A THE LAST LEGAL EXIT Get the ebooks

Filed & Failed · Volumes One & Two

THE LAST
LEGAL EXIT

Ten collapses. Every one had a legal way out, and a price.

These are books about the point where a company could still have told the truth and chose not to. Each chapter follows one collapse back to the exact moments an exit was sitting on the table: a delay, a disclosure, a column that could have been sorted, a phone call, a letter that was never sent. Some of those exits would have cost nothing.

Get Volume Two — $37 Get Volume One — $37

PDF ebooks, delivered by email · read on phone, tablet, e-reader, or computer · each volume stands on its own

New: Volume Two The Last Legal Exit — Volume One, book cover The Last Legal Exit — Volume Two, book cover
Alan Merrow — former auditor, narrator of Filed & Failed

The Books

Two volumes. Ten companies.Read them in any order. Each one has its own prologue, five chapters, an epilogue, and a full note on sources.

Volume One cover

Volume One

NIKOLA · SYNAPSE · ARTHUR ANDERSEN · THE SEC · PURDUE

A truck that coasted down a hill. A savings app that lost a hundred thousand people's money. An accounting firm, a regulator's unmailed letter, and a family that took the money out first. Twenty exits, and what each one would have cost.

$37Get Volume One
New
Volume Two cover

Volume Two

TRICOLOR · WORLDCOM · LEHMAN · STANFORD · THERANOS

A car-loan company whose collateral was a spreadsheet. An auditor who answered to the man she was checking. Fifty billion dollars that left a balance sheet for seven days. A regulator that knew for twelve years. And a blood-testing company, with a new film about it.

$37Get Volume Two

What's Inside

Volume TwoPrologue, five chapters, an epilogue, and sources and further reading.

The Last Legal Exit — Volume Two, book cover Get Volume Two — $37
  • —Prologue · Five More RoadsWhat an exit is, what changed since Volume One, and the five roads ahead.
  • 01The Tape · TricolorA car-loan company whose collateral was a spreadsheet, and the same loans listed twice.
  • 02The Reporting Line · WorldComA locked section of the ledger, $3.8 billion in moved costs, and an internal auditor who answered to the man she was checking.
  • 03Seven Days · Lehman BrothersRepo 105: fifty billion dollars that left the balance sheet for a week every quarter.
  • 04Ninety Days · StanfordA regulator that knew for twelve years, a sentence of 110 years, and checks good for ninety days.
  • 05The Null Protocol · TheranosThree hundred blood tests, twelve on the company's own machine, and the new film about it.
  • —Epilogue · What the Roads Add Up ToThe cheapest exits side by side, what five roads have in common, and five questions to ask of any filing.
  • —Sources and Further ReadingThe documents, reporting and books behind every chapter.

What's Inside

Volume OnePrologue, five chapters, an epilogue, and a full note on sources.

The Last Legal Exit — Volume One, book cover Get Volume One — $37
  • —PrologueThe shape of an exit — what this book means by the word, and why it's never the same as getting away with it.
  • 01The Hill · NikolaA truck that coasted down a hill with the engine off, filmed to look like it was driving.
  • 02The List · SynapseA savings app that lost track of a hundred thousand people's money because the list of who owned what lived on one company's laptop.
  • 03Two Tons · Arthur AndersenAn accounting firm that took a deal it had already refused once before, six years earlier, under a different name.
  • 04One Letter · The SEC's file on itselfA regulator that drafted a letter — and never mailed it.
  • 05The Shield · Purdue PharmaA family that turned one felony into a decade of instructions for getting the money out first.
  • —Epilogue · The Price ListWhat the exits in this book actually cost — set against what was paid instead.
  • —A Note on SourcesEvery date, dollar figure, and quote in this book, traced back to the filing it came from.

Samples

How an exit gets markedEvery exit in these books is flagged the moment it appears — taken or not. Here's the first one from each volume.

From Volume One, Chapter One — Nikola Motor Company, six weeks before the truck ever reached the hill.

EXIT 1 December 2016 Price: a date on the calendar Not Taken

So a few weeks before December 1, the company's chief engineer goes to Milton and tells him what the government's complaint later compresses into one sentence: the truck will not be functioning at the event unless the event is postponed.

That's the exit. Right there, in whatever room that conversation happened in, with whatever was on the whiteboard.

"This thing fully functions and works, which is really incredible." — December 1, 2016. The truck was plugged into the wall.

He didn't take the exit. The rest of Chapter One — and the exits after it — is in the book.

From Volume Two, Chapter One — Tricolor Auto Group, and its founder Daniel Chu, as the SEC's complaint describes him.

EXIT 1 July 2022 Price: $1.3 million in one month's advances Not Taken

In July 2022, according to the SEC's complaint, Chu messaged his chief financial officer about moving loans between delinquency categories on the report. The complaint says the answer was that the finance team could work magic.

I read that line the way an auditor reads, which is to say I read it twice and then I wrote down the date.

The exit is the bucket. Leave the loan where it is.

One point three million dollars. That's what the honest bucket would have cost. — from Chapter One, “The Tape”. The charges against Daniel Chu are allegations; he has pleaded not guilty and his trial is set for January 25, 2027.

The company didn't take the exit. The rest of the chapter — and the exits after it — is in the book.

From the Epilogues

The price listsTen chapters, side by side — what the exit would have cost that day, against what got paid instead.

Volume One

CompanyThe cheapest exitCost that dayWhat was paid instead
Nikola One word in a caption Nothing
Synapse A daily reconciliation Being a smaller company
Andersen "Don't." Nothing — less than nothing
The SEC A letter already drafted A stamp
Purdue A sentence on a label A slower blizzard of sales

Volume Two

CompanyThe cheapest exitCost that dayWhat was paid instead
Tricolor A sort — look for repeats in a column A smaller bond deal and an awkward conversation
WorldCom One question: why is internal audit locked out? Five minutes in a conference room
Lehman Publish 17.8 instead of 16.1 One bad quarter
Stanford A case, from a regulator that wrote “likely a Ponzi scheme” four times Lawyers, a subpoena, a year of work
Theranos A sentence to investors — and a ten-minute phone call A much smaller valuation

Where a price isn't in any document, the books say so. — full numbers and sourcing in the books themselves.

Alan Merrow at his desk

About the Author

Alan Merrow

I spent twenty-two years reading other people's numbers for a living — audit, not investigation, which is a smaller job than people assume and a more useful one. I left in 2021 and started reading the numbers that end up in court instead.

Filed & Failed started as a way to say what I was finding, out loud. These books are the print version of that: ten companies, and the paperwork nobody signed.

I don't spend much time on the people who got caught. I'm interested in the day — weeks or months earlier — when getting caught was still avoidable, and what it would actually have cost to take that exit instead.

— A.M.

Volume Three

Want to know when it's out?I'm still choosing the roads. One will be heavier than anything so far, and one has no crime in it at all.

One email, when Volume Three is out. No newsletter.

Get the Books

Volume One and Volume TwoPrologue through the epilogue, plus the full sources, in each.

The Last Legal Exit — Volume Two, book cover

The Last Legal Exit — Volume Two

TRICOLOR · WORLDCOM · LEHMAN · STANFORD · THERANOS

  • PDF ebook, delivered to your email immediately after payment
  • Reads on phone, tablet, e-reader, or computer — no DRM
  • 14-day refund, no questions
$37 one time
Get Volume Two
The Last Legal Exit — Volume One, book cover

The Last Legal Exit — Volume One

NIKOLA · SYNAPSE · ARTHUR ANDERSEN · THE SEC · PURDUE

  • PDF ebook, delivered to your email immediately after payment
  • Reads on phone, tablet, e-reader, or computer — no DRM
  • 14-day refund, no questions
$37 one time
Get Volume One

FAQ

Questions

Which volume should I start with?

Either. Each volume stands on its own, with its own prologue explaining the one idea you need. Volume Two is the newer book; Volume One is where the idea started.

What format are the books?

PDF ebooks. They read on a phone, tablet, e-reader, or any computer. There's no print edition yet.

Is this a true story?

Yes. Every date, dollar figure, and quote in these books comes from court filings, SEC and DOJ records, and other public documents — traced back to their source in each volume's sources section. Where something rests on reporting rather than a document, the text says so. Where a case hasn't reached a verdict, the books say the government alleges, not more.

Who is Alan Merrow?

A former auditor and the narrator of the YouTube series Filed & Failed. These books grew out of that channel.

Is there a Volume Three?

It's in the works. Leave your email above and you'll hear when it's out.

Can I read some of it before I buy?

There's an excerpt from the first chapter of each volume above, with the opening exit — enough to get a feel for the writing before you buy. Read them here.