Bereishit 34: 1-31
To: Simon Levy, President of Software Is Us
From: Gunnar Bragason, Chief Operating Officer, Web Kings of Iceland
Re: Merger proposal
It was so nice to meet with you last week at our headquarters in Reykjavik. I hope you enjoyed your stay with us and had a pleasant time in Iceland. I’m so sorry that our capital city doesn’t offer more in the way of kosher food, but hopefully we were still able to—how do you Americans say it?—show you a good time.
I hope that our merger offer intrigued you. I met with my board, and on paper our two businesses would be a perfect match. Your software applications and our web platform would be a formidable combination. I believe that together we could become an industry leader in medical analytics online.
In our meetings, you and your staff seemed pleasantly surprised by the stock swap and revenue sharing proposals that we floated. My accountants and money people tell me that we nailed it just right, and that you would be crazy not to jump at the opportunity to merge our companies at the earliest feasible date. As for our brick and mortar assets, I don’t foresee any problems with each of us maintaining our physical offices but swapping personnel as would be necessary. To put it more colloquially, my office would be your office, and your staff will be my staff. I believe that would be the nature of any full merger.
Most of the conditions that you set in order to proceed seem doable, including almost all the contract documents you sent us. Your Chief Financial Officer has been a pleasure to work with, and my staff has had only good things to say about all our interactions.
There is, however, one condition that you specified which is somewhat of a problem for us, and that is the whole circumcision thing.
No one here at our operations in Reykjavik understands why you would want all our male personnel to be circumcised in order to merge our companies. Circumcision is not common here, and so it took us all by surprise.
I understand that in the United States a vast majority of all men are circumcised. I have read that the statistic is well over eighty percent. And certainly, among Jewish men I understand that 100% are circumcised. But still, I see no reason that this should require my staff to go under the knife.
I checked with our benefits department, and it turns out that circumcision is considered an elective procedure here in Iceland and would not be covered under our health insurance, requiring a significant out of pocket allocation. But even if it was covered, it would not sweeten the deal for us.
The fact is, I have surveyed my staff, and other than Henrik Bunell, the head of our research department who has multiple body piercings and more than his share of body art, no one was interested in having the procedure done, despite their warm feelings about the merger and about your company.
I did a Google search to see if there is any precedent for such a request, and the fact is that no business merger that I can find has ever required anything of this sort to be done in order to join two entities. The only past example I could find was from the Old Testament, or what you would call the Five Books of Moses. In Genesis chapter 34, where Shechem the son of Hamor the Hivite has improper relations with Jacob’s daughter Dinah. Shechem then desires to marry Dinah, and Hamor proposes a merger of sorts between the Israelites and the people of his town.
I believe that it is then that Dinah’s brothers state that they will agree to the merger and a full unification of their assets, provided that a similar circumcision clause to the one that you proposed is fulfilled in its entirety. The text clearly suggests that their proposal was not in good faith from the outset.
Now I understand that Dinah’s brothers were upset, but I believe they may have acted rashly. I suppose that perhaps cooler heads might have prevailed over time, had they sat down and negotiated, but alas, that was not to be.
Much to my surprise, Shechem and Hamor agree to the merger and convince the townsfolk to follow their lead. Those Israelite women must have been extremely attractive.
It is then that the story goes south. Three days after the Hivites get circumcised, two of Dinah’s brothers, Simeon and Levi, go into town, and shall we say, engage in a hostile takeover. It is not a pretty scene.
Simon, I am sure that your offer was not made with malice. Certainly our interactions have been nothing but amicable, but still I’m afraid that your surgical stipulation is problematic. To be frank, as much as we would like to do business with you, the circumcision clause is a deal breaker.
Perhaps my staff would be more receptive if you requested an ear piercing. Just a thought.
I look forward to hearing from you soon.