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(5) percent of the retained earnings, if any, of LRFP
as at the earnings date.
In the event additional shares of Common Stock are
issued to [Griffin] or [Griffin] receives additional
shares of the Common Stock as a result of any stock
split or stock dividend or [Griffin's] shares of the
Common Stock are combined into a lesser number of
shares, the price per share for each of [Griffin's]
shares of the Common Stock set forth above shall be
appropriately adjusted to reflect such issuance, stock
split, stock dividend or combination of shares.
Such notice shall specify the closing date of the
sale of [Griffin's] Preferred and Common Stock and the
earnings date when the retained earnings of LRFP shall
be determined, which date shall be the close of the
calendar month preceding by not less than 30 nor more
than 90 days the closing date. Prior to such closing
date LRFP shall, if requested by [Griffin], declare and
pay a dividend on the Common Stock equal to the amount
of such retained earnings but only out of funds legally
available therefor. On such closing date [Griffin]
shall sell, assign and transfer to LRC and LRC shall
purchase [Griffin's] shares of the Preferred and Common
Stock of LRFP at the purchase price stated above, less
the amount of the retained earnings received by
[Griffin] as aforesaid.
* * * * * * *
20. Immediately after the closing under the
Agreement, all certificates representing shares of the
Stock registered in the name of [Griffin] shall bear
the following legend on the face thereof:
The shares represented by this certificate
are subject to the provisions set forth in
the Stockholders' Agreement dated as of
December 31, 1981 among Great Northern
Nekoosa Corporation, Kymi Kymmene Oy, Leaf
River Paper Company, Inc., Leaf River
Corporation and Leaf River Forest Products,
Inc., a copy of which has been deposited with
Great Northern Nekoosa Corporation at its
office at 75 Prospect Street, Stamford,
Connecticut.
* * * * * * *
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