Del Commercial Properties, Inc. - Page 4




                                        - 4 -                                         
             Tridel Corp. (Tridel) provided overall management and                    
          planning for all of the affiliated corporations.                            
             In 1990, Del Commercial needed funds to refinance and to make            
          improvements to some of its real property located in the United             
          States.  In order to obtain the necessary funds, officers of                
          Tridel, acting on advice of an accounting firm, initiated and               
          planned the following essentially simultaneous transactions.                
             On July 18, 1990, the Royal Bank of Canada (Royal Bank), an              
          independent Canadian commercial bank, lent $14 million1 to Delcom           
          Financial Ltd. (Delcom Financial) at an interest rate based on a            
          specified bank prime interest rate plus one-half percent per                
          annum, payable in 20 approximately equal quarterly installments             
          due in full on July 15, 1995 (Royal Bank loan).                             
             On July 18, 1990, Delcom Financial purportedly made an                   
          unsecured loan to Delcom Holdings Ltd. (Delcom Holdings) in the             
          principal amount of $14 million at the same bank prime interest             
          rate plus five-eights percent per annum.  Delcom Holdings issued            
          a promissory note to Delcom Financial in exchange for the                   
          purported loan.                                                             
             On July 18, 1990, Delcom Holdings purportedly contributed $14            
          million to Delcom Cayman Ltd. (Delcom Cayman) in exchange for               
          common shares of stock in Delcom Cayman.  Delcom Cayman then                
          purportedly contributed $14 million to Delcom Antilles N.V.                 


          1    All references to dollars are to U.S. dollars.                         




Page:  Previous  1  2  3  4  5  6  7  8  9  10  11  12  13  Next

Last modified: May 25, 2011