Estate of Richard R. Simplot - Page 53




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          that the Company's cash-flow could have been substantially greater          
          if the assets of the Company had been better used.  Thus, in Dr.            
          Spiro's opinion, if the hypothetical buyer could maximize the               
          Company's cash-flows, the aggregate equity value of the Company             
          would be greater than $720 million.)                                        
               The next step of Dr. Spiro's analysis was to determine the             
          fair market value of J.R. Simplot Co.'s interest in Micron                  
          Technology on a freely traded, minority basis.  He multiplied               
          Micron Technology's share price on June 24, 1993 ($34.63)21 by the          
          number of shares J.R. Simplot Co. owned (5,259,800) and arrived at          
          $110,269,092.22  (For purposes of this analysis,  Dr. Spiro  assumed        
          that any perceived blockage discount would be offset by the                 
          anticipated premium from a sale of the block.)                              
               Dr. Spiro then added the $110,269,092 valuation of J.R.                
          Simplot Co.'s Micron Technology holdings to the $720 million fair           
          market value of J.R. Simplot Co., rendering a total of $830                 
          million23 aggregate equity value (rounded) for J.R. Simplot Co. on          
          a freely traded, minority-interest basis.                                   
               At this point, Dr. Spiro used the $830 million fair market             
          value to ascertain the value of decedent's class A voting and class         

               21   This is an average of the high and low prices reported            
          during trading on June 24, 1993.                                            
               22   Dr. Spiro deducted estimated underwriting costs of                
          3.825 percent and estimated taxes of 40 percent attributable to             
          the appreciation in value of the Micron Technology shares.                  
               23   In Dr. Spiro's expert witness report, he arrived at a             
          $900 million aggregate equity value.  Subsequently, he revised              
          this value to $830 million.                                                 

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