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had owned a distributorship called Reliable Beauty Supply and a
manufacturer's representative business called Robert Beaurline
and Associates. After joining State Supply, Beaurline was
involved in marketing, including implementing a monthly marketing
publication and an aggressive trade show presence. He had strong
personal relationships with the customers, vendors, and major
suppliers. Beaurline had sufficient money to go into competition
with State Supply after the sale of his stock to Group One.
Before the sale of State Supply, if a customer had a serious
problem, the customer would call Beaurline or Holliday. Both
Beaurline and Holliday had just bought new houses in the Tulsa
area.
The Acquisition Loan
Group One submitted a loan proposal to the bank. The bank
made the acquisition loan in October 1987.
Steve Kieffner, the vice president in charge of new business
development at the bank in 1987, was involved in underwriting the
acquisition loan. As a condition of the acquisition loan, the
bank required that Beaurline and Holliday execute noncompete
agreements with State Supply. On September 29, 1987, the bank
prepared an internal credit memorandum which analyzed the
proposed financing and evaluated the solvency of State Supply
after the sale.
The Noncompete and Employment Agreements
Von Allmen personally invested $300,000 in cash and Olson
personally invested $200,000 in cash in the acquisition of State
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