CHAPTER TWENTY-TWO

The Takeover, October to November, 2004

Sitting behind his modern green desk in Fairport, New York, Richard Sands monitored the Mondavi news as it arrived on his flat-panel screen. A burly, genial man who swept his curly gray hair back from his domed forehead, Sands had first begun closely tracking Mondavi about three years earlier when its stock dropped sharply, probably shortly after the disappointing second quarter of 2001. At that time, Sands had picked up the phone and called Michael. “Look, you know if we can be of some help, we’d be glad to”—suggesting that the family might want to focus on the fine-wine business, while Constellation would be interested in buying Woodbridge and possibly its Coastal brand. Michael had been cordial during the phone call but never called Sands back.

The news in January that Mondavi’s board had forced Michael out as chairman drew the Sandses’ attention again. The first thing they did was assign Constellation staffers to develop a detailed financial, strategic, and operational portrait of what the companies would look like combined. When Mondavi’s recap hit the news in August, the speculation was that the board meant to sell Woodbridge.

The Sandses, meanwhile, had deeper sources in Napa than many others in the industry. Their top man, a talented and blunt-spoken executive named Jon Moramarco, had recently replaced Agustin Huneeus Jr. as head of the company’s fine-wine division. Ahead of the rest of the industry, the Sands brothers learned that Mondavi’s board planned to sell its fine-wine business.

The only way, the Sandses reasoned, that the Mondavis would have agreed to such a plan was if there was an understanding in place that they’d be allowed to bid for the fine-wine assets. But as Robert Sands, with his legal background, pointed out, “you cannot prewire a deal” under SEC rules: Any auction would have to be conducted as an arm’s-length transaction.

By then, the Sandses also understood the nature of the Class B shareholders’ “voting agreement” with the board: While much of the industry believed that the Mondavis still wielded significant voting power, the Sandses saw that the opposite was true. By signing the agreement that turned over their votes to the outside directors, the family shareholders had given up the power to block any board initiative. It was Ted Hall and the outside directors—not the Mondavis—who were calling the shots.

The Sandses also knew that even if they had been able to act as a voting bloc, the Mondavi family was fighting itself. Some of the Sandses’ advisors joked that the Mondavis were a real-life Falcon Crest, referring to the 1980s prime-time soap opera about the scheming and bickering of wealthy wine families in northern California.

The way the Sandses and their advisors saw it, Michael felt he had never been given proper credit for increasing the size and the profitability of the company. They figured that Timothy was more interested in making fine wines than profits and that Marcia was more intent on preserving the original family estate than in maximizing shareholder value. Robert, for his part, just wanted his children to get along and apparently worried about the younger children, Timothy and Marcia. But they sensed that Robert was less concerned about Michael, perhaps because he felt his eldest son could take care of himself.

More intriguing to the Sandses and their advisors was that Michael, unlike his siblings, seemed to be signaling the market that he, for one, hoped to cash out at the highest price possible. His interview with the Los Angeles Times could be interpreted that way, since it highlighted the fact that the assets were for sale. But an even clearer signal came from Michael’s investment banker at Perseus Group, who reached out to the Sandses and a wide variety of other potential buyers through back channels, intending to drum up interest in a sale. True to the Mondavi history of palace intrigues, Michael’s action came at a time when his brother and sister were desperately hoping to buy back the Oakville winery.

Was this Michael’s method of exacting payback for Marcia’s betrayal of him? Whether his back-channel approach to Constellation was motivated by his desire for reprisal or simply an effort to drum up a higher sales price, Michael’s communication had its desired effect. The Sandses realized that the Mondavis had turned against one another, and, better still, they seemed to have found an ally in Michael.

The “war room” at Constellation was windowless and buried deep in the interior of the building. Oil paintings of two generations of Sandses decorated its walls—“Mack,” wearing thick black eyeglasses, a red tie, and a plain tan suit, and, hanging near him, his son Marvin, wearing a dove-gray suit, framed by a pair of velvet curtains, and with a glass of red wine nearby. Canandaigua Lake, painted in classic Italianate Renaissance style, provided the backdrop for Marvin’s portrait, as if the Sandses were the Medicis of the Finger Lakes region. Outside, on the wall leading to the Sandses’ executive conference room, was an oil portrait of Robert, wearing a dark suit less grand than his father’s, but not quite as austere as Mack’s. Richard’s portrait had not been painted yet.

Richard’s passion for wood infused the war room, which in more peaceful times was used as a boardroom. Its long conference table was a deeply polished dark wood bordered by fine inlay. A large videoconference screen dominated one end, and against another wall was a display of ornate crystal wineglasses, some delicately etched, others tinted in the hue of bloodred.

By October, the Sandses were meeting every day with a large team of advisors. They had retained Merrill Lynch’s investment banking team, which was headed by William Rifkin, a veteran of many hostile deals and buyouts during the 1980s. They also brought on the most famous takeover lawyer in the U.S.: Martin Lipton, a partner of the New York law firm Wachtell, Lipton, Rosen and Katz, who is widely credited with inventing the so-called poison-pill takeover defense in 1982. At a time when there were fewer takeovers taking place than in the past, it was Robert, with his background in law, who sensed that Constellation’s pursuit of Mondavi might turn hostile.

The Sandses’ first approach was neither hostile nor friendly. On October 12, Richard Sands called Ted Hall, laying out Constellation’s offer to pay $53 for Mondavi’s Class A shares—a 37 percent premium over the price that the stock was trading in the days before the call. They were employing a tactic known in the investment banking world as a “bear hug”—a strong embrace that Constellation hoped would be too compelling for Mondavi’s board to refuse. But Hall’s response was not what Sands had hoped for. “We’re not for sale,” Mondavi’s chairman told him. Hall suspected that by calling him at his office on the Columbus Day holiday, Sands was trying to ambush him. Politely noncommittal until he could relay the approach to Mondavi’s directors, Hall hung up as soon as he could, avoiding what he sensed was a trap to draw him into discussions.

The Sands brothers and their advisors quickly reconvened in the war room to discuss their next move. They decided to send Hall a letter that same day, reiterating Constellation’s offer and suggesting that the two companies’ talks remain confidential. The letter, signed by Richard Sands, contained a veiled threat: “We believe your stockholders would be surprised that you were so dismissive of our proposal as they would regard our proposal as just such a superior alternative and would strongly prefer our plan to the proposed recapitalization and restructuring.”

In not very subtle terms, the missive implied that Ted Hall, who had developed an expertise in corporate governance during his years at McKinsey and Company, was failing to uphold his own fiduciary duties by rejecting the offer so quickly. It also hinted that if Hall did not share the information of Constellation’s offer with the entire Mondavi board, the Sandses would escalate their private parry into a public duel.

Constellation’s advisors had put some thought into the psychological aspects of the deal. They’d investigated Hall’s background and arrived at a series of assumptions about the personal motives of Mondavi’s gruff chairman, who had retired from McKinsey in his fifties. For one thing, they learned that he had some expensive hobbies: including ocean sailing, running a sprawling ranch in Napa, and the costly business of launching his Long Meadow Ranch wines in a crowded and competitive market. Recalling the old saying in the wine business that to make a small fortune, you need to start with a large one, the Sandses’ advisors reasoned that Hall preferred to keep his lucrative and prestigious position as Mondavi’s chairman, since it paid him a $50,000 monthly retainer fee plus cash bonus of at least $400,000 a year. They figured he did not want to lose that position.

They also believed that Hall’s loyalty lay with Robert, rather than his children. By that time, the Sandses and their advisors had some understanding of the financial bind that Robert’s philanthropic giving had put him in. So they reasoned that while Hall personally might have preferred to remain in his job as Mondavi’s chairman, Hall knew enough about corporate governance and was sufficiently concerned about preserving Robert’s reputation that he must eventually take their offer seriously.

Coached by the New York public relations man Gershon Kekst, another veteran of the takeover wars of the 1980s, Hall countered with two letters of his own, acknowledging receipt of the offer and promising to convene a board meeting to discuss it. Two days passed with no word. So Richard Sands sent another letter, this time turning up the volume by a few notches. Sands warned Hall that if Mondavi pursued its restructuring plan or began selling off assets, that would “adversely affect the premium we can make available to your shareholders,” adding the kicker that “we believe that any such action would be contrary to your fiduciary duties while our offer is pending.”

Hall refused to be bullied by the Sandses into haste. A leisurely four days later, on October 18, Mondavi’s board finally held a meeting by conference call to discuss Constellation’s offer. Hall pulled in his investment bankers from Citicorp and they advised that Mondavi begin shopping itself around to other potential buyers. Then, in a move intended to preempt the possibility that Constellation would go public with its offer, Hall released the scantest details of an offer to the press, emphasizing that the company had not rejected it but would continue to look at all of its options. Somewhat unusually, Hall refused to reveal the name of the suitor or the price it was offering.

That was interpreted by the Sands team as a move that amounted to Mondavi’s hoisting a For Sale sign above its headquarters and soliciting bids. From Hall’s perspective, it was a key move in his effort to wring the highest possible price from Constellation. The very next day, on October 19, Constellation went public with its $970 million offer for Mondavi. In a sign that investors took it seriously, Mondavi’s stock soared 30 percent, to $52.18, on the news.

In a conference call with analysts to discuss Constellation’s bid, Sands delivered a diatribe that was sure to be picked up in the next day’s papers: “We are very concerned about the Mondavi business being torn apart. I mean, you basically have to crush grapes to make good wine, but you don’t have to crush a wine company to make shareholder value.” Following the morale-gutting layoffs at Mondavi, the Sandses hoped to position themselves as a white knight—rescuing the company from the hands of Ted Hall and Greg Evans.

A week later, Hall boarded a jet to New York. He was on his way to London to meet with the British drinks giant Diageo to discuss whether it might be interested in buying all or parts of Mondavi. He agreed to stop in New York on the way, where he and Greg Evans would meet the Sands brothers, accompanied by their investment banker, William Rifkin, and Mondavi’s banker, Leon Kalvaria. The opposing sides met at the Harmonie Club on East Sixtieth Street, a building designed by the Gilded Age architect Stanford White and across the street from Manhattan’s famed Metropolitan Club.

Founded in 1852 by wealthy Jews who were not welcomed at other clubs, the Harmonie Club had become a locus of a group that became known as “Our Crowd”—New York’s German Jewish establishment. With a covered awning leading to a discreet entry, the club’s entrance gallery was richly furnished in dark woods and marble. Pale stems of phalaenopsis orchids brightened the dark space and Hall and Evans walked past a list of members engraved in brass: The names included Federal Reserve chairman Alan Greenspan, Citibank’s Sanford Weill, assorted Solomons, Strauses, and Rothschilds, and Leon Kalvaria, the party’s host for the evening. If the Sandses, who were also Jewish, hoped that Hall and Evans would realize they were no longer on their home turf, the Harmonie Club conveyed that message powerfully.

Hall was no country bumpkin, despite the scuffed leather boots he wore at the ranch. During the course of his twenty-seven-year career at McKinsey, he had wrestled with boards and bankers representing some of the world’s most powerful companies. As the worldwide head of McKinsey’s finance practice in the 1980s, he was involved in some big deals, including the $11.6 billion takeover of First Interstate Bancorp by Wells Fargo and Company in 1996, the largest U.S. bank merger in history at the time.

Evans, on the other hand, gave the impression to the other side that he was somewhat intimidated by the company and his surroundings. The group adjourned to a private dining room at around eight P.M., and Evans said very little over the course of the two- to three-hour dinner. He sat tensely as the Sandses made their pitch.

Throughout the meal, which was held at a round table, Richard Sands remained businesslike and made a point of emphasizing the positive aspects of the way Evans had run the business, being careful not to imply that Constellation would jettison him as CEO if it succeeded in taking Mondavi over. Sands also promised to keep the business intact, which he suspected was what Evans may have privately preferred.

But what the Sandses really wanted from that meeting was to convince Hall to give them forty-eight hours to conduct due diligence before continuing to beat the bushes for counterbids. They knew Hall was shopping the company around and they wanted a chance to prowl through Mondavi’s operations before raising their offer. Hall, in turn, spent the evening laying out the rationale for the company’s overhaul, including its recapitalization and the move to Delaware. The two sides ended the evening at an impasse.

A few days later, the Sandses’ investment bankers let Mondavi’s advisors know that Constellation planned to file documents with the SEC, which would lay groundwork for a proxy battle, a contest for control of a company in which rival groups seek support from a company’s shareholders through proxies to back a takeover attempt. The bankers warned that unless they immediately began negotiating a merger agreement, the Sandses would use that hardball tactic to get arguably the most famous brand name in America’s burgeoning fine-wine business. Not only would capturing Mondavi help Constellation grow its upscale operation, but the deal would resonate with symbolism—vaulting the Sandses from makers of gutter wines to the owners of a company named after the industry’s most visible leader.

Hall, for one, did not take the threat of launching a proxy fight seriously, since the voting agreement that the Mondavis had signed in August handed over effective control of the majority of shares to the oustide directors. In the following days, the pressure mounted on Mondavi’s chairman. Curt, intensely focused, and demanding, Hall kept his secretary and Mondavi staffers working late into the night without notice. He didn’t cave in to Constellation’s pressure tactics that evening at the Harmonie Club, but agreed soon after following further discussions of the terms. Acting on the advice of Mondavi’s legal team, he insisted on building a back door into the contract: If a better offer came along, he wanted the freedom to accept it. Hall also put pressure on Constellation and its advisors to move quickly by actively cutting other potential buyers. At Constellation, as many as thirty advisors huddled in the Sandses’ war room, working late into the night crafting their strategy for the next day’s negotiations with Hall and Mondavi.

On Sunday, October 31—Halloween—Constellation and Mondavi inked a confidentiality agreement with limited standstill provisions. The deal was nearly done. Knowing that gossip in Napa Valley spread quickly, the group from Merrill visited Latour Court and Oakville over the weekend, hoping not to draw too much attention or alert other potential buyers. In a ghoulish way, it probably helped their cause when Napa was shaken by a grisly double murder in the early hours following Halloween night. The front page of The Napa Valley Register was dominated by the stabbings of two young women. The team from Merrill managed to slip out of town quietly.

Before his troops had even begun their due diligence at Mondavi, Sands cranked the pressure up another notch. He raised his company’s offer to $55.00 a share for the Class A stock and $64.08 a share for the Class B—16.5 percent higher than the existing premium paid to Robert, Michael, Marcia, Timothy, and the other Class B shareholders under Hall’s plan. Constellation had made its offer before Hall’s plan to swap the Class B for the Class A shares could take place. At the same time, Sands warned Mondavi’s board he would launch a proxy fight in just two days, by the morning of November 3, unless it agreed to a deal.

This time, Hall didn’t delay in organizing a conference call with Mondavi’s directors. Not only was the higher price going to be hard to refuse, but the company’s efforts to drum up a counterbid had failed. Although it meant that his carefully laid plan to break up the company and permit the Mondavis to bid for some parts of it had failed, Hall faced a clear-cut obligation to get the highest price he could for shareholders.

By nine A.M. Pacific time, he had updated all of the directors, including Timothy and Marcia, about Constellation’s sweetened offer. Citicorp also briefed the group on how its efforts to beat the bushes for other buyers had fared. Potential purchasers such as Pernod Ricard, Diageo, and Kendall-Jackson all took a pass on bidding for parts or all of the company. Several concluded they couldn’t top Constellation’s offer. Although Timothy and Marcia had hired Deutsche Bank as their investment banker, the Mondavi siblings’ bid never got off the ground.

With the Mondavis out of the picture, the best countermove, in Citicorp’s view, was to push for a higher price with Constellation in hopes of buying more time to drum up interest. So after Mondavi’s directors disconnected from the conference call, Citicorp, Hall, and Evans contacted Constellation. Sensing victory, the Sandses agreed to raise their offer once again, this time to $56.50 a share for the Class A shares and $65.82 for the Class B. One of the conditions of the offer, though, was that Robert, Timothy, and Marcia sign papers compelling them to support the deal, which would squash any later actions they might take if they experienced sellers’ regret. Since Michael was no longer a Mondavi director, he and his lawyer were separately communicating with Constellation. From the perspective of the Sandses’ advisors, Michael clearly supported the deal.

Meanwhile, Mondavi’s outside directors instructed Hall and Evans to find out whether Constellation still planned to announce its proxy battle the next morning: When they reconvened by telephone at seven-fifteen P.M. that night, the Citicorp bankers told them that the Sands brothers would hold their fire, as the companies were close to finalizing a definitive merger. Sitting in his underwear in a hotel room, Hall participated in the call from London, where it was the middle of the night. Working with much of the negotiating taking place between lawyers and bankers in New York, the two sides hammered out the agreement.

At nine A.M. the next morning, Mondavi’s tired board once again convened by telephone. Morgan Stanley stamped the deal with a “fairness opinion” and the 16 percent premium for the Class B shares won approval from outside consultants. Timothy, Marcia, and Robert all agreed to sign the “support agreement,” although once again the Mondavi siblings expressed their unhappiness with the takeover by abstaining from the board’s otherwise unanimous vote to accept Constellation’s offer.

The deal meant an enormous payday for Robert’s children. Michael’s stock was worth roughly $85 million. With the value of his options and other bonuses added in, Michael’s take was worth more than $100 million, while Timothy’s somewhat less than $59 million and Marcia’s the highest at about $107 million. Robert himself would net around $70 million—most of which was already committed to his various philanthropies. Under Ted Hall’s chairmanship, Mondavi’s stock had soared from $38.32 a share when he arrived to $65.82 for the B shares from Constellation’s offer.

Yet even so, Timothy and Marcia, along with many Mondavi employees, were in tears as the family legacy was sold off to the highest bidder. Their vision of dynastic continuity had collided brutally with the unbridled goals of the free market and they felt betrayed by the board of directors.

On November 4, George W. Bush’s victory in the presidential election dominated the headlines of three of the four newspapers on sale on the covered porch of the 123-year-old Oakville Grocery. But the fourth paper, The Napa Valley Register, chose to run a banner headline that declared, “Mondavi Agrees to $1.35 Billion Buyout Bid.” On that gray, overcast morning, the Mondavi news sent chills through the valley.

The parking lot in front of the Robert Mondavi Winery was nearly empty that morning and the hospitality staffers at the elegant To Kalon tasting room were all alone. Over the mantel of the fireplace hung a photo of Robert with his arms slung over his parents’ shoulders, beaming with pride on the day he graduated from Stanford. Another photo showed Rosa and Cesare on their wedding day in Sassoferrato, Italy.

With a gas fire burning, an Oriental rug on the floor, and a dining table set as if the Mondavi family were about to appear any minute for dinner, the To Kalon was the utmost expression of the personal history and style the Mondavi family brought to their business. To visit the tasting room felt as if one were visiting the Mondavi family’s home.

The previous day, Jean-Michel Valette, the chairman of the Oakville winery, had called together its employees in the Vineyard Room to tell them the news of the takeover. One of the first questions was whether the Sandses planned to halt the ongoing layoffs that were planned for the operation. Would Constellation rescue them and stop the bloodletting? Valette delivered the bad news that the cuts would continue and that the Sandses were likely to slash Oakville’s production to less than half its current case sales.

The takeover shattered any remaining hopes that some Mondavi family members would buy back Oakville and restore it to its glory. The early talk from Timothy and Marcia proved empty: They never submitted to the board a formal proposal to purchase Oakville. In addition to Frank Farella’s memo, the siblings also had a list of potential bankers and advisors provided to them early on in the process to help them make a bid.

Among employees, Greg Evans became the most obvious scapegoat for the company’s fall. Some took perverse pleasure in the likelihood that Evans would be one of the hundreds of staffers who would lose their jobs because of the deal. The company’s headcount had shrunk dramatically in the last year that Evans was in charge, with about eleven hundred employees in early 2004 dropping to some three hundred or so about a year later. That morning, a longtime Mondavi employee huddled at her desk. She had quietly wept for the end of an era. “The amount of waste is incredible. Look at all the empty cubicles upstairs,” she said. “We’ve all been such a family.”

Timothy, too, suffered as the days darkened and the grapevines lost their leaves. The back problem that had forced him to hobble into the Harvest Inn in August lingered on. The uncertainty weighed on him heavily. It was not clear whether he would have a job at the company when Constellation took over. Could he rebuild a career on his own in his early fifties? Could he and the rest of the family somehow find a way to save face from the board’s humiliatingly public lack of confidence in himself and Michael? Timothy clung to the idea that he and perhaps his sister and father could pool some of their money to start over again, this time on a smaller, more manageable scale. They hoped to buy 240 acres of the To Kalon vineyard from Constellation, particularly “Marjorie’s Vineyard,” where their mother’s ashes had been scattered.

Timothy and Robert confided to friends and family members that they wished they’d never taken the company public in the first place. But they couldn’t help taking some pleasure in the entrepreneurial energy of the next generation of Mondavis. At an afternoon barbecue at Timothy’s home on Wappo Hill around harvest time that fall, Timothy’s son Carlo brought his grandfather a ten-page draft of a plan he’d written for a luxury skin care line based on grape pomace. Named after his great-grandfather and grandfather, Carlo Cesare Robert Mondavi wanted to test out the idea against Robert’s marketing instincts. Carlo knew that a company in France was successfully selling a skin care line based on pomace, which is the remaining skin, seeds, and stems of grapes after the fruit is crushed to make wine. He also knew that the women in his family seemed to be buying antiaging products.

Sitting on his father’s terrace, overlooking an orchard, Carlo wanted to show his grandfather his plan. “Nonno, I want you to take a look at this. What do you think?” Carlo said. Robert took a look and grew excited by the opportunity. Not only did it make use of a by-product of winemaking, but Robert knew that his friends in the Lauder family were flourishing. “Carlo, you have to do this,” Robert said. “It would be a shame if you didn’t.”

Michael and Rob, meanwhile, were moving ahead toward the first release of their own wine, made from their family’s Atlas Peak vineyard. As a surprise for his mother, who had developed a taste for dry French roses, Rob decided to use juice from crushed Cabernet grapes. It turned out so well, they decided to release it under a new brand, I’M. (Constellation would own the Robert Mondavi name once the sale was completed.) They made it at the Napa Wine Company at Oakville Cross, a custom crushing company kitty-corner from the Oakville Grocery on Highway 29 and not far from the Robert Mondavi Winery. In a small valley where people talked, the news of their venture quickly leaked out. At the same time, Michael was setting up Folio, an import company. Rumor had it that he was hiring some of Mondavi’s salesman and, in the wake of the Constellation takeover, was planning to approach Italy’s Frescobaldi about representing their wines in the U.S. market.

Although Michael maintained a tougher exterior than his brother did, he suffered as much as, or more than, anyone else in the family from the board coup that had ripped the company away from the Mondavi family’s control. Always the hard-charging sales executive who could close the deal through sheer force of will and self-confidence, this time Michael was unable to stop what was happening and instead chose to try to make the most of it. Although he immediately threw himself into new ventures, he was infusing the accumulated years of anger and sense of betrayal into his decision. Much of his pain grew out of his complex feelings toward Robert, who had always been his boss but could not be his father when he needed him most. He now realized he would never please his perfectionist father. With the help of a new therapist whom he starting seeing after his ouster, he came to believe he’d been Robert’s victim and spent as little time with his father as possible. Michael was determined to break the cycle and avoid making the same mistakes with his own children.

The effect on Robert was shocking to those who hadn’t seen him recently. Nine months earlier, Robert, by then a nonagenarian, was still exhibiting the physical strength and joie de vivre of a man two decades younger. During a trip in March of 2004, for instance, he and Margrit had been joined by Peggy Loar, the director of the American Center for Wine and Food, and her fiancé, on a two-week trip to Southeast Asia. Since Robert had had both knees replaced, the others asked him, “Bob, do you want to wait in the car?” “Nope,” he replied, and proceeded to eagerly climb a steep flight of steps to visit an ancient temple in Cambodia.

But by late 2004, Robert had gone dramatically downhill and seemed to reach his true physical age almost overnight. He was now relying heavily on Margrit to help him understand what was being said, to gently take his arm to guide him to where he was going, to organize their still-busy social life, and to make sure he was always turned out in his legendary dapper style. Robert now shuffled slowly, more than ever isolated by his deafness. Some of their friends confided to Margrit that they were convinced Robert’s decline was hastened by the psychological effects the company’s sale had had on him. Some wondered whether his worsening deafness was in part psychosomatic: his mind’s way of shutting out the painful realities.

Ted Hall tried to reach out to Robert during that time, arranging a lunch with him and Margrit in the Cliff May Room, a small, cloistered room with a low, slanted ceiling where hospitality staffers would sometimes retreat during the summer months to escape the heat. The lunch took place on Wednesday, November 24, the day before Thanksgiving, and Hall hoped to buoy their spirits. Looking out onto the lawn and vineyards though a window with wooden bars on it, the threesome discussed their holiday plans: Hall was hosting a family reunion at Long Meadow Ranch, while Robert and Margrit would spend the day with Margrit’s daughter, Annie, and her family. According to Hall, Robert had just learned to their dismay through a secretary that Timothy had gone to Hawaii and thus would not be joining them. For years, as well, Michael and his family had not shared holidays with Robert and Margrit. Hall recalls thinking at the time, “He was a man without a family.”

Margrit, who had had gum surgery that morning and was still numb from novocaine during the lunch, felt a heavy sadness. Earlier that day, Robert, accompanied by Frank Farella, had signed some papers related to the sale of his stock holdings. Margrit still hoped the family would pull together somehow, asking during the lunch, “Can’t anyone salvage something here?” Hall turned the conversation to what Robert would be able to do after the deal was finalized, including fulfill his philanthropic commitments and continue his role as spokesperson for the winery. Margrit, who recalls that Hall tried to cheer them up by suggesting they could fly first class or go on cruises, sat silently, thinking to herself how little Hall understood what motivated her husband, which was never money, and ruing that the family had ever left matters to people who operated more like calculating machines than passionate human beings.