A True Story (Featuring: Drama, Tragedy and a Boiled Frog)

It was wrong. That’s important to get out up front. It was wrong, and by the time it was done, I knew it was wrong.

It was a wrong that flowed from inexperience and a misplaced sense of duty on my part, rather than from any hope of personal gain. Doesn’t matter.

It started out as something else, entirely legitimate, but, while only slowly, eventually evolved into something wrong.

Not then, but over two years later, it had a profound impact on my life, and on the company I loved.

I continue to live with its consequences today, and likely will for the remainder of my years.

It began one Spring day, in early April of 2001. It was only three weeks into a new assignment as leader for the Western Area of Symbol’s “The Americas” sales region, a position into which I was placed by our newly minted CEO, Tomo Razmilovic. I had tried to discourage the move, but, having turned down a posting to run the Europe, Middle East and Africa (EMEA) region some six months earlier, Tomo was adamant. The entire conversation, by phone, lasted perhaps ninety seconds. Tomo didn’t like hearing “no”, and didn’t leave room for debate.

It was the first time in my career that I held a straight-out sales job.

“Rich, can I see you a moment?” That was Paul, one of the sales guys from the Western area, at the door to my office in San Ramon, California. (The office in fact still felt like it belonged to my predecessor, Mark, whose sudden decision to leave the company triggered my assignment. His artwork hung from the walls, not mine. Ellie’s picture hadn’t yet made it to the desktop.)

“Sure Paul, come on in.”

What he went on to explain was that one of his customers, an OEM (a company that bought subsystem products from us to incorporate into the products they sold), had just contacted him to complain that a product shipment from us had arrived at their shop without having been explicitly authorized. Like other OEMs, they had a long term “blanket” purchase agreement with us, but that agreement required that they explicitly issue a release order for all product shipments. What Paul explained was that his customer claimed that a shipment from our NY headquarters had been made without any such authorization.

I said I’d look into it.

“Rob, I thought that I’d be calling you for the first time to lobby for a shipment — not to complain that one had been made early.” That was me, talking by phone with one of the sales operations guys back in New York. I related the few particulars I knew, including the fact that the customer wanted to return the shipment to us.

Rob, either right then and there, or shortly later, explained that no… the customer couldn’t return the products, because the terms of his deal with the company afforded Symbol certain flexibilities in the timing of the regular shipments we were to make. His pricing was set based on this condition. I was told to get in touch with the customer (at that point I hadn’t yet spoken with him directly on this matter, but did know him from earlier, entirely unrelated discussions, when I was in a different job role), remind him of the terms of our understanding, as mutually agreed by the customer and Frank, our head of Worldwide Sales (and my boss), and explain that he couldn’t return the shipment.

So, later that day, or perhaps the next, I did just that.

What I heard in reply was that, no, while there was a certain looseness in the understanding he had with Frank, we didn’t have any contractual right to ship without authorization.

How much of the ensuing up and back happened in a single conversation, and how much in subsequent ones, I don’t fully recall. As I related this story a year and two later, I found even then that the sequence of events was fuzzy. I conflated separate incidents, for which there were time-certain records, into one. But the essential facts were these:

This customer was a regular purchaser of our products. Based on this, as the discussion began, I argued that even if this particular shipment had not been authorized, he would be needing the products soon enough, likely within a few months — why not keep them?

He argued in turn that the shipment added to his inventory, at a time when he was under pressure from his Board to manage inventories more effectively. Further, it was the end of his fiscal year, and there was to be an audit of those inventories, and he didn’t want it to reflect the increase.

We went back and forth on these points for two or three conversations, me trying to persuade him to keep the products, as a good partner who had received price concessions from us, he pushing for an authorization to return the goods.

In the end, a tentative agreement for him to keep the shipment was reached, but the story wasn’t over…

If it had been, the outcome some thirty three months later would likely would have been different. But it went on…

A week or two (?) later, I received a call from the Sales Operations group in NY, explaining that our Finance department needed documentation supporting this shipment and related transaction. Further, the documentation had to make clear that the customer not only authorized the shipment, but had agreed that we should hold it in our facilities pending his release — a so called “ship in place” transaction. I had heard this term used from time to time, but personally wasn’t very clear on what it was, or when it was employed. In this case, the shipment had actually occurred in the first few days of April, but had been recorded (“recognized”) as a sale by us in March, in time for it to be counted as part of Q1 revenues.

I was told that Finance needed to document that this was in fact a valid ship in place transaction. I was further told that Sales Operations would provide me with a letter that the customer could simply sign to create the required record. I received that letter, and forwarded it to the customer.

As I recall there was another round of up and back involving the particular language of the letter — the customer revising it somewhat, me asking NY if it was OK as edited, them responding that no, further changes back toward the original were required, and so on.  After perhaps a week or so of this, we eventually had produced a letter that was to be used, and was final, excepting for one detail…

Before going on to that, a word about boiling frogs. If you haven’t heard this term before, it refers to a well known phenomenon whereby if you place a live frog in a pot of cool water, and only slowly turn up the heat, he’ll stay put until well and truly cooked. On the other hand, if you try to put him into an already boiling pot, he’ll immediately jump out to safety. A slow descent into danger is not as easily recognized as a rapid one. How’s this relevant to our story? Read on.

Early in this episode, when first discussing the transaction with the customer, I thought I was conducting a simple and straightforward commercial negotiation, and I likely was. I was asking him to take some pressure from his Board in order to be a good partner, and honor a prior understanding. I was a frog in a cool pot of water.

Later, when arranging for this letter to be completed and signed, I thought / rationalized that even though the described particulars where not fully true at the time of the shipment, they were now, since the customer had agreed to keep the products and to sign such a letter. But the water was in fact getting warm, and about to get very hot. Why?…

Because the final edit to the letter that NY required was that it be dated at the end of March, not May, which it now was. So the final form of letter was back-dated, so as to appear to authorize the transaction, as it occurred, in the time frame in which it occurred. The water was now boiling, but I was still rationalizing… If the customer was willing to sign it, perhaps in some sense all was OK. That false rationalization kept me in the pot long enough to get the final letter signed, by the customer and me, and forwarded to NY.

But I really wasn’t mistaken by then what had happened. I called Frank  (remember him, the WW Sales head?) shortly thereafter, told him that I didn’t do business that way, and that he should never ask me to do something like that again. He didn’t. I didn’t. But I was already cooked, as it turned out.

Fast forward eight months. I’m told by one of the Symbol Board members that they are likely going to remove Tomo from office, and that I am the lead candidate to replace him.

Fast forward another six weeks or so, and it appears that I will indeed be selected as Symbol’s new President and COO. (The plan was for me to take this initial position, prove myself in it and, if successful, recruit a new President COO, and step up into the top, CEO, slot. That’s just what happened, some four months later.)

It’s now mid-February and I’m meeting with two members of the Board, in what proves to be the pen-ultimate interview toward my selection. I tell them about this letter incident, explaining that I feel that they should know about it, because it might disqualify me from further consideration. They acknowledged my concern, but ultimately supported my candidacy.

Tomo “retired to pursue other interests” and I was officially appointed President on Feb 14, 2002. Valentine’s day… fitting, no?

The following twenty two months featured enough twists and turns for a few dozen blog posts. I may get to some of those later. But for now, let me complete this thread.

At some point in all of this I learned that the SEC had earlier  communicated with the company, explaining that they had received information that suggested that a couple of sales transactions (not the one described above) were possibly illegitimate. Upon assuming the presidency, I discussed this with other members of the executive team, and was assured that there was no merit to the allegation. That an internal investigation had proven all to be OK. That this information was going to be presented to the SEC, and that would be that.

Well, it wasn’t. The SEC had more information, and, we found out later, the internal investigation was flawed.

In response to the blow up that followed, we engaged a forensic accounting firm and a no-nonsense outside counsel to get to the bottom of what had been going on.

By this time, I had told all of the executive team members about “The Letter” incident. Shortly later, around Labor Day, when the outside counsel found evidence of real problems, I told him of the incident, and directed him to inform the government, and to offer my resignation if they felt it appropriate. By that time, I was CEO, Vice Chairman. He did that. I was allowed to stay in office.

Collapsing an incredibly difficult next 15 months into a few words… under constant threat of legal and financial disaster for the company, we managed to finally conclude our investigation to the satisfaction of the government, correct the problems we found, removing from their positions those involved in those problems, taking further punitive actions in many cases, and correcting the accounting records for the years involved in a “restatement.”

At the very end of 2003 though, when this entire process was complete, and we were finally going to put all this behind us, the letter incident came up again. It became clear to me that it might complicate our ability to get to the best possible outcome for Symbol, at the earliest possible moment. I made the choice to step down. The company’s press release can be found here. (If you Google "Bravman" it shows up near the top of the first page.)

It was the most painful, but easiest decision I have ever made. As I saw it, the fate of the company, and of its 5600 employees and their families, lay on one side of the balance, and my personal career trajectory the other. A no brainer.

I ended up working for Symbol as a full time employee for 9,346 days.

I tell this story here because it might just serve as a professional ethics lesson for some of you. If you hold just about any job of consequence, you’ll very likely find yourself in a boiling frog scenario of your own someday. Jump out of the pot, immediately. I didn’t, and as a result, despite the fact that I never had charges of any sort brought or threatened against me, was never the subject or target of any related investigation, had no restrictions placed on my ability to serve as officer or director of any company public or private, I found myself separating from a great enterprise at the very time I most wanted to serve it. That still hurts, very, very much.

"In a New York Minute
Everything can change
In a New York Minute
Things can get pretty strange"

"New York Minute"


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