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date data in the IPO studies are relevant and provide some insight
into the price differences between stock that is freely tradable
and stock, like ADDI&C stock, that is not freely tradable.
Mr. Thomson stated in his expert report that, because each
block of ADDI&C stock at issue represented 25.77 percent of
the outstanding stock of ADDI&C, no shareholder had control of
that corporation on the valuation date. However, Mr. Thomson
concluded that each of those blocks could influence management
and represented a swing block. Petitioner contends, Mr. Pratt
believes, and Mr. Thomson acknowledged at trial that, in deter-
mining the value of each of the two blocks of stock in question,
the actual owner of the other such block and the actual owner of
the remaining ADDI&C stock on the valuation date should be
considered. We agree. On that date, one of decedent's sons, who
received the other block of stock from his father, and decedent,
respectively, were the actual owners of that other block and that
remaining stock. Petitioner contends that as of the valuation
date it was unlikely that a member of decedent's family would join
with an outsider to compel ADDI&C to act or not to act in a
specified matter. We agree. On the record before us, we find
that Mr. Thomson made invalid assumptions about, and gave undue
weight to, the ability of each 25-share block of ADDI&C stock in
question to influence management and to be a swing block.
Both Mr. Howard and Mr. Pratt criticize Mr. Thomson for, inter
alia, his emphasis in determining a lack-of-marketability discount
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