Martin Ice Cream Company - Page 11

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            to Arnold, had value for which it was willing to pay.  At the                               
            same time, H�agen-Dazs wished to terminate any residual rights to                           
            distribute H�agen-Dazs ice cream that its distributors might have                           
            acquired over the years, even as it maintained that neither                                 
            Arnold nor MIC, or later, SIC, had any enforceable “distribution                            
            rights” as such.  H�agen-Dazs was not interested in acquiring MIC                           
            as an ongoing distributor to either the supermarkets or the small                           
            grocery stores and food service accounts or in acquiring its                                
            physical assets.                                                                            
                  During the early to mid-1980's, Arnold and Martin had                                 
            increasingly vocal disagreements over the future direction of                               
            MIC.  Arnold wished to expand the supermarket business, and                                 
            Martin wished to expand the small store business.  They were                                
            unable to agree on which course to take or otherwise to agree on                            
            coordinating their different business objectives.                                           
                  Martin was concerned about MIC’s overdependence on a small                            
            number of large supermarket accounts.  He felt that a diversified                           
            customer base of small independent stores with higher gross                                 
            profits carried less risk.  Martin was concerned about the                                  
            smaller profit margins of the supermarket business and also felt                            
            that the small stores had a better record of paying MIC’s                                   
            invoices in full and on time.                                                               
                  Arnold attributed Martin’s disparagement of the supermarket                           
            business to his dislike of the process of developing and                                    
            maintaining the personal relationships with the managers and                                




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Last modified: May 25, 2011