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finalizing the agreement, closing did not take place until
January 1978. IRA paid $50,000 at closing and issued a
promissory note for the $100,000 balance.
Schnitzer's primary objective in selling the 47.5-percent
Schnitzer-PMS interest to IRA was to acquire business from the
Pritzkers and/or Hyatt which he felt could be obtained through
Kanter's influence. By early 1978, although Schnitzer-PMS'
business, in particular its business with Prudential, had greatly
increased, it had not received any business from Hyatt. When
such business was not forthcoming, Schnitzer decided that IRA
should sell back the Schnitzer-PMS stock. Kanter offered to
either sell IRA's stock in Schnitzer-PMS to Century or purchase
from Century Development Corp. its stock in Schnitzer-PMS for
$3.1 million. In November 1979, Century repurchased the 47.5
percent owned by IRA in July 1979 for $3.1 million, payable over
a 10-year period with interest. At the time of the repurchase,
approximately $700,000 remained outstanding on the loan for the
original purchase of Fletcher Emerson.
The payments for the repurchase of the Schnitzer-PMS stock
were accumulated in IRA until the formation of Carlco, TMT, and
BWK, Inc. In 1984, IRA transferred the funds to the three new
corporations in a 45-45-10 ratio, effectively transferring 45
percent to Lisle, 45 percent to Ballard, and 10 percent to
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