The Calista Corporation’s ongoing power struggle is coming to a head on Monday in an Anchorage courtroom. CEO Andrew Guy and former board chair Wayne Don are facing off, and both intend to take the stand.
If the case stays on schedule Monday, Judge Andrew Guidi could decide whether to forcibly remove Don from Calista’s Board of Directors, and whether to silence him and his supporters with an injunction. Calista has requested that he do both.
The Calista Corporation’s tone has softened in the days leading up to this hearing. On Thursday, Calista attorney Walter Featherly agreed to send KYUK several hundred pages of documents that the corporation had originally filed under seal. That includes a 200-page internal document that Calista had wanted kept confidential. KYUK received those files in full on Friday, though a few names had been redacted, and Calista is rescinding its motion to seal the documents. Featherly said that his team decided to release them in order to provide more context. He says that Don, his co-defendant Sam Fortier, and their attorneys have been cherry-picking certain facts about Calista’s CEO.
"The efforts by Wayne Don, and then later Sam, to take and reinterpret facts to cast Andrew in a bad light? I believe it’s transparent when you see all the facts in context," said Featherly.
In its lawsuit against Don and his supporters, Calista claims that Don staged a failed coup against CEO Andrew Guy last year, violating the corporation’s rules in the process. Don says that he didn’t break any rules and was just trying to raise concerns about the CEO’s behavior with Calista’s board. Accusations of lying to shareholders and trying to manipulate the corporation’s upcoming board elections have flown back and forth between Don and Guy.
Calista’s current dispute can be traced back to the behavior of George Owletuck, a former Calista executive who Don’s attorneys have described as Guy’s “closest advisor.” Calista fired Owletuck last year after he sexually harassed a woman who was trying to sell her company to Calista. The question is what Guy knew about his friend’s harassment, when he knew it, and what he did about it. Don and his supporters say that Guy mismanaged the woman’s complaint in an attempt to protect Owletuck; Attorney Walter Featherly says that Don is twisting the facts in an effort to grab power for himself.
Take, for instance, Andrew Guy’s phone call with the woman on August 29, 2017. The woman told Guy that Owletuck sent her over 1,100 text messages and had shown up at her house, even after she told him to stay away from her. Don says that Guy should have referred this issue immediately to Human Resources, but Featherly says that Guy still didn’t know if this harassment was sexual. In fact, he allegedly thought Owletuck’s frantic texting and unannounced visits were about something else. Owletuck met the woman he harassed through her ex-husband, who was a close business connection of his and an expert in eastern religion. Owletuck was trying to send his teenage daughter to Colorado to study with him.
"George is sending his daughter off to the ex-husband in Colorado, so when she describes to Andrew all of this texting activity and specifically the daughter, that's what Andrew thought that was all about," said Featherly.
Guy was aware of this situation because Owletuck’s daughter is his goddaughter.
Don’s attorney claims that Guy knew Owletuck harassed women. Calista disciplined Owletuck repeatedly for making the women he worked with uncomfortable, and Guy allegedly knew about all of it, but Featherly says that Guy didn't know about at least some of these incidents. For most of Owletuck’s time at Calista, Guy didn’t directly supervise him.
"How would he know unless somebody told him?" said Featherly. "Was George going to tell him? I don’t think so."
Once Guy did find out that Owletuck had sexually harassed the woman, Featherly says that he handled it appropriately, and that he approved of Owletuck’s firing in November 2017. "It's understandable that people would come to the conclusion, 'well he's just trying to protect those people who are loyal to him,'” said Featherly. "Well, that's not the Andrew I know. I've seen instances where he has cut people loose who, in fact, were extremely loyal to him."
"Andrew doesn't operate that way," he added.
These are just some of the arguments that Calista plans to make on Monday to explain CEO Andrew Guy’s position. Don and his co-defendants, of course, are going to tell a different story. They claim that Guy violated Calista's Code of Conduct when he failed to report the incident to Calista’s Human Resources Department.
Details of the role Owletuck played in the negotiations to sell the woman’s company are also surfacing. Attorneys representing Don’s co-defendant, Sam Fortier, claim that Owletuck urged the woman to inflate the value of her business to $50 million, though it was worth much less than that, and then started sending her pictures of million-dollar houses. “Once Calista bought her company,” Fortier’s attorneys claim Owletuck told the woman, “money would no longer be a problem,” and he would be able to take care of her and her son.
Don, who was chairman of the board at the time, tried to address his concerns about Guy’s alleged protection of Owletuck at a meeting last December. But the meeting was abruptly shut down, and the corporation has been trying to push him out ever since. Don’s attorney says that Calista’s lawsuit against him is just its latest attempt to keep him quiet.
On monday, Judge Guidi will need to tease out the facts in this power struggle and whether there are legal grounds for what Calista requests: stopping Guy’s critics from influencing the upcoming board election and removing Don from the Board of Directors.