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Land 864,000
Building 29,747,000
Machinery & equipment 58,731,000
Construction in progress 1,170,000
Portland:
Land 3,140,000
Building 5,290,000
Machinery & equipment 12,789,000
Construction in progress 220,000
San Antonio:
Land 1,196,000
Building 5,190,000
Machinery & equipment 6,300,000
Washington land:
Milwaukee
Office land 1,000,000
Office building 10,000,000
Other buildings 875,000
Other land 425,000
190,287,375
The parties agree they will take no action
inconsistent with such valuation in filing their
respective income tax returns.
On February 26, 1983, petitioner and Olympia issued a
prospectus/proxy statement to their shareholders seeking approval
of the transaction described above. On March 18, 1983, at
separate special meetings, the shareholders of petitioner and
Olympia approved and adopted the Acquisition Agreement and the
other relevant agreements. Petitioner's shareholders who
dissented thereto were entitled to receive $27 a share for their
stock. See Cooper v. Pabst Brewing Co., No. Civ. A. 7244 (Del.
Ch., June 8, 1993) (dissenting shareholders' stock appraised at
$27 per share).
Petitioner's shareholders of record at the time of the
transaction (excluding Heileman, HBC, petitioner, any of their
subsidiaries, and any shareholders asserting their appraisal
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