Software."

Another pause.

"Why?"

Damian leaned back.

"I’m considering buying the company."

The silence this time lasted longer.

"You’re the student investor?"

Damian frowned.

"How do you know about me?"

"I heard Michael was trying to sell."

"So you knew?"

"I knew he wanted out."

Damian sat forward.

"Can we talk?"

"About what?"

"The company. The software. Your agreement with Meridian."

Rachel sighed.

"That’s a lot for a phone call."

"Fair."

"Are you free tomorrow?"

"Yes."

"There’s a café near the university. Ten?"

"Ten works."

"Good."

The call ended.

Damian stared at his phone.

That had been easier than expected.

Which probably meant it wasn’t.

The next morning, Damian arrived ten minutes early.

He chose a table near the back.

A few minutes later, a woman walked in.

Early thirties, maybe.

Simple clothes.

Laptop bag over one shoulder.

She scanned the room before spotting him.

"Damian?"

He stood.

"Rachel?"

"Yeah."

They shook hands.

She sat down.

"You’re younger than I expected."

Damian smiled.

"I get that a lot."

"I suppose buying a software company at your age isn’t exactly normal."

"Neither is selling one."

Rachel smiled faintly.

"Fair."

A waiter came over.

They ordered coffee.

Rachel folded her hands on the table.

"So."

"So."

"You want to buy Meridian."

"I’m considering it."

"That’s different."

"Very."

She nodded.

"Good."

Damian studied her.

"You don’t think I should buy it."

"I didn’t say that."

"You didn’t have to."

Rachel smiled.

"You’re observant."

"I’ve been doing a lot of homework."

"I can tell."

The drinks arrived.

Rachel waited until the waiter left.

"What did Michael tell you?"

"That you were a co-founder."

"That’s it?"

"He said you handled product development."

"That sounds like him."

"What does that mean?"

"He always made things sound cleaner than they were."

Damian leaned back.

"Then tell me how it really happened."

Rachel looked down at her coffee.

"Michael and I started Meridian together."

"How?"

"We were both working for different software companies. We kept seeing the same problem. Small businesses were using five different programs just to handle basic operations."

She smiled.

"We thought we could build something simpler."

"And you did."

"For a while."

Damian waited.

Rachel continued.

"The first version was small. Basic accounting. Inventory. Customer records. Nothing fancy."

"But people liked it."

"Because it worked."

She looked at him.

"That’s what Michael still doesn’t understand."

Damian raised an eyebrow.

"What changed?"

"Money."

"That’s vague."

"It’s supposed to be."

She took a sip.

"We started growing. Investors became interested. Customers wanted more features. Michael wanted to expand quickly."

"And you didn’t."

"I wanted to improve the foundation first."

"The infrastructure."

"Exactly."

Damian nodded.

"That explains the current state."

Rachel looked surprised.

"You’ve seen it?"

"I’m doing due diligence."

"Then you already know."

"Some of it."

She nodded slowly.

"Michael kept adding features because that was what customers were asking for. I kept saying the underlying system couldn’t handle it forever."

"And eventually?"

"We disagreed."

"How badly?"

"Badly enough that I left."

"Did you sell your shares?"

Rachel’s expression changed.

"Not exactly."

Damian noticed.

"What happened?"

"My shares were transferred."

"To Northstar?"

She looked at him.

"So you’ve met Victor."

"Yes."

"Then you know."

"I know Northstar owns seven percent."

"There’s more to it."

Damian waited.

Rachel leaned closer.

"When I left, there were still unresolved issues with the software."

"Ownership?"

"Partly."

"Licensing?"

"Mostly."

Damian’s expression tightened.

"Rachel, I need you to be specific."

She nodded.

"I retained rights to some of the original architecture."

Damian stared at her.

"How much?"

"I don’t know the exact percentage."

"That’s a problem."

"Yes."

"Does Meridian know?"

"They know there was an agreement."

"That isn’t what I asked."

Rachel sighed.

"Michael knows."

Damian leaned back.

"Then why is he selling?"

"Because he believes the agreement won’t matter."

"Why?"

"Because he thinks enough time has passed."

Damian shook his head.

"That’s not how contracts work."

"I know."

"Does Northstar know?"

Rachel hesitated.

"I don’t know."

That answer bothered him.

"What exactly are you asking for?"

"Nothing."

"Nothing?"

"I didn’t contact you because I wanted money."

"Then why meet me?"

Rachel looked at him.

"Because if you’re going to buy Meridian, you should know what you’re buying."

Damian nodded slowly.

"Fair."

She opened her laptop.

"I brought a copy of the old agreement."

Damian’s eyes narrowed.

"You had it?"

"I kept my copy."

She turned the screen toward him.

Damian read the first page.

Then the second.

Then the third.

The wording was dense.

He wasn’t a lawyer.

But he understood enough to recognize a problem.

There were sections covering the original architecture.

Development rights.

Future modifications.

Licensing.

Commercial use.

He looked up.

"If I buy Meridian, I could end up paying millions for software I don’t fully own."

Rachel nodded.

"That’s the risk."

Damian leaned back.

"How much of the current system comes from the original architecture?"

"Most of the core."

He stared at her.

"Then this isn’t a small issue."

"No."

"It’s the issue."

Rachel closed the laptop.

"That’s why I agreed to meet."

Damian nodded.

"Thank you."

She stood.

"There’s one more thing."

Damian looked up.

"What?"

"If Michael tells you everything is fine, don’t believe him."

Damian almost smiled.

"Wasn’t planning to."

Rachel picked up her bag.

"Good."

She started walking away.

"Rachel."

She turned.

"Why did you really leave?"

She looked at him for a few seconds.

"Because I got tired of arguing with someone who cared more about growing the company than keeping it healthy."

Then she left.

Damian remained at the table.

His coffee had gone cold.

He called Maya immediately.

"Tell me you have a lawyer."

"I have several."

"Good."

"Why?"

"Because we have a problem."

Maya sighed.

"I knew that sentence was coming."

Damian sent her the documents.

"Rachel still has rights tied to the original architecture."

There was silence.

Then Maya said,

"That’s significant."

"That’s what I thought."

"I’ll send this to the IP attorney."

"Today."

"Already doing it."

Damian ended the call.

His phone buzzed again.

A message from Michael.

Michael:

Hey Damian, just checking in. Any thoughts on the offer?

Damian stared at it.

He typed.

Damian:

Still reviewing everything.

Michael replied almost immediately.

Michael:

Understandable. Let me know if you need anything.

Damian looked at the message.

Then at Rachel’s documents.

He didn’t reply.

That evening, Damian sat at his desk.

The acquisition folder was open.

The $2.1 million offer suddenly felt very different.

He had been negotiating over price.

Now he was questioning whether the thing he wanted to buy could even be transferred cleanly.

The System appeared.

[MAJOR CAPITAL ALLOCATION REMAINS UNDER REVIEW.]

Damian looked at the screen.

"Yeah."

He closed the laptop.

For the first time since starting the acquisition process, he wasn’t thinking about how much Meridian could make him.

He was thinking about how much it could cost him.

And that changed everything.