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DHLI/MNV at $400 to $600 million. It valued the DHL trademark at
$100 to $200 million.
The foreign investors initially understood that DHL owned
all rights in the DHL trademark throughout the world. As their
due diligence progressed, however, they became aware of certain
inconsistencies, including the registrations of the DHL trademark
in DHLI’s name throughout the world. The foreign investors never
resolved these inconsistencies concerning the DHL trademark.
Ultimately, it was agreed that, if the foreign investors
exercised their stock purchase and trademark options, DHL would
transfer all its rights in the trademark, including those it may
have within and without the United States.
DHL’s lenders consented to a trademark option agreement, but
only on the conditions that: (1) DHL would “receive full value
(as determined on an arms length-transaction basis) for the
assets it transfers pursuant to * * * [that] Agreement”; (2) DHL
would receive at least $50 million as consideration for the DHL
trademark or as additional equity investments; and (3) DHL would
receive a 15-year royalty-free license to use the DHL trademark.
After the 15-year royalty-free period, DHL would have to pay .75
percent of its gross sales as a royalty for use of the DHL
trademark. In a communication dated as late as May 10, 1990,
DHL’s legal representative was representing to the lenders that
DHL owned the trademark and licensed it to DHLI.
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