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willing to accept the initial price if they could share in the
benefits of mutual affiliation by deferring the sale of a
significant minority interest and enhance its value.
In July 1989, JAL’s and Nissho Iwai’s advisers estimated
that at least one-half of DHL’s value was attributable to the
agency agreement and the goodwill of the DHL trademark. In late
August 1989, JAL’s and Nissho Iwai’s advisers were advising that
unless they increased the purchase price, the transaction would
not be consummated.
On September 14, 1989, Peers produced a revised report,
valuing a 100-percent interest in DHLI/MNV at $625 to $700
million. In late September 1989, the parties discussed placing
the foreign investors in a supermajority position on the boards
of DHLI and MNV, and other provisions were devised to protect the
DHL shareholders’ resulting minority interests against the
foreign investors’ collective majority position.
On September 28, 1989, JAL and Nissho Iwai extended an offer
to acquire a 60-percent interest in DHLI/MNV based on a $450
million valuation of those companies, which was rejected by the
DHL shareholders. During late September 1989, the DHL
shareholders asked for a price based on values of at least $500
million for the DHLI and MNV stock and $100 million for the DHL
trademark, which the foreign investors rejected. The DHL
shareholders stated that the parties were so far apart that
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