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180-day period, then the other class A voting shareholders (as a
group) have an additional 180 days within which to purchase the
stock.
Before June 23, 1993, class B nonvoting shareholders were
afforded a nominal level of liquidity for their shares through
sales to J.R. Simplot Co.'s ESOP as well as occasional ad hoc
redemptions of the shares by the Company. In substantially all
instances, the price paid for these repurchases occurred at the
most recent ESOP valuations prepared by Morgan Stanley & Co., Inc.
(Morgan Stanley).
As a practical matter, before June 23, 1993, J.R. Simplot set
the amounts of compensation paid by the Company to his children.
The amounts paid from 1991 to 1993 were as follows:
Officers/Directors 1991 1992 1993
Don $246,385.76 $314,628.71 $235,972.26
Scott 122,301.44 17,140.00 ---
Decedent 222,730.14 200,801.14 79,785.42
Gay --- --- ---
Before divorce, Gay's spouse received compensation in his
management capacity from J.R. Simplot Co.
J.R. Simplot Co. owned resort properties in Ketchum and
McCall, Idaho; it also owned a corporate aircraft. Simplot family
members were permitted to use these facilities for nonbusiness
purposes, on a space-available basis (and did so). Simplot family
members were permitted to use the corporate aircraft for personal
purposes at rates below those available on commercial flights.
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